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Notes to Accounts of GKB Ophthalmics Ltd.

Mar 31, 2016

Note

(a) Secured term loans from banks:

Vehicle loan of Rs. 917,654/- (previous year Rs. Nil) is repayable in 48 equated monthly installment from November, 2015. Vehicle loan of Rs. 257,728/- (previous year Rs. 410,452) is repayable in 47 equated monthly installment from November, 2013. Vehicle loan of Rs. Nil (previous year Rs. 128,598) is repayable in 48 equated monthly installment from April, 2012.

Term loan of Rs. Nil (Previous year Rs. 3,681,623) is repayable in 28 monthly installments from January, 2014.

Term loan of Rs. Nil (Previous year Rs. 9,438,022) is repayable in 35 monthly installments from January, 2014.

Term loan of Rs. Nil (Previous year Rs. 1,561,967) is repayable in 34 monthly installments from January, 2014.

(b) Secured term loans from financial institutions:

Vehicle loan of Rs. 877,901/- (previous year Rs. Nil) is repayable in 36 equated monthly installment from November, 2015.

Note 1:

During the year the Company sold the entire shareholding in GKB Vision Limited, an associate company, in which the Company was holding 36.47% of the equity paid up share capital. The said shares were sold on 2nd July 2015 for a net consideration of Rs. 228,800,982/-, resulting in a net gain of Rs. 218,191,122/- over the book value of the said shares of Rs. 10,609,860/-.

Note 2:

During the year, consequent to issue of additional equity shares by Prime Lenses Private Limited (PLPL), without a change in the holding of the Company, the shareholding of the Company in PLPL has reduced to 14.26% consequent to which PLPL has ceased to be an associate company.

Note :

Due from others includes reinstated amount of Rs. Nil (net of provision of Rs. 590,124) (previous year Rs. 623,536) due from Sarl Imol (Bengherbia), Algeria; Rs. 3,887,099 (previous year Rs. 1,780,338) due from Precision Optical, U.K; Rs. 264,633 (previous year Rs. Nil) due from International Co. for Optical & Hearing Aids Ind., Jordan; Rs. 3,228,180 (previous year Rs. Nil) due from Dehlawi Optical Industry, Saudi Arabia and Rs. 287,654 (previous year Rs. 272,784) due from Pamonte SA, Ecuador against exports which are overdue for a period exceeding 12 months. The Company proposes to apply to the Reserve Bank of India (RBI), to regularize the transaction.

b) Other commitments

The Company is a 100% EOU registered under the SEEPZ Special Economic Zone. As per the amendment to Letter of Permission dated November 20, 2008, the Company was required to achieve export turnover of USD 35.82 million and Net Foreign Exchange Earning (NFE) of USD 3.26 million during the period April 1, 2008 to March 31, 2013. Although the Company achieved Net Foreign Exchange Earnings (NFE) as required, export turnover obligation remained unfulfilled to the extent of USD 8.03 million. By letter dated May 27, 2013, the EOU status of the Company has been further extended by a period of 5 years. However, the letter granting the extension does not make any mention of export turnover obligation. The Company is of the view that the condition of achieving export turnover no longer applies and the only requirement is that the Company should be NFE positive.

1) The Company operates a gratuity scheme, which is a funded scheme for qualifying employees, except in the case of directors where the scheme is unfunded. The scheme provides for lump sum payment to employees on retirement, death, while in employment or termination of employment or an amount equivalent to 15 days salary for every completed year of service or part thereof in six months, provided the employee has completed 5 years of service.

2) The Company operates a leave encashment scheme, which is a unfunded scheme. The present value of obligation under this scheme is based on an actuarial valuation using the Projected Unit Credit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

3 During the year the Company has not capitalized any borrowing costs as per Accounting Standard (AS)

4 - "Borrowing costs".

5 Disclosures as required by Accounting Standard (AS) 17 - Segment Reporting : a) Primary Segment :

The Company operates in one primary segment i.e. ophthalmic lenses, and that is the only primary reportable segment.

* Revenue within India includes deemed export sales of Rs. 61,247,181 (Previous Year Rs. 37,961,333) made to other EOU units in India Figures in brackets pertain to the previous year

The above information and that given in Note 7 - "Trade Payables" pertaining to micro and small enterprises has been determined to the extent such parties have been identified on the basis of the information available with the Company. This has been relied upon by the auditors.

6 Disclosures as required by Accounting Standard (AS) 18 - Related Party Disclosures :

(a) Relationships:

List of related parties with whom transactions were carried out during the year or previous year:

(i) Associates/ Enterprises in which directors exercise significant influence

1 Prime Lenses Pvt Ltd

2 GKB Vision Limited

3 Lensco-The Lens Company

4 GKB Opticals Limited

5 GKB Optic Technologies Pvt.Ltd.

(ii) Key Management Personnel

1 Mr. K.G Gupta - Managing Director

(iii) Relatives of key management personnel

1 Mrs. Veena Gupta

2 Mr. Gaurav Gupta

3 Mr. Vikram Gupta

4 Mr. K. M. Gupta

7 There were no Loans and Advances in the nature of loans given to subsidiaries and associates. Hence disclosure requirements of clause 32 of the Listing Agreement are not applicable.

8 Unclaimed dividend: There is no amount due to be credited to the Investors Education & Protection Fund as at 31st March, 2016.

9 Disclosures as required by Accounting Standard (AS) 20 - Earning per share :

10. As per Accounting Standard (AS) 28 "Impairment of Assets", the Company has reviewed potential generation of economic benefits from fixed assets. Accordingly, no impairment loss has been provided for the year ended March 31, 2016 (previous year - Nil) in the books.

11. The products manufactured by the company do not have a warranty period, hence provision for warranty as specified in Accounting Standard (AS) 29 on "Provisions, Contingent Liabilities and Contingent Assets" is not required to be made.

12 The Company''s international and domestic transfer pricing certification is carried out by an independent firm of Chartered Accountants. The Company has established a system of maintenance of documents and information as required by the transfer pricing legislation u/s. 92-92F of the Income Tax Act, 1961. Up to March 31, 2015, the last date for which the transfer pricing certification was carried out, there were no adjustments made to the transactions entered into with ''associated enterprises'' as defined in section 92A of the Income Tax Act, 1961. The Management believes that the international transactions and specified domestic transactions entered into with ''associated enterprises'' during the financial year are at arm''s length price and that there will be no impact on the amount of tax expense or the provision of tax on the application of the transfer pricing legislation to such transactions.

13. Previous year''s figures have been regrouped/reclassified, to correspond to current year''s classification/disclosure.


Mar 31, 2015

1. Rights, preferences and restrictions attached to shares

The company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company in proportion to their shareholding.

2. Nature of security :

The above short term borrowings from banks are secured by hypothecation of the inventories, book debts receivable and other current assets, and personal guarantees of three directors and corporate guarantee of GKB Vision Limited, an associate company.

3. Contingent Liabilities Rs. Rs.

a) Sales tax liability that may arise in respect of matters in appeal 11,170,738 11,170,738

b) Excise duty liability that may arise in respect of matters in dispute 51,747,843 3,361,887

c) Other claims against the Company not acknowledged as debts - 7,525,000

d) Guarantees given on behalf of associate companies. 363,008,000 312,108,000

e) Bills discounted 9,615,392 9,881,502

f) Letters of credit outstanding 21,619,309 7,714,789

g) Bank guarantees 5,229,403 5,229,403

4. It is not practical to estimate the timing of outflows in respect of ''a'', ''b'' and ''c'' above pending resolution of legal proceedings.

Commitments Rs. Rs.

a) Estimated amount of contracts remaining to be executed on capital account and not - - provided for (net of advances)

b) Other commitments

The Company is a 100% EOU registered under the SEEPZ Special Economic Zone. As per the amendment to Letter of Permission dated November 20, 2008, the Company was required to achieve export turnover of USD 35.82 million and Net Foreign Exchange Earning (NFE) of USD 3.26 million during the period April 1, 2008 to March 31, 2013. Although the Company achieved Net Foreign Exchange Earnings (NFE) as required, export turnover obligation remained unfullfilled to the extent of USD 8.03 million. By letter dated May 27, 2013, the EOU status of the Company has been further extended by period of 5 years. However, the letter granting the extension does not make any mention of export turnover obligation. The Company is of the view that the condition of achieving export turnover no longer applies and the only requirement is that the Company should be NFE positive.

5. Disclosures as required by Accounting Standard (AS) 15 "Employee Benefits": a) Defined Contribution Plans :

Contribution to Defined Contribution Plans, recognised as an expense and included under "Employee Benefits Expenses"

6. to the Statement of Profit and Loss are as under :

* Employer''s contribution to Provident Fund and EDLI Rs.1,434,650 (Previous year Rs.1,296,171)

* Employer''s contribution to Family Pension Scheme Rs.1,326,089 (Previous year Rs.1,103,600 )

* Employer''s contribution to Employees State Insurance Scheme Rs.1,555,731 (Previous year Rs. 1,285,686 )

* Employer''s contribution to Superannuation Fund Rs.437,495 (Previous year Rs.310,903)

* Employer''s contribution to Labour Welfare Fund Rs.58,380 (Previous year Rs.47,805)

7. eneral description of the defined benefit plans :

1) The Company operates a gratuity scheme, which is a funded scheme for qualifying employees, except in the case of directors where the scheme is unfunded. The scheme provides for lump sum payment to employees on retirement, death, while in employment or termination of employment or an amount equivalent to 15 days salary for every completed year of service or part thereof in six months, provided the employee has completed 5 years of service.

2) The Company operates a leave encashment scheme, which is a unfunded scheme. The present value of obligation under this scheme is based on an actuarial valuation using the Projected Unit Credit method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

8. During the year the Company has not capitalised any borrowing costs as per Accounting Standard (AS) 16 - "Borrowing costs".

9. Disclosures as required by Accounting Standard (AS) 17 - Segment Reporting : a) Primary Segment :

The Company operates in one primary segment i.e. ophthalmic lenses, and that is the only primary reportable segment.

10. Disclosures as required by Accounting Standard (AS) 18 - Related Party Disclosures :

(a) Relationships:

List of related parties with whom transactions were carried out during the year or previous year:

(i) Subsidiary companies

1 GKB Ophthalmics Products FZE

2 GKB Ophthalmics GmbH

(ii) Associates/ Enterprises in which directors exercise significant influence

1 Prime Lenses Pvt Ltd

2 GKB Vision Limited

3 Lensco-The Lens Company

4 GKB Opticals Limited

5 GKB Optic Technologies Pvt.Ltd.

(iii) Key Management Personnel

1 Mr. K.G Gupta - Chairman and Managing Director

(iv) Relatives of key management personnel

1 Mrs. Veena Gupta

2 Mr. Gaurav Gupta

3 Mr. Vikram Gupta

4 Mr. K. M. Gupta

11. There were no Loans and Advances in the nature of loans given to subsidiaries and associates. Hence disclosure requirements of clause 32 of the Listing Agreement are not applicable.

12. Unclaimed dividend: There is no amount due to be credited to the Investors Education & Protection Fund as at 31st March, 2015.

13. As per Accounting Standard (AS) 28 "Impairment of Assets", the Company has reviewed potential generation of economic benefits from fixed assets. Accordingly, no impairment loss has been provided for the year ended March 31, 2015 (previous year - Nil) in the books.

14. The products manufactured by the company do not have a warranty period, hence provision for warranty as specified in Accounting Standard (AS) 29 on "Provisions, Contingent Liabilities and Contingent Assets" is not required to be made.

15. The Company''s international and domestic transfer pricing certification is carried out by an independent firm of Chartered Accountants. The Company has established a system of maintenance of documents and information as required by the transfer pricing legislation u/s. 92-92F of the Income Tax Act, 1961. Up to March 31, 2014, the last date for which the transfer pricing certification was carried out, there were no adjustments made to the transactions entered into with ''associated enterprises'' as defined in section 92A of the Income Tax Act, 1961. The Management believes that the international transactions and specified domestic transactions entered into with ''associated enterprises'' during the financial year are at arm''s length price and that there will be no impact on the amount of tax expense or the provision of tax on the application of the transfer pricing legislation to such transactions.

