The Directors take pleasure in presenting the 27th Annual Report of
the Company on the business and operations of the Company along with
the Audited Balance Sheet and Statement of Profit & Loss Accounts for
the year ended 31st March, 2014.
1. FINANCIAL RESULTS:
The financial performance of the Company, for the year ended March 31,
2014 is summarized below:
(Rs. in Lakhs)
PARTICULARS STANDALONE CONSOLIDATED
SALES 2013-2014 2012-2013 2013-2014 2012-2013
Export Sales 2,187.83 1,998.29 2,184.54 1,814.49
Domestic Sales 627.62 879.18 1,163.90 1,573
Total 2,815.45 2,877.47 3348.44 3388.00
Other Income 79.35 74.62 69.17 63.16
Profit before Interest, 465.12 492.45 266.43 105.40
Depreciation and Tax
Interest & Financial
Charges 60.62 55.41 60.62 55.41
other Write-Offs 129.25 118.88 196.22 186.77
Net profit/(Loss) for
the year 275.03 318.16 9.59 -136.78
Provision for Taxes 100.22 104.71 123.25 126.96
Profit /(Loss) after Tax 174.81 213.45 -113.66 -263.74
2. FINANCIAL CONDITION AND REVIEW OF OPERATIONS:
Management Discussion and Analysis of Financial Condition and Results
of Operations of the Company for the year under review, as stipulated
in Clause 49 of the Listing Agreement with the Stock Exchanges, is
given as a separate statement in the Annual Report (Annexure -1)
The Board of Directors and Management reviewed the progress of company
at regular intervals, as required.
3. SUBSIDIARY COMPANY:
Techtran Ophthalmics Private Limited, Techtran Optics Pvt. Ltd,
Techtran Lenses Inc, and Techtran USA LLC are the subsidiary of your
company and pursuant to Accounting Standard, AS-21 of the Institute of
Chartered Accountants of India, the enclosed Consolidated Financial
Statements include the financial information (relating) to the
Techtran Ophthalmics Private Limited a subsidiary of the Company
currently has 11 surfacing laboratories that are operational. All the
laboratories are equipped with state of the art CNC machines along with
hard coating equipment. TOPL has identified west, nort, east and
central regions of India as high growth regions.
Techtran Optics Private Limited, a 100% wholly owned Subsidiary of
Techtran Polylenses Limited, a 100% EOU proposes to manufacture 5
million pieces of Polycarbonate lenses and 5 million pieces of plastic
lenses at Plot No U, Phase-iii,VSEZ,Visakhapatnam. The proposed poly
carbonate Lenses will enhance the sale of the Company in the USA
Techtran Lenses Inc, has been incorporated in Tampa, Florida, USA to
market and distribute your company products in USA and the company has
opened a warehousing facility at Tampa, Florida, USA.
Techtran Lenses Inc holds 55% in Techtran USA LLC, and hence the same
is treated as the subsidiary of the Company. It acts as one more arm of
the Company to distribute and market the products of the Company.
The annual accounts of the Subsidiary and the related detailed
information shall be made available to members seeking such information
at any point of time. The annual accounts of the Subsidiaries shall
also be kept for inspection by any of the members at the administrative
and registered office of the company.
Statement pursuant to exemption under Section 212(8) of the Companies
Act, 1956 relating to Subsidiary Companies is enclosed as Annexure-II
4. FIXED DEPOSITS:
Your Company has not accepted any fixed deposits and as such no
principal or interest was outstanding as on the date of the Balance
With a view to retain the internal accruals for operations and business
activities of the Company, the Board of Directors decided not to
recommend dividend for the year ended march 31, 2014.
6. BOARD OF DIRECTORS:
In accordance with the provisions of Section 152 of the Companies Act,
2013, Dr. TV Krishna Rao retires by rotation and being eligible, has
offered himself for re-appointment.
Pursuant to provisions of Section 149 and other applicable provisions
of the Companies Act, 2013 read with Rules thereon, all independent
Directors of the Company are seeking fresh appointment for five
consecutive years from the ensuing Annual General Meeting.
During the year under review, Mr. E. Ranga Kumar, Whole-time Director
of the Company resigned with effect from 21 st August, 2013. Further,
the Board has appointed Mr. Devendra Patil has been appointed as Chief
Executive Officer of the Company with effect from 18th September, 2013.
Pursuant to the provisions of Section 139(2) of the Companies Act,
2013, on rotation of audit firms, and based on the recommendation of
the Audit Committee, the Board has at its meeting held on May 28, 2014
recommended the re-appointment of M/s. M. Anandam & Co., Chartered
Accountants, Hyderabad, as the Statutory Auditors of the Company to
hold office form the conclusion of this Annual General Meeting for a
period of 3 years in accordance with the Act, subject to the
ratification of the shareholders at every Annual General Meeting. M/s.
M. Anandam and Co., Chartered Accountants, Hyderabad, have confirmed
that the appointment, if made, would be within the prescribed limits
under Section 141 of the Companies Act, 2013. Accordingly, the
appointment of M/s. Anandam & Co., Chartered Accountants, Hyderabad, as
the Statutory Auditors, is being proposed as an Ordinary Resolution.
