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Techtran Polylenses Directors Report, Techtran Polyle Reports by Directors
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Techtran Polylenses
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Directors Report Year End : Mar '13    « Mar 12
To The Members,
 
 The Directors take pleasure in presenting the 26th Annual Report of
 the Company on the business and operations of the Company along with
 the Audited Balance Sheet and Statement of Profits Loss Accounts for
 the year ended 31st March, 2013.
 
 1.  FINANCIAL RESULTS:
 
 The high lights of the operating results for the year are as follows:
 
                                                        Rs.in lakhs 
 
                                 CURRENT YEAR          PREVIOUS YEAR 
                                 2012-2013             2011-2012
 
 SALES
 
 Export Sales                1998.29               1786.16
 
 Domestic Sales               879.17                891.65
 
                             2877.46               2677.81
 
 Other Income                            74.68                228.47
 
 Profit before Interest 
 and                                    492.45                773.80
 
 Depreciation
 
 Less: A) Interest & 
 Financial            55.41              32.86
 
 Charges
 
 B) Depreciation 
 & other             118,88             246.64
 
 Write-Offs                   174.03                          279.50
 
 Net Profit/(Loss) 
 for the year                 318.15                          494.30
 
 Provision for 
 Taxes:                       104,70                          152.72
 
 Profit after/
 (Loss) after Tax             213.45                          341.58
 
 2.  FINANCIAL CONDITION AND REVIEW OF OPERATIONS:
 
 Management Discussion and Analysis of Financial Condition and Results
 of Operations of the Company forthe 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
 subsidiary.
 
 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
 polycarbonate Lenses will enhance the sale of the company in the USA
 Market.
 
 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 hold 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-2
 
 4.  FIXED DEPOSITS:
 
 Your company has not accepted any Fixed Deposits from the Shareholders
 / Public under Section 58Aofthe Companies Act, 1956, during the year
 under review.
 
 5.  DIVIDENDS:
 
 The Directors are pleased to recommend for approval of the members a
 dividend of Re.  0.70/- per share being 7% on paid upvalue of Rs10/-
 per share.
 
 6.  COMPOSITION OF BOARD:
 
 As on 31st March, 2013, the Board of Directors consists of 6 Directors
 viz., one promoter Non-Executive Director, Four Non-Executive
 Independent Directors and one Whole-Time Director.
 
 Dr. Pradeep Swarup resigned from the board w.e.f. 12.02.2013. The board
 would like to express its gratitude for the support rendered by him
 during his tenure.
 
 Dr.Jayaram Chigurupati, Director and Dr.Denis Broun, Director liable to
 retire by rotation at the ensuing Annual General Meeting and being
 eligible offer themselves for Re- appointment.
 
 Mr. Hemang Harish Raja who was appointed by the Board of Directors and
 holds office upto the date of the 26th Annual General Meeting of the
 Company in terms of Section 260 of the Companies Act, 1956 (Act)
 and liable to retire in respect of whom the company has to received a
 notice in writing from a Member of the Company under Section 257 of the
 Act proposing his Candidature for the office of Director of the
 Company. The relevant resolution proposing him as Director is included
 in the notice of AGM for shareholders approval.
 
 The Board provides leadership, strategic guidance, objective and
 independent viewto the Company''s management while discharging its
 fiduciary responsibilities thereby ensuring that the management adheres
 to high standards of ethics, transparency and disclosure- The Board has
 constituted Audit Committee, Share Transfer & Shareholders Grievance
 Committee and Remuneration Committee.
 
 7.  DIRECTORS RESPONSIBILITY STATEMENT:
 
 As stipulated in Section 217 (2AA) of CompaniesAct, 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 andfairviewofthe 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
 irregularities;
 
 iv] That the annual accounts are prepared as an ongoing concern basis.
 
 8.  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.
 
 9.  AUDITORS:
 
 M/s. M.Anandam & Co., Chartered Accountants, S P Road, Secunderabad,
 Auditors of your Company retires at the conclusion of the Annual
 General Meeting and being eligible offer themselves for reappointment.
 Company has received letter from them to the effect that their
 appointments, if made, would be within the prescribed limits under
 Section 224(1-B) of the Companies Act, 1956 and also that they are not
 otherwise disqualified within the meaning of sub section (3) of Section
 226 of the CompaniesAct, 1956, for such appointment.
 
 10 INTERNAL AUDITORS:
 
 Your Board of Directors appointed M/s. Kuldeep Verma &Co., Chartered
 Accountants as Internal Auditors. The Internal Auditors submit their
 reports on a quarterly basis, which are being reviewed by the Audit
 Committee.
 
 11 COST AUDITORS:
 
 Your Board of Directors appointed M/s. Vajralingam & Co., Cost
 Accountants, as Cost Auditors.
 
 12.  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.
 
 13.  PERSONNEL:
 
 Information required under Section 217(2A) of the CompaniesAct, 1956
 read along with the Companies (Particulars of Employees) Rules, 1975
 may be treated as ''NIL''as none of the employees come underthat
 category.
 
 14.  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-3).
 
 15.  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 Exchanges, form part of the Annual Report (Annexure-4).
 
 16.  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
 Dematerialisation, namely, CIL Securities Ltd., Regd Office:214,
 Raghava Ratna Towers, Chirag AN Lane, Hyderabad-500 001, Telephone Nos.
 040-23203155/040-23202465, email: advisors@cilsecurities.com /
 cilsec@hotmail.com forfurtherdetails, if any.
 
 17.  LISTING:
 
 Your company''s shares are listed in the Bombay Stock Exchange (BSE).
 
 18.  ACKNOWLEDGEMENT:
 
 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., IFCI &
 Exim Bank.
 
 Your Directors also express their gratitude to the Shareholders of the
 company for the confidence reposed in the management.
 
                                       By order of the Board of 
 
                                       Techtran Polylenses Limited
 
                                       E.Ranga Kumar 
 
                                       Whole-time Director
 
 Place: Hyderabad
 
 Date: 30.05.2013
Source : Dion Global Solutions Limited
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