16. No Provision for current tax expense has been made in the current year due to tax losses incurred by the Company.

17. Previous year''s figures have been regrouped/reclassified, to correspond to current year''s classification/disclosure.


Mar 31, 2014

1 Contingent Liabilities and Commitments : 31.03.2014 31.03.2013

Contingent Liabilities Rs. Rs.

a) Sales tax liability that may arise 11,170,738 11,170,738 in respect of matters in appeal

b) Excise duty liability that may arise 3,361,887 3,361,887 in respect of matters in appeal

c) Other claims against the Company not 7,525,000 7,525,000 acknowledged as debts

d) Guarantees given on behalf of associate 312,108,000 306,108,000 companies.

e) Bills discounted 9,881,502 14,898,384

f) Letters of credit outstanding 7,714,789 15,710,536

g) Bank guarantees 5,229,403 5,379,403

Note :

It is not practical to estimate the timing of outflows in respect of ''a'', ''b'' and ''c'' above pending resolution of legal proceedings.

Commitments Rs. Rs.

a) Estimated amount of contracts remaining to be executed on capital account and not - - provided for (net of advances)

b) Other commitments

The Company is a 100% EOU registered under the SEEPZ Special Economic Zone. As per the amendment to Letter of Permission dated November 20, 2008, the Company was required to achieve export turnover of USD 35.82 million and Net Foreign Exchange Earning (NFE) of USD 3.26 million during the period April 1, 2008 to March 31,2013. Although the Company achieved Net Foreign Exchange Earnings (NFE) as required, it did not meet the export turnover obligation.

By letter dated May 27, 2013, the period for achievement of export targets has been extended upto March 31,2018. As at March 31, 2014, the export turnover ob ligatio n re maining to be achieved is USD 8.03 mil -lion .

2 Trade receivable, loans and advances and trade payable balances are subject to confirmation, reconciliation and consequent adjustments, i f any.

3 Disclosures as required by Accounting Standard (AS) 15 "Employee Benefits": a) Defined Contribution Plans :

Contribution to Defined Contribution Plans, recognised as an expense and included under "Employee Benefits Expenses"

Note 4 to the Statement of Profit and Loss are as under :

- Employer''s contribution to Provident Fund and EDLI Rs.1,296,171 (Previous year Rs.1,278,195)

- Employer''s contribution to Family Pension Scheme Rs.1,103,600 (Previous year Rs.1,056,240 )

- Employer''s contribution to Employees State Insurance Scheme Rs.1,285,686 (Previous year Rs.1,178,245 )

- Employer''s contribution to Superannuation Fund Rs.310,903 (Previous year Rs.322,225)

- Employer''s contribution to Labour Welfare Fund Rs.47,805 (Previous year Rs.43,010)

5 During the year the Company has not capitalised any borrowing costs as per Accounting Standard (AS) 16 - "Borrowing costs".

6 Disclosures as required by Accounting Standard (AS) 17 - Segment Reporting : a) Primary Segment :

The Company operates in one primary segment i.e. ophthalmic lenses, and that is the only primary reportable segment.

7 Disclosures as required by Accounting Standard (AS) 18 - Related Party Disclosures :

(a) Relationships:

List of related parties with whom transactions were carried out during the year or previous year:

(i) Subsidiary companies

1 GKB Ophthalmics Products FZE

2 GKB Ophthalmics GmbH

(ii) Associates/ Enterprises in which directors exercise significant influence

1 Prime Lenses Pvt Ltd

2 GKB Vision Limited

3 Lensco-The Lens Company

4 GKB Opticals Limited

5 GKB Optic Technologies Pvt.Ltd.

6 GKB Rx Lens Pvt Ltd

7 Indo Prime Visual Technologies Pvt Ltd

(iii) Key Management Personnel

1 Mr. K.G Gupta - Chairman and Managing Director

(iv) Relatives of key management personnel

1 Mrs. Veena Gupta

2 Mr. Gaurav Gupta

3 Mr. Vikram Gupta

4 Mr. K. M. Gupta

8 There were no Loans and Advances in the nature of loans given to subsidiaries and associates. Hence disclosure requirements of clause 32 of the Listing Agreement are not applicable.

9 Unclaimed dividend: There is no amount due to be credited to the Investors Education & Protection Fund as at 31st March, 2014

10 As per Accounting Standard (AS) 28 "Impairment of Assets", the Company has reviewed potential generation of economic benefits from fixed assets. Accordingly, no impairment loss has been provided for the year ended March 31, 2014 (previous year - Nil) in the books.

11 During the previous year, the Company terminated the Joint Venture agreement and applied to the Ministry of Corporate Affairs (MCA) under the Easy Exit Scheme for the de-registration and dissolution of the Joint Venture entity, M/s Indo Prime Visual Technologies Private Limited. Accordingly, the value of investment in the Joint Venture entity was written off during the previous year after considering the realisation proceeds of Rs. 185,656/-.

12 The products manufactured by the company do not have a warranty period, hence provision for warranty as specified in Accounting Standard (AS) 29 on "Provisions, Contingent Liabilities and Contingent Assets" is not required to be made.

13 The Company''s international and domestic transfer pricing certification is carried out by an independent firm of Chartered Accountants. The Company has established a system of maintenance of documents and information as required by the transfer pricing legislation u/s. 92-92F of the Income Tax Act, 1961. Up to March 31, 2013, the last date for which the transfer pricing certification was carried out, there were no adjustments made to the transactions entered into with ''associated enterprises'' as defined in section 92A of the Income Tax Act, 1961. The Management believes that the international transactions and specified domestic transactions entered into with ''associated enterprises'' during the financial year are at arm''s length price and that there will be no impact on the amount of tax expense or the provision of tax on the application of the transfer pricing legislation to such transactions.

14 Previous year''s figures have been regrouped/reclassified, to correspond to current year''s classification/disclosure.


Mar 31, 2013

31.03.2013 31.03.2012

1 Contingent Liabilities and Commitments : Contingent Liabilities Rs. Rs.

a) Sales tax liability that may arise in respect of matters in appeal 11,170,738 11,170,738

b) Excise duty liability that may arise in respect of matters in appeal 3,361,887 3,361,887

c) Other claims against the Company not acknowledged as debts 7,525,000 7,140,000

d) Guarantees given on behalf of associate companies. 306,108,000 306,108,000

e) Bills discounted 14,898,384 22,500,515

f) Letters of credit outstanding 15,710,536 19,841,978

g) Bank guarantees 5,379,403 5,252,568

2 Trade receivable, loans and advances and trade payable balances are subject to confirmation, reconciliation and consequent adjustments, if any.

3 Disclosures as required by Accounting Standard (AS) 15 "Employee Benefits":

a) Defined Contribution Plans :

Contribution to Defined Contribution Plans, recognised as an expense and included under "Employee Benefit Expenses" Note 21 to the Statement of Profit and Loss are as under :

- Employer''s contribution to Provident Fund and EDLI Rs.1,278,195 (Previous year Rs. 1,139,840)

- Employer''s contribution to Family Pension Scheme Rs. 1,056,240 (Previous year Rs. 1,025,332)

- Employer''s contribution to Employees State Insurance Scheme Rs. 1,178,245 (Previous year Rs. 1,151,033)

- Employer''s contribution to Superannuation Fund Rs. 322,225 (Previous year Rs. 318,344)

b) Defined Benefit Plans :

The Company''s gratuity and leave encashment plans are defined benefit plans :

4 During the year the Company has not capitalised any borrowing costs as per Accounting Standard (AS) 16 - "Borrowing costs".

5 Disclosures as required by Accounting Standard (AS) 17 - Segment Reporting :

a) Primary Segment :

The Company operates in one primary segment i.e. ophthalmic lenses, and that is the only primary reportable segment.

b) Secondary Segment (Geographical Segment) :

6 Disclosures as required by Accounting Standard (AS) 18 - Related Party Disclosures :

(a) Relationships:

List of related parties with whom transactions were carried out during the year or previous year:

(i) Subsidiary companies

1 GKB Ophthalmics Products FZE

2 GKB Ophthalmics GmbH

(ii) Associates/Joint venture/Enterprises in which directors exercise significant influence

1 Prime Lenses Pvt Ltd

2 GKB Vision Limited

3 GKB Rx Lens Pvt Ltd

4 Indo Prime Visual Technologies Pvt Ltd

5 Lensco-The Lens Company

6 GKB Opticals Limited

(iii) Key Management Personnel

1 Mr. K.G Gupta - Chairman and Managing Director

(iv) Relatives of key management personnel

1 Mrs. Veena Gupta

2 Mr. Gaurav Gupta

3 Mr. Vikram Gupta

4 Mr. K. M. Gupta

7 There were no Loans and Advances in the nature of loans given to subsidiaries and associates. Hence disclosure requirements of clause 32 of the Listing Agreement are not applicable.

8 Unclaimed dividend: There is no amount due to be credited to the Investors Education & Protection Fund as at 31st March, 2013

9 As per Accounting Standard (AS) 28 "Impairment of Assets", the Company has reviewed potential generation of economic benefits from fixed assets. Accordingly, no impairment loss has been provided for the year ended March 31, 2013 (previous year - Nil) in the books.

10 Disclosure as required by Accounting Standard (AS) 27 - " Financial Reporting of Interests in Joint Ventures"

a) Details of Investment in Joint Venture *

Name of the Joint Venture Entity : Indo Prime Visual Technologies Private Limited Description of Interest : Incorporated Joint Venture

(Sale of Indo equipment in India) Proportion of Interest : 48.50% Country of incorporation : India

* During the year, the Company terminated the joint venture agreement and an application has been made to the Ministry of Corporate Affairs (MCA) under the Easy Exit Scheme for the de-registration and dissolution of the Joint Venture entity. Accordingly, the value of investment in the Joint Venture entity has been written off during the year after considering the realisation proceeds of Rs. 185,656/-.

11 The products manufactured by the company do not have a warranty period, hence provision for warranty as specified in Accounting Standard (AS) 29 on "Provisions, Contingent Liabilities and Contingent Assets" is not required to be made.

12 The Company''s international and domestic transfer pricing certification is carried out by an independent firm of Chartered Accountants. The Company has established a system of maintenance of documents and information as required by the transfer pricing legislation u/s. 92-92F of the Income Tax Act, 1961. Up to March 31, 2012, the last date for which the transfer pricing certification was carried out, there were no adjustments made to the transactions entered into with ''associated enterprises'' as defined in section 92A of the Income Tax Act, 1961. The Management believes that the international transactions and specified domestic transactions entered into with ''associated enterprises'' during the financial year are at arm''s length price and that there will be no impact on the amount of tax expense or the provision of tax on the application of the transfer pricing legislation to such transactions.

13 Previous year''s figures have been regrouped/reclassified, to correspond to current year''s classification/disclosure.


Mar 31, 2012

Rights, preferences and restrictions attached to shares

The company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company in proportion to their shareholding.

Nature of security :

The above short term borrowings from banks are secured by hypothecation of the inventories, book debts receivable and other current assets and personal guarantees of three directors and corporate guarantee of GKB Vision Limited, an associate company.

* Purchases include prior period items of Rs. Nil (previous year reversal of Rs. 1,737,159)

* Interest expenses on borrowings include prior period items of Rs. Nil (previous year Rs. 2,524)

** Interest expenses on account of Income Tax includes interest related to earlier years Rs. 6,229,000 (previous year Rs. 3,219,096)

Note:

* Rates and taxes include prior period items of Rs. Nil (previous year Rs. 70,897)

# Freight and forwarding expenses include prior period items of Rs. Nil (previous year Rs. 15,776)

1 Contingent Liabilities and Commitments :

31.03.2012 31.03.2011

Contingent Liabilities Rs. Rs.

a) Sales tax liability that may arise in respect of matters in appeal 11,170,738 -

b) Excise duty liability that may arise in respect of matters in appeal 3,361,887 3,361,887

c) Guarantees given on behalf of associate companies 306,108,000 52,198,000

d) Bills discounted 22,500,515 -

e) Letters of credit outstanding 19,841,978 76,415,440

f) Bank guarantees 5,252,568 5,102,568

Note :

ii) It is not practical to estimate the timing of outflows in respect of ''a'' and ''b'' above pending resolution of legal proceedings.

