Board of Directors - Opto Circuits

were reasonable and prudent so as to give a true and fair view of the
state of affairs of the company at the end of the financial year and of
the profit of the company for that period.
That they have taken proper and sufficient care for the maintenance
of adequate accounting records in accordance with the provisions of
Companies Act 1956, for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities:
That the Directors have prepared the annual accounts for the
financial year ended 31st March 2006 on a going concern basis.
LISTING OF SECURITIES
The Company’s securities are listed in, The Mumbai Stock Exchange
and National Stock Exchange.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from the public
during the year.
PERSONNEL
The Employer – Employee relationship was cordial throughout the
year under review. The Board wishes to express its appreciation to the
sections of employees for their contribution to the growth of the
business during the year.
DIRECTORS
Mr.Jayesh Patel, Tom Dietiker & Mr.Suleman Merchant retire by
rotation and offer themselves for re-appointment. In compliance of
clause 49 of the listing agreement the board has recommended to
appoint Dr. V Balasubramaniam, Raj Kumar Raisinghaniah and
Dr.Anvay Mulay, as independent directors, who offer themselves for
appointment.
AUDITORS
The auditors M/s. Anand Shenoy & Co., Chartered Accountants,
Bangalore retire at the conclusion of the forthcoming Annual General
Meeting. Your Company has received a letter from them to the effect
that their re-appointment, if made, will be in accordance with the
provisions of Section 224 (-B) of the Companies Act 1956.
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DIRECTORS REPORT
ACKNOWLEDGMENT
The Directors wish to thank all Stakeholders and Business Partners
Your Company’s Bankers, Financial Institutions, and Business
Associate for their continued support and valuable co-operation. The
Directors also wish to express their gratitude to investors for the faith
that they continue to repose in the Company.
For and on behalf of the Board
sd/-
Date : 21st August 2006 VINOD RAMNANI
Place : Bangalore Chairman & Managing Director