8. INTERNAL AUDITORS:
The Board of Directors based on the recommendation of the Audit
Committee have re-appointed M/s. Kuldeep Verma & Co., Chartered
Accountants, Hyderabad, as the Internal Auditors of your Company. The
Internal Auditors are submitting their reports on quarterly basis.
9. COST AUDITORS:
In accordance with Section 141 of the Companies Act, 2013
(corresponding Section 233B of the Companies Act, 1956) and the MCA
General Circular No. 15/2011 dated April 11, 2011, (as amended vide
General Circular No. 36/2012 dated November 6, 2012), the Audit
Committee has recommended and the Board of Directors had appointed M/s.
Vajralingam & Co., Cost Accountants, Hyderabad, being eligible and
having sought re-appointment, as Cost Auditors of the Company, to carry
out the cost audit of the products manufactured by the Company during
the financial year 2014-15.
10. DIRECTORS RESPONSIBILITY STATEMENT:
As stipulated in Section 217 (2AA) of Companies Act, 1956, your
Directors subscribe to the Directors'' Responsibility Statement and
confirm as under:
i] That in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures;
ii] That the directors have selected such accounting policies 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 and of the profit or
loss of the company for that period;
iii] That the Directors ensured that proper and sufficient care was
taken in 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
iv] That the annual accounts are prepared as an ongoing concern basis.
11. CONSOLIDATED FINANCIAL STATEMENTS:
In accordance with the Accounting Standard AS-21 on Consolidated
Financial Statements read along with Accounting Standard AS-23 on
Accounting for Investments in Associates, your Directors hereby forward
the Consolidated Financial Statements, which form part of the Annual
Report and Accounts.
12. UNCLAIMED DIVIDENDS
As at March 31, 2014, dividend amounting to Rs. 21.13 Lakhs has not
been claimed by shareholders.
As per the provisions of Section 205C of the Companies Act, 1956,
dividends remaining unclaimed for a period of seven years from the date
of transfer to the unpaid dividend account are required to be credited
to the IEPF. Accordingly, unclaimed dividend amounting to Rs. 5.79
Lakhs in respect of the financial year 2006-07 is due for transfer to
IEPF in November, 2014. In terms of Section 205C of the Companies Act,
1956, no claim would lie against the Company or the said fund after the
Those shareholders who have not encashed their warrants so far are
requested to send their claims for payment, by giving the details in
the attached format to the Company. Lists of shareholders to whom
dividends remain unpaid are available on the website of the Ministry of
Corporate Affairs. Please note that As per Section 124(6) of the new
Companies Act, 2013 the shares held in respect of the unpaid dividend
has also to be transferred to demat account maintained under Investor
Education and Protection Fund account.
13. CORPORATE SOCIAL RESPONSIBILITY:
Your Company, as a responsible corporate entity propagating its
philosophy of responding to social welfare causes and philanthropic
activities in the areas of Eye care, Education, Natural Calamities and
Social services, by contributing lenses at various Eye camps and also
cash contributions for construction of social welfare hostel to Indian
Red Cross Society.
Information required under Section 217(2A) of the Companies Act, 1956
read along with the Companies (Particulars of Employees) Rules, 1975
may be treated as ''NIL'' as none of the employees come under that
15. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGOINGS:
The statement giving particulars with respect to Conservation of
Energy, Technology absorption and Foreign Exchange Earnings and
outgoings as required under Section 217 (1) e of the Companies Act,
1956 read along with Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules 1988 is annexed hereto and forms part of
the Report (Annexure-III).
16. CORPORATE GOVERNANCE:
A separate section on Corporate Governance and a Certificate from the
Auditors of the Company regarding compliance of conditions of Corporate
Governance as stipulated under Clause 49 of the Listing Agreement with
the Stock Exchange, form part of the Annual Report (Annexure-IV).
17. DEMATERIALISATION OF SHARES
Your Company''s equity shares have been under compulsory dematerialized
trading for quite some time and is registered under code ISIN 1NE
020C01016. Shareholders may contact the Registrars for
Dematerialization, namely, CIL Securities Ltd., Regd Office:214,
Raghava Ratna Towers, Chirag Ali Lane, Hyderabad - 500 001, Telephone
Nos.040-23203155/040-23202465, email: firstname.lastname@example.org /
email@example.com for further details, if any.
Your Company''s shares are listed in the BSE Limited (BSE).
Your Directors wish to place on record their appreciation to the
Employees, Staff and Officers of your company for their hard work,
dedication and commitment.
Your Directors gratefully acknowledge the valuable support, guidance
and assistance provided by the Financial Institutions, viz., Exim Bank.
Your Directors also express their gratitude to the Shareholders of the
company for the confidence reposed in the management.
On behalf of the Board of
Techtran Polylenses Limited
Place: Hyderabad Dr. Jayaram Chigurupati
Date : 28.05.2014 Chairman