2 Trade receivable, loans and advances and trade payable balances are subject to confirmation, reconciliation and consequent adjustments, if any.

3 Disclosures as required by Accounting Standard (AS) 15 "Employee Benefts":

a) Defned Contribution Plan:

Contribution to Defined Contribution Plan, recognised as an expense and included under "Employee Benefits

Expenses"

Note 21 to the Statement of Profit and Loss are as under :

- Employer''s contribution to Provident Fund and EDLI Rs.1,139,840 (Previous year Rs. 1,077,766)

- Employer''s contribution to Family Pension Scheme Rs. 1,025,332 (Previous year Rs. 991,589)

- Employer''s contribution to Employees State Insurance Scheme Rs. 1,151,033 (Previous year Rs. 1,141,526)

- Employer''s contribution to Superannuation Fund Rs. 318,344 (Previous year Rs. 475,671)

General description of the defned beneft plan ;

1) The Company operates a gratuity scheme, which is a funded scheme for qualifying employees, except in the case of directors where the scheme is unfunded. The scheme provides for lump sum payment to employees on retirement, death, while in employment or termination of employment or an amount equivalent to 15 days salary for every completed year of service or part thereof in six months, provided the employee has completed 5 years of service.

2) The Company operates a leave encashment scheme, which is a unfunded scheme. The present value of obligation under this scheme is based on an actuarial valuation using the Projected Unit Credit method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

4 During the year the Company has not capitalised any borrowing costs as per Accounting Standard (AS) 16 - "Borrowing costs".

5 Disclosures as required by Accounting Standard (AS) 17 - Segment Reporting :

a) Primary Segment :

The Company operates in one primary segment i.e. ophthalmic lenses, and that is the only primary reportable segment.

* Revenue within India includes deemed export sales of Rs. 36,423,476 (Previous Year Rs. 34,285,394) made to other EOU units in India.

Figures in brackets pertain to the previous year.

6 Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) as at 31st March, 2012, as per information available with the Company.

The above information and that given in Note 7 - "Trade Payables" pertaining to micro and small enterprises has been determined to the extent such parties have been identified on the basis of the information available with the Company. This has been relied upon by the auditors.

7 Disclosures as required by Accounting Standard (AS) 18 - Related Party Disclosures:

(a) Relationships:

List of related parties with whom transactions were carried out during the year:

(i) Subsidiary companies

1 GKB Ophthalmics Products FZE

2 GKB Ophthalmics GmbH

(ii) Associates/Joint venture

1 Prime Lenses Pvt. Ltd.

2 GKB Vision Limited

3 GKB Rx Lens Pvt. Ltd.

4 Indo Prime Visual Technologies Pvt. Ltd.

5 Lensco-The Lens Company

6 GKB Opticals Limited

(iii) Key Management Personnel

1 Mr. K.G. Gupta - Chairman and Managing Director

(iv) Relatives of key management personnel

1 Mrs. Veena Gupta

2 Mr. Gaurav Gupta

3 Mr. Vikram Gupta

4 Mr. K. M. Gupta

Note: Amounts paid/received includes amounts charged/credited to the statement of profit and loss.

8 There were no Loans and Advances in the nature of loans given to subsidiaries and associates. Hence disclosure requirements of Clause 32 of the Listing Agreement is not applicable.

9 Unclaimed dividend: There is no amount due to be credited to the Investors Education & Protection Fund as at 31st March, 2012.

10 As per Accounting Standard (AS) 28 "Impairment of Assets", the Company has reviewed potential generation of economic benefits from fixed assets. Accordingly, no impairment loss has been provided for the year ended March 31, 2012 (previous year - Nil) in the books.

11 The products manufactured by the company do not have a warranty period, hence provision for warranty as specified in Accounting Standard (AS) 29 on "Provisions, Contingent Liabilities and Contingent Assets" is not required to be made.

12 The Company''s transfer pricing certification is carried out by an independent firm of Chartered Accountants. The Company has established a system of maintenance of documents and information as required by the transfer pricing legislation u/s. 92-92F of the Income Tax Act, 1961. Up to March 31, 2011, the last date for which the transfer pricing certification was carried out, there were no adjustments made to the transactions entered with ''associated enterprises'' as defined in Section 92A of the Income Tax Act, 1961. The Management believes that the international transactions entered into with ''associated enterprises'' during the financial year are at arm''s length price and that there will be no impact on the amount of tax expense or the provision of tax on the application of the transfer pricing legislation to such transactions.

13 Consequent to the notification of Revised Schedule VI under the Companies Act, 1956, the Company has prepared the financial statements for the year ended 31st March, 2012 as per the requirements of the Revised Schedule VI issued by the Ministry of Corporate Affairs. Accordingly, the figures for the previous year have been regrouped / reclassified to conform to the current year''s classification. Further, the adoption of the Revised Schedule VI for the previous year''s figures does not impact recognition and measurement principles followed for preparation of the financial statements.


Mar 31, 2011

1. Contingent liabilities not provided for:

As at As at

31.03.2011 31.3.2010

(a) Letter of credit outstanding 76,415,440 42,414,159

(b) Bank Guarantees 5,102,568 5,102,568

(c) Corporate Guarantees 52,198,000 52,198,000

(d) Bills discounted 16,348,310 17,846,589

(e) Disputed Demand in respect of: - Central Excise 3,361,887 3,361,887

* Not Applicable due to the abolition of Industrial Licenses as per notification issued under the Industries Development and Regulation Act, 1951.

** Installed Capacity is as certified by the Managing Director and relied upon by the auditors, being a technical matter.

B) Particulars in Respect of Goods Traded (Ophthalmic Lenses)

C) Raw Materials Consumed

D) Value of Raw Materials Consumed

E) Value of Stores, Spares and Consumable Tools Consumed

F) Value of imports calculated on CIF Basis

2. Micro, Small and Medium Enterprises Development Act, 2006

Disclosure pertaining to Micro, Small and Medium Enterprises(as per information available with the company)

3. a) The Company holds an investment of Euros 25,624.92 i.e. Rs. 10,81,488/- (Previous year Rs.10,81,488/-) in GmbH, which had informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary - Holding Company" relationship between the two Companies as per the German Law. The latest financial statement received from the GmbH is for the year ended 31.12.2010 and GmbH has incurred a loss in Euro 620,97 compared to the Loss of Euros 902,37 in the previous year ended on 31.12.2009. The financial statement of the company and GKB Ophthalmics GmbH, a company incorporated in Germany has therefore not been consolidated due to absence of subsidiary holding relationship.

b) The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No share Certificate has however been issued to the company, since as per the German Law no such certificate is required to be issued to the shareholder.

4. The Company had during the earlier year invested a sum of DHS 150,000/- ( Rs.1,830,150/-) in GKB Ophthalmic Products FZE in Saif Zone, Sharjah, U.A.E. The GKB Ophthalmic Products FZE ("the FZE") was incorporated on 29.02.2004 in the Sharjah Airport International Free Zone, Sharjah as a Free Zone Establishment with limited Liability.

The FZE has informed the Company that although it holds the entire capital of the FZE there is no "Subsidiary - Holding Company" relationship between the two Companies as per the U.A.E Law. The enterprise is licensed to import, export and Distribution of Optical Products. The latest financial statement received from the FZE is for the year ended 31.12.2010 and the FZE has earned a profit of DHS 822,682 as compared to the profits of DHS 786,847/- previous period ended 31.12.2009. The financial statement of the Company and GKB Ophthalmics Products FZE, an establishment incorporated in U.A.E have therefore not been consolidated due to absence of subsidiary holding relationship.

The FZE has also intimated to the Company that it holds in the Establishment only one share of DHS. 150,000/- for the entire investment.

5. During the year the company sold 5,32,592 Equity shares held by it in Prime Lenses Pvt. Ltd. to GKB Vision Ltd. a company in which the 3 directors of the company are directors for a Book Value of Rs. 2,87,60,000/-.

6. Non Accounting of Dividend:

GKB Ophthalmic Products FZE, whose entire share capital is held by the company had declared dividend of Rs.44,23,000 for the year ending 31.12. 2010 after the close of the accounting year of the company. As per the requirement of the schedule VI, the said dividend should have been recognised as income since the same is in respect of the period which was closed before the date of the Balance Sheet of the company. However the company has not recognised the said dividend as income in the accounts for the year, as the GKB Ophthalmic Products FZE has not been considered as subsidiary of the company in view of the explanation given in note no. 5.

7. Advances recoverable in cash or in kind or for value to be received include:

8. Particulars in respect of Loans and Advances in the nature of loans as required by the listing agreement.

NOTE : There were no Loans and Advances where interest is not charged or charged below bank rate.

9. After the end of the year, the Company has sent Balance Confirmation letters to the parties showing debit/credit outstanding balances as on 31st March, 2011. Very few parties have confirmed their balances. Necessary adjustments, if any shall be made in the accounts on the settlements of the outstanding balances of the remaining parties.

10. Unclaimed Dividend: There is no amount due to be credited to Investors Education & Protection Fund.

The Company has been advised that the computation of net profit for the purpose of Directors remuneration under Section 349 of Companies Act, 1956 need not be enumerated since no commission by way of percentage of profits is payable for the year to any of the directors of the Company.

In accordance with Accounting Policy No. I-k, the Company assessed at the end of the year, whether there is any indication that any asset may be impaired. During this assessment, the Company found that no Asset has been impaired, hence no impairment loss is recognised in the accounts of the year.

11. Disclosure of related parties/related party transactions :

The Company has identified all related parties and details of transactions are given below. No provision for doubtful debts or advances is made. Also no amounts have been written off or written back during the year in respect of debts due from related parties.

NOTE : Related party relationship is as identified by the Company and relied upon by the Auditors.

12. Segment Information:

i) Primary Segments: Business Segment

The Company is primarily engaged in a single segment business of a manufacture and sale of Ophthalmics lenses and that is the only primary reportable segment. The Company''s operations are solely situated in India.

ii) Secondary Segments: Geographical Segment

Both the units of the Company are 100% Export Oriented Units. The secondary segmental reporting is based on the geographical location of customers. The geographical segments have been disclosed based on revenues within India (sales to customers in India) and revenues outside India (sales to customers located outside India).

The Company has common Assets for producing goods for Domestic market and Overseas market. Hence separate figures for assets / additions to Fixed Assets cannot be furnished.

* Includes deemed export Sales of Rs.3,42,85,394/- (Previous Year Rs.6,97,85,647/-) made to other EOU in India.

13. Earnings per share

Basic and diluted earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares. The Company does not have any outstanding dilutive potential equity shares. Consequently the basic and diluted earnings per share remain the same.

14. Provision for taxation comprises of the following:

i) Provision for Wealth Tax Rs.1,21,400/- (Previous year Rs. 1,21,651/-).

ii) Rs.51,19,096/- being provision for Current Income Tax (Previous Year Rs.1,10,00,000/-) and Rs.15,20,100/- being provision for Income Tax in respect of earlier years (Previous Year Rs.36,58,243/-). iii) Provision for Fringe Benefit Ta x Rs.1,30,032/- in respect of earlier years (Previous Year Rs.1,46,893/-). iv) Provision for Deferred tax Rs.8,84,724/- (Previous Year Rs.-16,37,694/-).

15. Payment of Cess

The Company has not made any provision for the Cess under provision of Section 441A of the Company''s Act, 1956 in the absence of notification regarding rate and manner of remittance.

16. Excise duty

The company which is the 100% EOU is exempted from payment of excise duty on the Export Sales, however the company was liable to pay custom duty which was in the nature of excise duty till 28th Feb. 2011, after this date the company is liable to pay both the excise duty as well as the custom duty which is in the nature of excise duty. During the year, the company has made domestic sales of Rs.6,10,58,798/- (excluding duty) (Previous Year Rs.4,50,47,521/-) on which the following duties of above nature are paid to Excise Department.

17. The products manufactured by the company do not have warranty period, hence provision for warranty as specified in AS-29 on provision, contingent liabilities & contingent assets is not required to be made.

18. Previous years figures have been regrouped and / or rearranged wherever considered necessary to make their classification comparable with that of the current year.

19. Additional information as required under Part IV of Schedule VI to the Companies Act, 1956 Balance Sheet Abstract and Company''s General Business Profile:

Notes: 1) Cash and cash equivalents includes "Cash and Bank Balances" as disclosed under Schedule F of the annual accounts.

2) The aforesaid statement has been prepared under the indirect method, as set out in "Accounting Standard 3 - Cash Flow Statement" issued by the Institute of Chartered Accountants of India.

3) Previous years figures are regrouped/ Reclassified wherever necessary.


Mar 31, 2010

1. The Company in its accounts of the earlier year had disclosed under the head " Investments" 28,76,000 shares of Rsl 0/- each in Prime Ophthalmic Products Pvt. Ltd. Subsequent to the closure of the accounts of the earlier year the Bombay High court has approved the merger of Prime Ophthalmic Products Pvt. Ltd in another company namely Prime Lenses Pvt. Ltd with effect from 01.07.2009. As a consequence of this merger the Company is entitled to receive 5,32,592 shares of Rs 1 0/- each in Prime Lenses Pvt. Ltd. as against 28,76,000 shares of Rs. 1 0/- each held earlier in Prime Ophthalmic Products Pvt. Ltd. Considering the aforesaid change in the share holding, the Company has disclosed in the accounts of current year 5,32,592 shares of Rs. 1 0/-each in Prime Lenses Pvt. Ltd. and Nil Shares in Prime Ophthalmic Products Pvt. Ltd.

2 a) The Company had during the earlier years invested a sum of Euros 127,822.92 (Rs. 53,99,488/-) in GKB Ophthalmics GmbH, in Germany. During the financial year 2004-05, GmbH had refunded Euros 60,000/- at cost in partial disinvestment of capital reserves i.e. export of lenses converted into equity. During the financial year 2006-07, GmbH has further refunded 24,258/- Euros at cost in partial disinvestment of Capital reserve. As on the year end, the Company holds a n investment of Euros 25,624.92 (Rs. 10,81,488/-) in GmbH.

b) The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary - Holding Company" relationshipbetweenthetwoCompaniesaspertheGermanLaw.Thelatestfinancial statement received from the GmbH is for the year ended 31.12.2009 and GmbH has incurred a loss in Euro 902,37 compared to the Loss of Euros 691,20 in the previous year endedon31.12.2008. Thefinancial statement of the company and GKB Ophthalmics GmbH, a company incorporated in Germany has therefore not been consolidated due to absence of subsidiary holding relationship.

c) The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No share Certificate has however been issued to the company, since as per the German Law no such certificate is required to be issued to the shareholder.

3 The Company had during the earlier year invested a sum of DHS 150,000/-( Rs. 1,830,150/-) in GKB Ophthalmic Products FZE in SAIF Zone, Sharjah, U.A.E. The GKB Ophthalmic Products FZE ("the FZF) was incorporated on 29.02.2004 in the Sharjah Airport International Free Zone, Sharjah as a Free Zone Establishment with limited Liability.

FZE has informed the Company that although it holds the entire capital of the FZE there is no "Subsidiary - Holding Company"relationshipbetweenthetwoCompaniesaspertheU.A.ELawThe enterprise is licensed to import, export and Distribution of Optical Products. The latest financial statement received from the FZE is for the year ended 31.12.2009 and the FZE has earned a profit of DHS 7,86,847/- as compared to the profits of DHS 821,369/- previous period ended 31.12.2008. The financial statement of the Company and GKB Ophthalmics Products FZE, an establishment incorporated in U.A.E have therefore not been consolidated due to absence of subsidiary holding relationship.

c) The FZE has also intimated to the Company that it holds in the Establishment only one share of DHS. 1 50,000/- for the entire investment.

Note: There were no Loans & Advances where interest is not charged or charged below bank rate.

4 After the end of the year, the Company has sent Balance Confirmation letters to the parties showing debit/credit outstanding balances as on 31 st March, 2010. Some of the parties have confirmed their balances. Necessary adjustments, if any shall be made in the accounts on the settlements of the outstanding balances of the other remaining parties.

The Company has been advised that the computation of net profit for the purpose of Directors remuneration under section 349 of Companies Act, 1956 need not be enumerated since no commission by way of percentage of profits is payable for the year to any of the directors of the Company.

5. Payment of Cess

The Company has not made any provision for the Cess under provision of section 441A of the Companys Act, 1956 in the absence of notification regarding rate and manner of remittance.

6. Micro, Small and Medium Enterprises Development Act,2006

Disclosure pertaining to Micro, Small and Medium Enterprises (as per information available with the company) :

7. Disclosure of related parties/related party transactions :

The Company has identified all related parties and details of transactions are given below. No provision for doubtful debts or advances is made. Also no amounts have been written off or written back during the year in respect of debts dues from related parties.

i) List of Related parties :

Associate Companies/firms/parties

1. Prime Lenses Pvt. Ltd

2. GKB Vision Limited.

3. GKB Opticals Limited.

4. Gopal Krishna & Brothers.

5. GKB Rx Lens Pvt. Ltd.

6. Mega motion infotech Pvt. Ltd.

7. GKB Ophthalmics Products FZE

8. GKB Ophthalmics GmbH

9. Prime Ophthalmic Products Pvt. Ltd.

10. Indo Prime Visual Technologies Pvt. Ltd.

11. Crysta lenses Pvt. Ltd.

Key Management Personnel

1. Mr. K. G. Gupta - Chairman & Managing Director

Relatives of Key Management Personnel.

1. Mrs. Veena Gupta

2. Mr. Gaurav Gupta

3. Mrs. Shefali Chawla

4. Mr. Vipul Chawla

5. Mr. R. K. Gupta

6. Mr. B. K. Gupta

7. Mrs. Uma Gupta

8. Mr. K. M. Gupta

9. Mrs. Usha Gupta

10. Mrs. Sushma Gupta

11. Mr. N. K. Gupta

12. Dr. G. N. Agrawal

13.Vikram Gupta

NOTE : Related party relationship is as identified by the Company and relied upon by the Auditors.

8. Segment Information:

i) Primary Segments: Business Segment The Company is primarily engaged in a single segment business of a manufacture and sale of Ophthalmic lenses and that is the only primary reportable segment. The Companys operations are solely situated in India.

ii) Secondary Segments: Geographical Segment Both the units of the Company are 100% Export Oriented Units. The secondary segmental reporting is based on the geographical location of customers. The geographical segments have been disclosed based on revenues within India (sales to customers in India) and revenues outside India (sales to customers located outside India)

9. Earnings per share

Basic and diluted earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares. The Company does not have any outstanding dilutive potential equity shares. Consequently the basic and diluted earnings per share remain the same.

10. Excise duty

The company is a 100% EOU and as per prevailing laws& guidelines it is exempted from customs & excise duties & levies. The company is however required to pay custom duty which is in the nature of excise duty payable at concessional rates on domestic sales.During the year, the company has made domesic sales of Rs 4,50,47,521/- (excluding duty) on which excise duty of Rs.21,64,211/- has been paid to excise Department.

11. The product manufactured by the company do not have warranty period, hence provision for warranty as specified in AS-29 on provision, contingent liabilities and contingent assets is not required to be made.

12. Previous years figures have been regrouped and/or rearranged wherever considered necessary to make their classification comparable with that of the current year.


Mar 31, 2009

1 Contingent liabilities not provided for: As at 31.3.2009 As at 31.3.2008

(a) Letter of credit outstanding 47,198,856 34,278,739

(b) Bank Guarantees 4,371,393 31,72,500

(c) Corporate Guarantees 52,198,000 58,198,000

(d) Bills discounted 37,327,246 35,381,173

(e) Disputed Demand in respect of:

- Income Tax 3,396,154 4,414,507

- Central Excise 3,361,887 3,361,887

2 a) The Company bod during the earlier years invested a sum of Euros 127822.92 (Rs. 53,99,488/-) in GKB Ophthalmics GmbH, in Germany. During the financial year 2004-05, GmbH had refunded Euros 60,000/- at cost in partial disinvestment of capital reserves i.e. export of lenses converted into equity. During the financial year 2006-07, GmbH has further refunded 24,258/- Euros at cost in partial disinvestment of Capital reserve. As on the year end, the Company holds an investment of Euros 25,624.92 (Rs. 10,81,488/-) in GmbH.

b) The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no Subsidiary - Holding Company" relationship between the two Companies as per the German Law, The latest financial statement received from the GmbH is for the year ended 31,12.2008 and GmbH has incurred a loss in Euro 691,20compared to the Loss of Euros 526,23 in the previous year ended on 31.12.2007 The financial statement of the company and GKB Ophthalmia GmbH, a company incorporated in Germany has therefore not been consolidated due to absence of subsidiary holding relationship.

c) The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No share Certificate has however been i.ssued to the company, since as per the German Law no such certificate is required to be issued to the shareholder.

3 a) The Company had during the earlier year invested a sum of DHS 150,000/- (Rs. 1,830,150/-) in GKB Ophthalmic Products FZE in SAIF Zone, Sharjah,U.A.E.The GKB Ophthalmic Products FZE ("the FZE") in the Sharjah Airport International Free Zone, Sharjah as a Free Zone Establishment with limited Liability.

b) The FZE has informed the Company that although it holds the entire capital of the FZE there is no "Subsidiary - Holding Company relationship between the two Companies as per the U.A.E. law The enetrprise is licensed to import, export and Distribution of Optical Products. The latest financial statement received from the FZE is for the year ended 31.12.2008 and the FZE has earned a profit of DHS 2,894,222/- as compared to the profits of DHS 2,072,853/- previous period ended 31.12.2007. The financial statement of the Company and GKB Ophthalmics Products FZE, an establishment incorporated in U.A.E have therefore not been consolidated due to absence of subsidiary holding relationship.

c) The FZE has also intimated to the Company that it holds in the Establishment only one share of DHS. 150,000/- for the entire investment, 3 After the end of the year, the Company has sent Balance Confirmation letters to the parties showing debit/credit outstanding balances as on 31 st March, 2009. Some of the parties have confirmed their balances. Necessary adjustments, if any shall be made in the accounts on the settlements of the outstanding balances of the other remaining parties, Unclaimed Dividend: There is no amount due to be credited to investors Education & Protection fund

4. Payment of Cess

The Company has not made any provision for the Cess under provision of section 441A of the Companys Act, 1956 in the absence of notification regarding rate and manner of remittance.

5 Disclosure of related parties/related party transactions :

The Company has identified all related parties and details of transactions are given below. No provision for doubtful debts or advances is made. Also no amounts have been written off or written back during the year in respect of debts due from related parties.

i) List of Related parties: Associate Companies/firms/parties

1. Prime Lenses Pvt. Ltd 5. GKB Rx Lens Pvt. ltd. 9. Prime Ophthalmic Products Pvt. Ltd.

2. GKB Vision Limited. 6. Mega motion infotech Pvt. Ltd. 10. Indo Prime Visual Technologies Pvt. Ltd.

3. GKB Opticals Limited. 7. GKB Ophthalmics Products FZE 11. Crysta lenses Pvt. Ltd.

4. Gopo) Krishna & Brothers. 8. GKB Ophthalmics GmbH

Key Management Personnel

1. Mr, K. G. Gupta - Chairman & Managing Director

2. Mr. Vilcram Gupta - Wholetime Director (upto 31st March, 2008) Relatives of

1. Mrs. Veena Gupta 5. Mr. R. K. Gupta 9. Mrs. Usha Gupta

Key Management 2. Mr. Gaurav Gupta 6. Mr, B. K. Gupta 10. Mrs, Sushma Gupta

Personnel. 3. Mrs, Shefali Chawla 7. Mrs. Uma Gupta 11. Mr, N. K. Gupta

4, Mr. Vipul Chawla 8, Mr. K, M, Gupta 12, Dr. G. N, Agrawal

NOTE : Related party relationship is as identified by the Company and relied upon by the Auditors,

6. Segment Information:

i) Primary Segments: Business Segment

The Company is primarily engaged in a single segment business of a manufacture and sale of Ophthalmic lenses and that is the only primary reportable segment. The Companys operations are solely situated in India.

7 Earnings per share

Basic and diluted earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares. The Company does not have any outstanding dilutive potential equity shares. Consequently the basic and diluted earnings per share remain the same.

8 Excise duty

The company is a 100% EOU and as per prevailing laws & guidelines it is exempted from customs & excise duties & levies. The company is however required to pay custom doty which is in the nature of excise duty payable at concessional rates on domestic sales.During the year, the company has made domesic sales of Rs 7,47,00,136/- {excluding duty) on which excise duty of Rs.39,31,343/- has been paid to excise Department.

9 The product manufactured by the company do not have warranty period, hence provision for warranty as specified in AS-29 on provision, contingent liabilities and contingent assets is not required to be made.

10 Previous years figures have been regrouped and/or rearranged wherever considered necessary to mate their classification comparable with that of the current year.


Mar 31, 2008

1 Contingent liabilities not provided for: As at 31.3.2008 As at 31.3.2007

(a) Letter of credit outstanding 34,278,739 49,850,187 (b) Bank Guarantees 31,72,500 3,089,500 (c) Corporate Guarantees 58198,000 52,198,000 (d) Bills discounted 35,381,173 35,881,173 (e) Disputed Demand in respect of: - Income Tax 4,414,507 411,865 - Central Excise 3,361,887 3,361,887

2 a) The Company had during the earlier years invested a sum of Euros 127,822.92 ( Rs. 53,99,488/-) in GKB Ophthalmics GmbH, in Germany. During the financial year 2004-05, GmbH had refunded Euros 60,000/- at cost in partial disinvestment of capital reserves i.e. export of lenses converted into equity. During the financial year 2006-07, GmBH has further refunded 24,258 Euros at cost in partial disinvestment of Capital reserve. As on the year end, the Company holds an investment of Euros 25,624.92 (Rs. 10,81,488/-) in GmbH.

b) The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no Subsidiary - Holding Company relationship between the two Companies as per the German Law. The latest financial statement received from the GmbH is for the year ended 31.1 2.2007 and GmbH has incurred a loss in Euro 526.23 compared to the Loss of Euros 806.54 in the previous year ended on 31.1 2.2006. The financial statement of the company and GKB Ophthalmics GmbH, a company incorporated in Germany has therefore not been consolidated due to absence of subsidiary holding relationship.

c) The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No share Certificate has however been issued to the company, since as per the German Law no such certificate is required to be issued to the shareholder.

3 a) The Company had during the earlier year invested a sum of DHS 150,000/- (Rs. l,830,150/-) in GKB Ophthalmic Products FZE in Saif Zone, Sharjah, U.A.E. The GKB Ophthalmic Products FZE ("the FZE") was incorporated on 29.02.2004 in the Sharjah Airport International Free Zone, Sharjah as a Free Zone Establishment with limited Liability.

b) The FZE has informed the Company that although it holds the entire capital of the FZE there is no Subsidiary - Holding Company relationship between the two Companies as per the U.A.E Law. The enterprise is licensed to import, export and Distribution of Optical Products. The latest financial statement received from the FZE is for the year ended 31.12.2007 and the FZE has earned a profit of DHS 2,072,853 /- as compared to the profits of DHS 1,059,744/- previous period ended 31.12.2006. The financial statement of the company and GKB Ophthalmics Products FZE, an establishment incorporated in U.A.E have therefore not been consolidated due to absence of subsidiary holding relationship.

c) The FZE has also intimated to the Company that it holds in the Establishment only one share of DHS. 150,000/- for the entire investment.

4 After the end of the year, the Company has sent Balance Confirmation letters to the parties showing debit/credit outstanding balances as on 31st March, 2008. Some of the parties have confirmed their balances. Necessary adjustments, if any shall be made in the accounts on the settlements of the outstanding balances of the other remaining parties.

5 Unclaimed Dividend: There is no amount due to be credited to Investors Education & Protection fund

6. Payment of Cess

The Company has not made any provision for the Cess under provision of section 441A of the Companys Act, 1956 in the absence of notification regarding rate and manner of remittance.

7. In the absence of any intimation received from Venders regarding the status of their registration under micro , small and medium Enterprise Development Act 2006, The company is unable to comply with the disclosures required to be made under the said Act.

8 Disclosure in respect of Impairment of Assets pursuant to Accounting Standard - 28:

As per exercise carried out by the company as on 31.03.2008 there were no indication of impairment of any assets hence, in the opinion of the management no provision for impairment loss as per AS 28 on "Impairment of Assets" is required to be made.

9 Excise duty

The company is a 100% EOU and as per prevailing laws & guidelines it is exempted from customs & excise duties & levies. The company is however required to pay custom duty which is in the nature of excise duty payable at concessional rates on domestic sales. During the year, the company has made domestic sales of Rs 2,10,75,128/- (excluding duty) on which excise duty of Rs.5,39,210/- has been paid to excise Department.

10 The product manufactured by the company do not have warranty period, hence provision for warranty as specified in AS-29 on provision, contingent liabilities and contingent assets is not required to be made.

11 Previous years figures have been regrouped and/or rearranged wherever considered necessary to make their classification comparable with that of the current year.


Mar 31, 2007

1 Contingent liabilities not provided for:

As at 31.3.2007 As at 31.3.2006

(a) Letter of credit outstanding 49,850,187 24,430,720 (b) Bank Guarantees 3,089,500 3,089,000 (c) Corporate Guarantees 52,198,000 52,850,000 (d) Bills discounted 43,857,862 41,404,068 (e) Disputed Demand in respect of: - Income Tax 411,865 448,691 - Central Excise 3,361,887 1,717,200

2 a) The Company had during the earlier years invested a sum of Euros 127,822.92 ( Rs. 53,99,488/-) in GKB Ophthalmics GmbH, in Germany. During the financial year 2004-05, GmbH had refunded Euros 60,000/- at cost in partial disinvestment of capital reserves i.e. export of lenses converted into equity. During the financial year 2006-07, GHBH has further refunded 24,258 Euros at cost in partial disinvestment of Capital reserve. As on the year end, the Company holds an investment of Euros 25,624.92 (Rs. 10,81,490/-) in GmbH.

b) The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary - Holding Company" relationship between the two Companies as per the German Law. The latest financial statement received from the GmbH is for the year ended 31.12.2006 and GmbH has earned a loss in Euro 806.54 compared to the Profit of Euros 1 951 8.37 in the previous year ended on 31.12.2005. The financial statement of the company and GKB Ophthalmics GmbH, a company incorporated in Germany has therefore not been consolidated due to absence of subsidiary holding relationship.

c) The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No share Certificate has however been issued to the company, since as per the German Law on such certificate is required to be issued to the shareholder.

3 a) The Company had during the earlier year invested a sum of DHS 150,000/- (Rs. l,830,150/-) in GKB Ophthalmic Products FZE in Saif Zone, Sharjah, U.A.E. The GKB Ophthalmic Products FZE ("the FZE") was incorporated on 29.02.2004 in the Sharjah Airport International Free Zone, Sharjah as a Free Zone Establishment with limited Liability.

b) The FZE has informed the Company that although it holds the entire capital of the FZE there is no "Subsidiary - Holding Company" relationship between the two Companies as per the U.A.E Law The enterprise is licensed to import, export and Distribution of Optical Products. The latest financial statement received from the FZE is for the year ended 31.12.2006 and the FZE has earned a profit of DHS 10,59,744 /- as compared to the profits of DHS 5,40,449/- previous period ended 31.12.2005. The financial statement of the company and GKB Ophthalmics Products FZE, an establishment incorporated in U.A.E have therefore not been consolidated due to absence of subsidiary holding relationship.

c) The FZE has also intimated to the Company that it holds in the Establishment only one share of DHS. 1 50,000/- for the entire investment.

4 After the end of the year, the Company has sent Balance Confirmation letters to the parties showing debit/credit outstanding balances as on 31st March, 2007. Some of the parties have confirmed their balances. Necessary adjustments, if any shall be made in the accounts on the settlements of the outstanding balances of the other remaining parties.

5 Sundry Creditors shown under Current Liabilities (Schedule G) include Rs.50,583/- due to Shreeniwas Signange Spectrum Rs 3287/- & Gorson Enterprise Rs 47,296/- a SSI unit. But this amount is not due for more than 30 days on the Balance Sheet date. The above information regarding the SSI undertakings has been determined to the extentsuch parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

6. Unclaimed Dividend: There is no amount due to be credited to Investors Education & Protection fund

7. Payment of Cess

The Company has not made any provision for the Cess under provision of section 441A of the Companys Act, 1 956 in the absence of notification regarding rate and manner of remittance.

8 In the absence of any intimation received from Venders regarding the status of their registration under micro , small and medium Enterprise Development Act 2006,The company is unable to comply with the disclosures required to be made under the said Act.

9 Segment Information:

i) Primary Segments: Business Segment

The Company is primarily engaged in a single segment business of a manufacture and sale of Ophthalmias lenses and that is the only primary reportable segment. The Companys operations are solely situated in India.

ii) Secondary Segments: Geographical Segment

Both the units of the Company are 1 00% Export Oriented Units. The secondary segmental reporting is based on the geographical location of customers. The geographical segments have been disclosed based on revenues within India ( sales to customers in India) and revenues outside India (sales to customers located outside India )

10 Leases:

The Company had prior to 31.03.2001 taken under financial lease, plant & machinery having an aggregate cost of Rs.21,18,542/-.The Company has paid lease rentals of Rs. NIL (31.03.2006 Rs.3,64,446/-) and the future obligation of lease rentals amounts to Rs. Nil. (31.3.2006 : Rs. NIL ) The Company has not acquired any asset on lease after 31.03.2001

11 Disclosure in respect of Impairment of Assets pursuant to Accounting Standard - 28:

As per exercise carried out by the company as on 31.03.2007 there were no indication of impairment of any assets hence, in the opinion of the management no provision for impairment loss as per AS 28 on "Impairment of Assets" is required to be made.

12 Excise duty

The company is a 100% EOU and as per prevailing laws & guidelines it is exempted from customs & excise duties & levies. The company is however required to pay custom duty which is in the nature of excise duty payable at concessional rates on domestic sales. During the year, the company has made domesic sales of Rs 98,74,707/- (excluding duty) on which excise duty of Rs.3,1 5,502/- has been paid to excise Department.

13 The Company until last year followed the policy of making provision for leave encashment benefit on retirment on estimated basis. However the provision made for the above benefits during the current year is based on the total laibiIity as determined by independent acturial valuer as at the yea rend. Had the policy adopted in the earlier year continued during the year, the profit for the year would have been higher by Rs.3,09,604/-

14 The Products Manufactured by the company do not have warranty period, hence provision for warranty as specified in AS-29 on provision, contingent liabilities & contingent assets is not required to be made.

15 Previous years figures have been regrouped and 7 or rearranged wherever considered necessary to make their classification comparable with that of the current year.


Mar 31, 2005

1. Contingent liabilities not provided for:

a) Letter of credit issued by the Companys Bankers on behalf of the Company outstanding as on 31.03.2005: Rs 4,40,87,653/- (Previous year: Rs. 4,56,87,397/-)

b) Bank Guarantees issued by the Bank on behalf of the Company : Rs. 30,89,500/- (Previous year : Rs. 50,09,500/-)

c) Corporate Guarantees issued by the Company to associate companies Rs. 6,50,00,000/- (Previous Year Rs. Nil).

d) Bills discounted with the Companys Bankers: Rs. 5,13,51,923/- (Previous year: Rs 2,62,48,115/-)

e) Disputed demand in respect of Income Tax : Rs. 36,826/- (Previous year: Rs. 36,826/-)

3. Advances recoverable in cash or in kind or for the value to be received include:

i) Amount recoverable from a Director of the Company : NIL (Previous year: Rs.: 54000/-) Maximum amount due at anytime during the year: Rs. 54,000/- (Previous year: Rs, 54,000/-)

ii) Amount due from Prime Lenses Pvt. Ltd. (Formerly GKB Marketing Services Pvt. Ltd.), a company in which two Directors of the Company are Directors ; Rs, 23,393/- (Previous year : 11,55,623/-) Maximum amount due at anytime during the year: Rs, 11,79,016/- (Previous year: Rs. 17,22,664/-)

iii) Amount due from Prime Ophthalmics Products Pvt, Ltd.. a company under the same management ; Rs. 653,135/- (Previous year : 15,91,314/-) Maximum amount due at any time during the year: Rs.4,934,327/- (Previous year: Rs. 52,52,280/-)

iv) Amount due from GKB Ophthalmics Products FZE an establishment under the same management Rs. 998,884/- (Previous year ; 884781/-) Maximum amount due at any time during the year Rs. 998,884/- (Previous year : 884,781/-)

4. Sundry Debtors includes :

i) Amount due from Prime Lenses Pvt. Ltd. (Formerly GKB Marketing Services Pvt. Ltd.),, a Company in which two Directors of the Company are Directors : Rs. 25,137/- (Previous year: Rs. 25,85,721/-) Maximum amount due at any time during the year: Rs 25,85,721/- (Previous year: Rs. 25,85,721/-),

ii) Amount due from M/s. GKB Rx Lens Pvt. Ltd., in which a director of the Company is a director: Rs. NIL (Previous year: Rs.11,700/-). Maximum amount due at any time during the year : NIL (Previous year : Rs. 11,700/-)

iii) Amount due from GKB Vision Ltd., a Company in which directors of the Company are directors: Rs. NIL (Previous year: Rs. 8,20,050/-) Maximum amount due at any time during the year: Rs 8,20,050/- (Previous year: Rs. 1,35,75,871/-)

5. After the end of the year, the Company has sent Balance Confirmation letters to the parties showing debit/credit outstanding balances as on 31st March, 2005, Some of the parries have confirmed the balances. Necessary adjustments, if any shall be made in the accounts on the settlements of the outstanding balances of the other remaining parties.

6. Sundry Creditors shown under `Current Liabilities (Schedule `G ) include Rs. 58,326/- due to SSI units, Listed below are the SSI units to whom the company owes amounts outstanding for more than 30 days as at the Balance Sheet date :

1. Hindustan Micron Abbrassives

2. Enarai Computer Stationery

3. Prakash Colour Cartons

4. Esdee Paints Ltd.

The above information regarding the SSI undertakings has been determined to the extent such parties hove been identified on the basis of information available with the Company, This has been relied upon by the

Auditors,

7. The Company had during the earlier years invested a sum of Euros 127,822.92 (Rs, 53,99,488/-) in GKB Ophthalmics GmbH, in Germany. The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary-Holding Company" relationship between the two Companies as per the German Low. The latest financial statement received from the GmbH is for the year ended 31,12,2004 and GmbH has earned a profit of Euro 29,662.24 compared to Profit of Euros 1,64,662.81 in the previous period ended on 31.12.2003,

During the year GmbH had refunded a total sum of Euros 60,000/- at cost in partial divestment of Capital Reserves. i.e Exports of lenses converted into equity. Exchange difference on this transaction has been accounted in Exchange Difference Account.

The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No Share Certificate has however been issued to the Company, since as per the German Law no such certificate is required to be issued to the shareholder.

The financial statement of the company and GKB Ophthalmics GmbH, a company incorporated in Germany have however not been consolidated due to absence of subsidiary holding relationship.

8. The Company had during the previous year invested a sum of DHS. 1,50,000/- (Rs. 18,30,150/-) in GKB Ophthalmics Products FZE in SaifZone, Sharjah, U.A.E. The GKB Ophthalmic products FZE (the enterprise) was incorporated on 29-02-2004 in Sharjah Airport International Free Zone, Sharjah as a Free Zone Establishment with limited liability. The FZE has informed the Company that although it holds the entire capital of the FZE there is no "Subsidiary-Holding Company" relationship between the two Companies as per the U.A.E. Laws, The enterprise is licensed to import export and Distribution of Optical Products, The latest financial statement received from the FZE is for the year ended 31.12.2004. As per the statement FZE has earned a profit of DHS. 35042/-,

The FZE has also intimated to the Company that it holds in the establishment only one share of DHS.150000/- for the entire investment.

The financial statement of the company and GKB Ophthalmics Products FZE, an establishment incorporated in U.A.E have however not been consolidated due to absence of subsidiary holding relationship.

9. The interest of Rs. 27,10,881/- charged to the Profit & Loss account is net of the interest earned on following:

2004-2005 2003-2004 *

1) On Deposits, Loans & Others : (Gross) (Tax deducted at source : 9,73,346/- 5,11,020/- Rs. 1,27,864/- Previous year: Rs. 1,00,421/-)

10. The customs clearance charges and traveling expenses charged to Profit & Loss account include Rs. 1,68,000/- (Previous Year Rs Nil) which are not supported by any evidence for having incurred the said expenses, The management has relied on the declarations given by the employees who have incurred these expenses.

11. Prior period adjustment (Net) comprises the following :

2004-2005 2003-2004 Rs. Rs.

i) Stores & Spares 16,954 Nil

ii) Provident Fund NIL 1,08,073

iii) Plant Repairs NIL 98,786

iv) Security Expenses 26,809 6,702

v) Freight & Cartage NIL 35,101

vi) Auditors Remuneration 2,040 9,700

vii) Bonus Paid NIL 14

viii) Miscellaneous Expenses 905 NIL

ix) ESI 7,178 NIL

x) Sales Tax 7,036 NIL

xi) Depreciation/Amortisation 90,900 NIL

1,51,822 2,58,376

12. Sales of goods shown in the Accounts are net of returns relating to earlier years aggregating to Rs. 8,50,035/- (Previous Year Rs. 3,38,103/-)

13. As per the requirement of the standard for accounting for retirement benefits in the financial statement of employers (AS-15) issued by the Institute of Chartered Accountants of India, the provision for leave encashment has to be made for the accrued future liability determined on actuarial basis. However in accordance with the past practice followed by the company, the provision for leave encashment benefits on retirement is made on estimated basis.

16. Deferred Tax,

2004-2005 2003-2004 Deferred Tax Liability on account of:

Depreciation 1,34,44,336 1,42,48,942

Deferred Tax Asset on account of: Expenditure disallowed under Income Tax Act 2,72,574 -

Directors Gratuity & Leave Encashment 6,55,276 (78,914)

Net Deferred tax liability 1,25,16486 1,41,70,028

17. Leases:

The Company had prior to 31.03.2001 taken under financial lease, plant & machinery having an aggregate cost of Rs. 21,18,542/- (31.3.2004 : Rs. 21,18,542). The Company has paid lease rentals of Rs. 6,37,377/- (31.3,2004; Rs. 6,55,782/-) and the future obligation of lease rentals amounts to Rs. 5,06,166/- (31.3.2004 : Rs, 10,01,823/-). The Company has not acquired any asset on lease after 31.03.2001

Lease rentals payable at the Balance Sheet date are as under:

2004-05 2003-04

For a period not later than one year 5,06,166/- 7,42,497/-

For a period later than one year but not later than five years NIL 2,59,326/-

For a period later than five years NIL NIL

5,06,166/- 10,01,823/-

19. Unclaimed Dividend :

There is no amount due to be credited to Investors Education & Protection fund.

20. Payment of Cess :

The Company has not made any provision for the Cess under provision of section 441 A of the Companys Act 1956 in the absence of notification regarding rate and manner of remittance.

21. Earnings per share :

Basic and diluted earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares. The Company does not have any outstanding dilutive potential equity shares. Consequently the basic and diluted earnings per share remain the same,

2004-05 2003-04

Net Profit attributable to shareholders (Rs.): 1,48,61,012 1,32,21,495

Weighted average numbers of equity shares : 41,53,580 41,53,580

Basic earnings per share of Rs. 10/- each (Rs.) : 3.58 3.18

22. Auditors Remuneration (including Service Tax)

2004-05 2003-04 (a) as auditor -

(i) statutory audit 1,00,000 90,000

(ii) tax audit 25,000 20,000

(b) certification charges 44,010 72,620

(c) reimbursement of expenses 4,500 4,000

1,73,510 186,620

24. The Company has been advised that the computation of net profit for the purpose of Directors remuneration under section 349 of Companies Act, 1956 need not be enumerated since no commission by way of percentage of profits is payable for the year to any of the Directors of the Company.

25. Disclosure as required by AS-28 (Impairment of assets)

In terms of accounting Standard 28 (AS-28) there was no impairment Loss on Assets as on 01.04.2004 and also during year under report.

27. Previous years figures have been regrouped and/or rearranged, wherever considered necessary to make their classification comparable with that of the Current year.


Mar 31, 2003

Out of the above shares, 2744982 shares ore allotted as fully paid up Bonus shares by way of capitalisation of General Reserve and premium on Equity shares.

1. Contingent liabilities not provided for:

a) Letter of credit issued by the Company's Bankers on behalf of the Company outstanding as on 31,03.2003 : Rs. 396,23,891 (Previous year; Rs. 207,77,586)

b) Bank Guarantees issued by the Bank on behalf of the Company : Rs. 44,39,000 (Previous year: Rs. 42,89,000)

c) Bills discounted with the Company's Bankers: Rs, 171,75,459 (Previous year: Rs 91,90,578)

d) Disputed demand in respect of Income Tax : Rs. 36,826 (Previous year: Rs. NIL)

2. Advances recoverable in cash or in kind or for the value to be received include:

i) Amount recoverable from a Director of the Company: Rs. 50,000 (Previous year: Rs. 50,000) Maximum amount due at anytime during the year: Rs. 50,000 (Previous year: Rs. 50,000)

ii) Amount due from M/s. GKB Rx Lens Pvt. Ltd., in which a Director of the Company is a Director.: NIL (Previous year: Rs, 5,00,000). Maximum amount due at anytime during the year: Rs. 5,00,000 (Previous year : Rs. 5,00,000)

iii) Amount due from M/s. GKB Vision Ltd., a Company under the same management: Rs. : NIL (Previous year: Rs. NIL) Maximum amount due at anytime during the year: Rs. NIL (Previous year: Rs. 11,87,965)

iv) Amount due from GKB Marketing Services Pvt.Ltd., a company under the same management: Rs. 9,97,705 (Previous year: Rs. 9,86,836). Maximum amount due at anytime during the year: Rs. 9,97,705 (Previous year : Rs. 9,86,836)

v) Amount due from Mega Motion infotech Pvt. Ltd. in which two directors of the company are directors : Rs. 7,24,959 (Previous year: Rs. 2,24,959). Maximum Amount due at any time during the year: Rs. 7,24,959 (Previous year: Rs. 2,24,959)

3. Sundry Debtors include :

i) Amount due from GKB Marketing Services Pvt. Ltd., a Company under the same management: Rs.1,99,162 (Previous year: Rs.17,82,964) Maximum amount due at any time during the year: Rs.28.38.819 (Previous year : Rs.37,66,795)

ii) Amount due from GKB Ophthalmics GmbH, Bremen - Germany : Rs. 40,01,885 (Previous year: Rs. 77,72,728)' Maximum amount due at any time during the year: Rs. 77,72,728 (Previous year: Rs. 1,12,19,376)

iii) Amount due from M/s. GKB Rx Lens Pvt. Ltd., in which a director of the Company is a director: Rs. 1,01,126 (Previous year: Rs. NIL), Maximum amount due at any time during the year: 1,01,126 (Previous year: Rs, NIL).

4. Balances of Sundry Debtors and Creditors shown in the account are subject to confirmation by the parties concerned.

5. The Company had invested during the earlier years a sum of DM 2,50,000/- (Rs, 53,99,488) in GKB Ophthalmics GmbH (GmbH), a Company incorporated in Germany. The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary- Holding Company" relationship between the two Companies as per the German Law. According to the latest financial statement received, the GmbH had incurred a loss of DM 1,50,184.65 in the accounting year ended 31,12.2001 as compared to a loss of DM 5,457.35 in the previous year ended31.12.00.

The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No Share Certificate has- however been issued to the Company, since as per the German Law no such certificate is required to be Issued to the shareholder.

The financial statement of the company and GKB Ophthalmics GmbH, a company incorporated in Germany have however not been consolidated due to absence of subsidiary holding relationship.

6. The interest charged to the Profit & Loss account is net of the interest earned on following :

2002-2003 2001-2002 On Deposits & Others: (Gross) (Tax deducted at source : Rs. 91,923 (Previous year: Rs. 93,568)) 5,27,822 4,31,997

7. The Company is not able to disclose the names of the small scale industrial undertakings to whom it owes sums outstanding for more than 30 days, on account of non-availability of sufficient information from the suppliers regarding their status under the " Industries (Development and Regulation) Act, 1951".

9. Prior period adjustment account represents: 2002-2003 2001-2002 Rs. Rs.

(i) Credits relating to earlier years 2,832 NIL (ii) Debits relating to earlier years (2,82,691) (3,62,667)

(2,79,859) (3,62,667)

10. Sales of goods shown in the Accounts are net of returns relating to earlier years aggregating to Rs. 45,13,868 (Previous Year Rs. 41,90,026).

11. Related Party Disclosures: The Company has identified all related parties and details of transactions are given below. No provision for doubtful debts or advances is made. Also no amounts have been written off or written back during the year in respect of debts dues from related parties.

(b) Names of related parties and description of relationship, having transactions during the year.

1. Associate Companies/firms :

i) GKB Marketing Services Pvt. Ltd. ii) GKB Vision Limited. iii) GKB Opticals Limited. iv) Gopal Krishna & Brothers. v) GKB Rx Lens Pvt. Ltd. vi) Megamotion Intotech Pvt. Ltd.

2. Key Management Personnel :

i) Mr. K. G. Gupta - Chairman & Managing Director ii) Mr. Vikram Gupta - Wholetime Director.

3. Relatives of Key Management Personnel. :

i) Mrs. Veena Gupta ii) Mr. Gaurav Gupta iii) Mrs. Shefali Chawla iv) Mr. Vipul Chawla v) Mr. R.K. Gupta vi) Mrs. Maltila+a Gupta vii) Mr. B.K. Gup+a viii) Mrs. Uma Gupta ix) Mr. K.M. Gupta x) Mrs. Usha Gupta xi) Mrs. Sushma Gupta xii) Mr. N.K. Gupta xiii) Dr. G.N. Agrawal xiv) Mrs. Beena Agrawal.

Note : related party relationship is as identified by the Company and relied upon by the Auditors.

12. Segment Information :

i) Primary Segments : Business Segment

The Company is primarily engaged in a single segment business of a manufacture and sale of Ophthalmics lenses and that is the only primary reportable segment.

ii) Secondary Segments : Geographical Segment

The Company is a 100% Export Oriented Unit, The secondary segmental reporting is based on the geographical location of customers. The geographical segments have been disclosed based on revenues within India (sales to customers in India) and revenues outside India (sales to customers located outside India)

Revenue: In India Outside India Total

(a) Sales 24,43,583 18,45,28,103 18,69,71,686 (b) Others 11,30,345 - 11,30,345

The Company has common Assets for producing goods for Domestic market and Overseas market Hence separate figures for Assets/additions to Fixed Assets cannot be furnished.

13. Deferred Tax. : 2002-2003 2001-2002

Deferred Tax Liability On account of:

Depreciation 1,25,88,000 -31,32,000 Deferred Tax Asset on Account of: Directors Gratuity & Leave Encashment 4,06,000 NIL

Net Deferred tax liability 1,21,82,000 31,32,000

14. Leases: The Company had prior to 31.03.2001 taken under financial lease, plant & machinery having an aggregate cost of Rs. 21,18,542 (31.3.2002 : Rs. 21,18,542). The Company has paid lease rentals of Rs. 4,39,279 (2001-02: Rs. 2,93,957) and the future obligation of lease rentals amounts to Rs. 16,80,600 (31.3.2002 : Rs. 20,96,884) . The Company has not acquired any asset on lease after 31.3.2001.

15. Buildings;

During the year, the company has purchased a shed constructed on Leasehold Land for a purchase consideration of Rs, 19,77,887/-. The Deed of Sale executed with the party from whom the shed was purchased does hot state the cost of shed and Leasehold land separately. The Company has therefore included the entire consideration in additions made to the Building disclosed in the Schedule of Fixed Assets and necessary depreciation is charged on this Building.

16. Assets acquired on Hire Purchase Arrangement:

The Company has acquired assets under Hire Purchase Agreements. The written down value of such assets in respect of which instalments are outstanding but not due, is Rs. 15,53,187/- as on 31.03.03,

The total of minimum Hire Installments payable at the Balance Sheet date Is as under:

For a period not later than one Year Rs. 2,55,343/-

For a period later than one Year but not later than Five Years Rs. 13,63,693/-

For a period later than Five Years Rs. NIL

17. Unclaimed Dividend :

There is no amount due to be credited to Investors Education & Protection fund.

18. Payment of Cess:

The Company has not made any provision for the Cess under provision of section 441 A of the Company's Act 1956 in the absence of notification regarding rate and manner of remittance.

19. Earnings per share :

Basic and diluted earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares. The Company does not have any outstanding ' dilutive potential equity shares. Consequently the basic and diluted earnings per share remain the same.

Net Profit attributable to shareholders (Rs.) : 94,84,243 Weighted average numbers of equity shares : 41,53,580 Basic earnings per share of Rs. 10/- each (Rs.) : 2.28

20. Previous years figures have been regrouped and/or rearranged, wherever considered necessary to make their classification comparable with that of the Current year.


Mar 31, 2002

1) Contingent liabilities not provided for:

a) Letter of credit issued by the Companys Bankers on behalf of the Company outstanding as on 31.03.2002: Rs. 2,07,77,586 (Previous year: Rs. 3,37,70,651)

b) Bank Guarantees issued by the Bank on behalf of the Company: Rs. 42,89,000 (Previous year: Rs. 33,21,000)

c) Bills discounted with the Companys Bankers: Rs. 91,90,578 (Previous year: Rs. 63,94,538)

d) Penalty levied by Sales Tax Department which is disputed in appeal: Rs. NIL (Previous year: 10,000)

2) Advances recoverable in cash or in kind or for the value to be received include:

i) Amount recoverable from an Officer of the Company: Rs. 50,000 (Previous year: Rs. NIL) Maximum amount due at anytime during the year: Rs. 50,000 (Previous year. Rs. 50,000)

ii) Amount recoverable from a Managing Director : Rs. NIL (Previous year: NIL). Maximum amount due at anytime during the year: Rs. NIL (Previous year: Rs. 1,91,794)

iii) Amount due from M/s. GKB Rx Lens Pvt. Ltd., in which a director of the Company is a director : Rs. 5,00,000 (Previous year: Rs. 5,00,000)

iv) Amount due from M/s. GKB Vision Ltd., a Company under the same management: Rs. Nil (Previous year : 10,52,248) Maximum amount due at anytime during the year: Rs. 11,87,965 (Previous year: 10,52,248)

v) Amount due from GKB Marketing Services Pvt. Ltd. , a compa ny under the same management: Rs. 9,86,836 (Previous year: NIL) maximum amount due at anytime during the year: 9,86,836/- (Previous year: NIL)

3) Sundry Debtors include:

i) Amount due from GKB Marketing Services Pvt. Ltd., Company under the same management : Rs. 17,82 964 (Previous year: Rs. 37,66,795) Maximum amount due at any time during the year: Rs. 37,66,795 (Previous year. Rs. 56,30,957)

ii) Amount due from GKB Ophthalmics GmbH, Bremen - Germany: Rs. 77,72,728 (Previous year: Rs. 1,12,19,376) Maximum amount due at any time during the year: Rs 1,12,19,376 (Previous year: Rs. 1,79,65,301)

4) Balance of Sundry Debtors and Creditors shown in the account are subject to confirmation by the parties concerned.

5) The Company had invested during the earlier years a sum of DM 2,50,000/- (Rs, 53,99,488) in GKB Ophthalmics GmbH (GmbH), a Company incorporated in Germany. The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary-Holding Company" relationship between the two Companies as per the German Law. According to the latest financial statement received, the GmbH had incurred a loss of DM 5,457.35 in the accounting year ended 31.12.2000 as compared to a profit of DM 11,783.88 in the previous year ended 31.12.99.

The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No Share Certificate has however been issued to me Company, since as per the German Law no such certificate is required to be issued to the shareholder.

The financial statement of the company and GKB Ophthalmics GmbH, a company incorporated in Germany have however not been consolidated due to absence of subsidiary holding relationship.

6) Goods having Invoice value of Rs. 38,68,336 have been returned to the Company by GKB Ophthalmics GmbH offer close of the accounting year under review. The value of these goods which were sold prior to 01.04.01 has however, not been adjusted the sales made during the year under review.

7) The interest charged to the Profit & Loss account is net of the interest earned on following:

2001-2002 2000-2001

1) On Margin Money: (Gross) [Tax deducted of source : Rs. 93,568) (Previous year: Rs. 1,20,750)] 4,31,997 5,92,176

8. The Company is not able to disclose the names of the small scale industrial undertakings to whom it owes sums outstanding for more than 30 days, on account of non-availability of sufficient information from the suppliers regarding their status under the "Industries (Developments Regulation) Act, 1951".

9. Donation to a political party : Nil (Previous year: Rs. 10,000/-)

10. Prior Period adjustments account represents:

2001-2002 2000-2001 Rs. Rs.

i) Credits relating to earlier years NIL NIL

ii) Debits relating to earlier years (3,62,667) (8,600)

(3,62,667) (8,600)

11. Previous years figures have been regrouped and/or rearranged, wherever considered necessary to make their classification comparable with that of the current year.

12. Segment Information:

i) Primary Business Segments.

The Company is primarily engaged in a single segment business of a manufacture and sale of Ophthalmics lenses and that is the only primary reportable segment.

ii) Geographical Segments.

The Company is a 100% Export Oriented Unit. The secondary segmental reporting is based on the geographical location of customers. The geographical segments have been disclosed based on revenues within India (sales to customers in India) and revenues outside lndia(sales to customers located outside India)

i) Information about Secondary Geographical Segments.

In India Outside India Total Revenue:

(a) Sales 10,00,00 13,21,67,410 13,31,67,410

(b) Others - 26,681 26,681

Carrying amount of segments assets. 19,94,93,207 - 19,94,93,207

Additions to fixed assets 58,12,763 - 58,12,763

13. Deferred Taxation : In conformity with Accounting Standard no.22 issued by the Institute of Chartered Accountants of India as "Accounting for taxes on Income", the Company has provided for deferred tax during the year. Accordingly, the deferred tax charge for the year, of Rs. 6,46,000 has been recognized in the Profit & Loss Account and the cumulative net deferred tax liability up to 31st March, 2001 of Rs. 24,86,000 has been deducted from the General Reserve.

14. Leases : The Company had taken under financial lease, plant & machinery having an aggregate cost of Rs. 21,18,542(31.3.2001: Rs. 21,18,542). The Company has paid lease rentals of Rs. 2,93,957 (2000-01: Rs. 31,294) and the future obligation of lease rentals amounts to Rs. 20,96,884(31.3.2001 : Rs. 23,90,841). The Company has not acquired any asset on lease/hire purchase after 31.3.2001.

15. Earnings per share :

Basic and diluted earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares. The Company does not have any outstanding dilutive potential equity shares. Consequently the basic and diluted earnings per share remain the same.

Net Profit attributable to shareholders (Rs.) : 1,05,10,508

Weighted average numbers of equity shares : 41,53,580

Basic earnings per share of Rs. 10/-each (Rs.) : 2.53


Mar 31, 2001

SHARE CAPITAL

Out of the above shores 2744982 shares are allotted as fully paid up Bonus shares by way of capitalization of General Reserves and premium on Equity shares.

SECURED LOANS

i) Working Capital loan from Bank is secured by Hypothecation of raw materials, stock in process, finished goods, Stores, Spares, Book debts and other receivables, both present and future & further secured by irrevocable joint and several personal guarantees of two Directors of the Company.

ii) Term Loans from Bank is secured by hypothecation of Machinery and Personal Guarantees of two Directors of the Company.

iii) Term Loan instalments falling due within the next 12 months amount to Rs. 15,00,000/- ( Previous year Rs. 31,900/-)

OTHER NOTES

1) Contingent liabilities not provided for:

a) Letter of credit issued by the Company's Bankers on behalf of the Company outstanding as on 31.03.2001 : Rs. 3,37,70,651 (Previous year: Rs. 2,35,5 1,439)

b) Bank Guarantees issued by the Bank on behalf of the Company : Rs. 33,21,000 (Previous year: Rs. 15,32,000)

c) Bills discounted with the Company's Bankers : Rs. 63,94,538 (Previous year: Rs. 94,72,523)

d) Penalty levied by Sales Tax Department which is disputed in appeal: Rs. 10,000 (Previous year: Nil)

2) Advances recoverable in cash or in kind or for the value to be received include:

i) Amount recoverable from an Officer of the Company: Rs. 50,000 (Previous year: Rs. 50,000) Maximum amount due at anytime during the year : Rs. 50,000 (Previous year: Rs. 50,000)

ii) Amount recoverable from a Managing Director : Rs. Nil (Previous year: 1,91,794). Maximum amount due at anytime during the year: Rs. 1,91,794 (Previous year: Rs. 1,91,794)

iii) Amount due from M/s. GKB Rx Lens Pvt. Ltd., In which a director of the Company is a director : Rs. 5,00,000 (Previous year: Rs. 5,00,000)

iv) Amount due from M/s. GKB Vision Ltd., a Company under the same management: Rs. 10,52,248 (Previous year: Nil) Maximum amount due at anytime during the year: Rs. 10,52,248 (Previous year: Nil)

3) Sundry Debtors include :

i) Amount due from GKB Marketing Services Pvt. Ltd., a Company under the same management: Rs. 37,66,795 (Previous year: Rs. 56,30,957) Maximum a mount due at any time during the year: Rs. 56,30,957 (Previous year: Rs. 72,88,735)

ii) Amount due from GKB Ophthalmics GmbH, Bremen - Germany : Rs. 1,12,19,376 ( Previous year: Rs. 1,48,49,199) Maximum amount due at any time during the year : Rs 1,79,65,301 (Previous year : Rs. 2,01,66,469)

4) Balance of Sundry Debtors and Creditors shown in the account are subject to confirmation by the parties concerned.

5) The Company had invested during the earlier years a sum of DM 2,50,000/- (Rs, 53,99,488) in GKB Ophthalmics GmbH (GmbH), a Company incorporated in Germany. The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary-Holding Company" relationship between the two Companies as per the German Law. The GmbH has incurred a loss of DM 5,457.35 in the accounting year ended 31.1 2.2000 as against a profit of DM 11,78,338 earned during the previous year ended 31.12.99.

The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No Share Certificate has however been issued to the Company, since as per the German Law no such certificate is required to be issued to the shareholder.

6) The Company in the earlier year had constructed a factory building on land acquired from Industrial Development Corporation of Goa. During the year under review, the Company has transferred the land along with building at book value of Rs. 1,00,53,264 to GKB Vision Limited, a new Company floated by it. Although this new company was a subsidiary of the Company on the date of transfer, it was not a subsidiary on 31.03.2001.

7) The Company is not able to disclose the amount due to small scale industrial undertakings & also their dues in excess of Rs. 1.00 Lac and outstanding for more than 30 days, on account of non-availability of sufficient information from the suppliers regarding their status under the "Industries (Development & Regulation) Act, 1951".

8) Donation to political party : Nil (Previous year: Rs. 10,000/-)

9) Previous years figures have been regrouped and/or rearranged, wherever considered necessary to make their classification comparable with that of the current year.


Mar 31, 2000

Notes on Secured Loans :

i) Working Capital loan from Bank is secured by Hypothecation of raw materials, stock in process, finished goods, Stores & Spares, Book debts and other receivables, both present and future & further secured by irrevocable joint and several personal guarantees of two Directors of the Company.

ii) Term Loans from EDC Limited is secured by hypothecation of Machinery and Personal Guarantees of two Directors of the Company.

iii) Term Loan instalments falling due within the next 12 months amount to Rs. 31,900/- (Previous year Rs. 33,33,200)-

Other Notes:

1) Contingent liabilities not provided for :

a) Letter of credit issued by the Company's Bankers on behalf of the Company outstanding as on 31.03.2000 Rs 2,35,51,439 (Previous year : Rs. 92,34,706)

b) Bank Guarantees issued by the Bank on behalf of the Company : Rs. 15,32,000 (Previous year : Rs. 8,19,000)

c) Bills discounted : Rs. 94,72,523 (Previous year : Rs. 1,25,55,848)

2) Advances recoverable in cash or in kind or for the value to be received include :

i) Amount recoverable from an Officer of the Company: Rs. 50,000 (Previous year: Rs. 50,000) Maximum amount due at anytime during the year : Rs. 50,000 (Previous year : Rs. 50,000)

ii) Amount recoverable from a Firm in which a Director is interested as partner : Nil (Previous year : 74,647)

iii) Amount recoverable from a Managing Director : Rs. 1,91,794 (Previous year : Nil)

3) Sundry Debtors include :

i) Amount due from GKB Marketing Services Pvt. Ltd., a Company under the same management as defined under section 370(1-B) of the Companies Act, 1956 : Rs. 56,30,957 (Previous year : Rs. 72,88,735) Maximum amount due at anytime during the year : Rs. 72,88,735 (Previous year : Rs. 83,14,058)

ii) Amount due from GKB Ophthalmics GmbH, Bremen - Germany : Rs. 148,49,199 (Previous year : Rs. 1,02,44,954) Maximum amount due at any time during the year : Rs 201,66,469 (Previous year : Rs. 145,65,742)

4) Balance of Sundry Debtors and Creditors shown n the account are subject to confirmation by the parties concerned.

5) The Company had invested during the years 1997-98 & 1998-99 a sum of DM 2,50,000/- (Rs. 53,99,488) in GKB Ophthalmics GmbH (GmbH), a Company incorporated in Germany. The GmbH has informed the Company that although it holds the entire capital of the GmbH there is no "Subsidiary Holding Company" relationship between the two Companies as per the German Law. The GmbH has incurred a loss of DM 4,216.12 in the accounting year ended 31.12.99 as against a loss of DM 44,987.46 incurred during the previous year ended 31.12.98.

The GmbH has also intimated to the Company that it holds in the GmbH only one share for the entire investment. No Share Certificate has however been issued to the Company, since as per the German Law no such certificate is required to be issued to the shareholder.

6) No provision for Income Tax has been considered necessary in view of admissible relief under the Income Tax Act, 1961.

7) The interest charged to the Profit & Loss account is net of the interest earned on following :

1) On Margin Money : (Gross) (Tax deducted of source : Rs. 87,254) (Previous year: Rs.81,406)

8. The Company is not able to disclose the amount due to small scale industrial undertakings & also their dues in excess of Rs. 1.00 Lakh & outstanding for more than 30 days, on account of non-availability of sufficient information from the suppliers regarding their status under the "Industries (Development& Regulation) Act, 1951".

9. Donation : During the year under review, the Company has given a donation of Rs. 10,000/- to a political party - Bharatiya Janata Party.

10. Prior Period adjustments account represents :

i) Credits relating to earlier years : Rs. 2,25,733

ii) Debits relating to earlier years : Rs. (2,22,000)

Rs. 3,733

11. Previous years figures have been regrouped and/or rearranged, wherever considered necessary to make their classification comparable with that of the current year.


Mar 31, 1999

Details cannot be disclosed as information is taken from 1999-2000 Annual Report.


Mar 31, 1997

1) Bank Loan is secured by Hypothecation of raw materials, stock in process, finished goods. stores and spares, book debts and other receivables, both present and future and further secured by irrevocable Joint and several personal guarantees of two Directors of the Company.

2) Term Loan from Economic Development Corporation of Goa. Daman & Diu Limited is secured by Hypothecation of Machinery & Personal guarantees of two Directors of the Company.

3) Term Loan instalment falling due within the next 12 months amounts to Rs. 33.33.200 (Previous year Rs. 33,33,200).

4) Advances recoverable in cash or in kind includes :

i) Rs. 1,07,490 recoverable from a firm in which the Directors are interested as partners (Previous year Rs. 1,07,490)

ii) Rs.49,670 recoverable from a Private Company in which a Director of the Company is a Director.

iii) Amount recoverable from GKB Marketing Services Pvt. Ltd., a Company under the same management as defined under section 370(1-B) of the Companies Act 1956: Rs. 64,93,481 (Previous year : Rs. 29,38,651). Maximum amount due at anytime during the year : Rs. 66,74,353 (Previous year Rs. 29,38,651)

iv) Amount recoverable from wholetime Directors : Rs. 99,000 (Previous year : Nil) Maximum amount due at anytime during the year : Rs. 99.000 (Previous year : Nil)

v) Amount recoverable from an Officer of the Company : Rs. 50,000 (Previous year : Nil) Maximum amount due at anytime during the year : Rs. 50.000 (Previous year : Nil)

5) Balance of Sundry Debtors. Creditors shown in the accounts are subject to confirmation by the parties concerned.

6) The Company has made during the year an estimated provision of Rs. 37,742 in respect of encashment of leave salary in order to comply with the accounting standard on "Accounting for Retirement Benefits (AS 15)", issued by the Institute of Chartered Accountants of India. Consequently profit for the year is lower to that extent.

7) Income tax liability amounting to Rs. 10,61,918 has been computed in accordance with the provisions of Section 115 JA of the Income Tax Act, 1961.

8) Of the 41,53,580 Equity Shares

a) 11,03,600 Equity Shares of Rs. 10/- each were allotted at a premium of Rs. 25/- per share in July, 1996. Barring the shares forfeited on 16.06.97, these shares are entitled to dividend from 1st April, 1996.

b) 2,13,300 shares of Rs. 10/- each (Rs. 5/- paid up) are forfeited on 16.06.97.

c) 27,44,982 shares are allotted as fully paid up Bonus shares capitalizing General Reserves and Premium on ordinary shares.


Mar 31, 1996

1. No provision for income tax has been considered necessary in view of the tax-holiday benefit and export turnover benefits under section 10 B and under section 80 HHC of the Income tax Act 1961 respectively.

2. Secured loan instalments falling due within the next 12 months amount to : 33,33,200:00 (Previous year : NIL)

3. a. Advances recoverable in cash or kind includes

i) Rs.1,07,489.95 recoverable from a firm in which the Directors are interested as partners (Previous year Rs. 1,18,876.10)

ii) Amount recoverable from GKB Marketing Services Pvt. Ltd., a Company under the same management as defined under section 370 (1-B) of the Companies Act, 1956 : Rs. 29,38,651.00 (Previous year Rs.4,00,000,00) Maximum amount due at anytime during the year - 29,38,651.00 (Previous year Rs. 4,00,000.00)

iii) Amount recoverable from Managing Directors NIL (Previous year : 25,180.00) Maximum amount

b. Amount due from any Officer of the Company at the end of the year : NIL (Previous year 25,180.00) Maximum amount due at anytime during the year : NIL (Previous year : Rs. 25,180.00)

4. Balance of Sundry Debtors, Creditors shown in the accounts are subject to confirmation by the parties concerned.

5. In view of Accounting Standard on "Accounting for the effect of the change in foreign exchange rate" (AS 11), issued by the Institute of Chartered Accountants of India being mandatory with effect from 01-04-95, foreign currency transactions are translated as per the accounting policy referred to in note no.1 (f) above. Consequent to this change, profit for the year is higher by Rs. 10,686.50.

6. Commission on Sales : No provision for commission on sales payable to agents is made since none of the export sales was made against orders solicited through the agents.

7. Miscellaneous expenses do not include any items of expenditure exceeding 1% of the total revenue of the Company or Rs. 5,000.00 whichever is higher.

8. Previous years figures hove been regrouped and/or rearranged, wherever considered necessary, to make their classification comparable with that of the Current year.

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