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Directors' Report and Management Discussion and Analysis:
Your Directors have pleasure in presenting the 16"1 Annujl Report of your Company together with the Audited Financial Statements for the year ended 31" March 2013.
Review of Operations and Performance:
You will be glad to note that your company registered a growth of 12.06% in respect of turnover from ^. 2658.63 lacs in 2011–12 to ^. 2979.36 in 2012–13. Your Company made a net profit of .41.50 lacs in 2012–13 against a net loss of ^.225.17 lacs during the previous financial year 2011–12. Your directors will take severe effort to increase the turnover and net profit.
Your Directors have not recommended any dividend for the year under review. Outlook for the current year:
Your company will establish infrastructure facilities for separate super speciality for Cornea and Retina at Peelamedu Main Hospitial, Coimbatore.
Your Company is on the look out for better infrastructure facilities either own or rented at Salem and Tirupur. The existing facility at Peramanur East, Salem does not have lift facility and the space is not adequate.
Your Company has planned to set up an operation theatre at Mettupalayam center and 75% of the work has been completed. And also planning to establish the new center at Gobichettipalayam.
Corporate Social Responsibilities:
Your company always places greater importance to manage its affairs with highest levels of transparency, accountability and integrity and is committed to achieve and maintain the high standards of corporate governance on sustained basis. Your Company reaches out to the needy sections of the society in many ways. In line with this policy, your Company has been continuously organizing many free eye camps along with Trust to provide free eye treatment to people below the poverty line.
Opportunities and Threats:
Though there is a stiff competition in eye care, our company is reasonably doing well. It is because of the established name for quality eye care and increase in demand for eye care among the public.
Our company is situated in South India and faces competition from other hospitals in the home town. So we have introduced new departments in Opthalmology and additional facilities for patients in Coimbatore and other centers.
The competition from the un–organized sector would be met by delivering quality eye care on par with international standards which the un–organized sector lacks in view of constraints in investment to create a quality eye hospital.
Because of increased opportunities, many private players are entering into this sector. Your Company can counter this challenge by providing focused eye care delivery and by deploying the state of the art equipments backed by panel of expert Doctors.
Shortage of Skilled Manpower:
Increasing demand for health care services combined with the aggressive expansion by the Indian private health care players is expected to significantly increase the demand for medical professionals. Similarly there is a shortage of medical and para–medical staff. We have a talented and skilled manpower in terms of Doctors, Nurses and para–medical staff. We continue to attract talented and skilled medical professionals.
The health care sector is a capital intensive sector and need significant funding to grow. Financial performance with respect to operational performance:
Financial performance with respect to operational performance has been dealt with in the Directors' Report which should be treated as forming part of this Management Discussion and Analysis Report.
Internal Control Systems and their Adequacy :
The company has established internal control systems to ensure optimum use in protecting its resources and ensuring adherence to its policies, procedures and statutes. There is proper and adequate system of internal control for the company and its branches. The company has also employed its own internal audit department to review the adequacy of the internal control system, procedures and policies. The internal auditor evaluates the adequacy of the internal control systems by testing the control mechanism and give their recommendations to the management.
Mr.D.R.Kaarthikeyan and Dr. Yogesh shah retire by rotation at the forthcoming Annual General Meeting and being eligible to offer themselves for reappointment.
Directors' Responsibility Statement:
Pursuant to Section 217(2AA) of the Companies (Amendment) Act, 2000, the Directors of the company hereby state and confirm that
I. In the preparation of the annual accounts the applicable accounting standards have been followed.
IL Appropriate accounting policies have been selected and applied consistently, and judgments and estimates that have been made are reasonable and prudent so as to give a true and fair view of the company at the end of the financial year and of the profit of the company for that period.
IH. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.
IV. Annual accounts have been prepared on a "going concern" basis.
Particulars of Employees:
As on 31" March 2013, none of the employees were in receipt of remuneration in excess of the limits prescribed in subsection 2A of section 217 of the Companies Act, 1956, read with Companies (Particulars of Employees) Amendment Rules 1994.
Information as per section 217 (1) (e) of the Companies Act, 1956:
Since the Company is in service industry and does not do any manufacturing activity, the particulars regarding conservation of energy and absorption in the (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 are not applicable. The particulars regarding foreign exchange inflow and outflow appear as item no. 13 in General Notes on Accounts.
Your company has not accepted any fixed deposits from the public. Report of Corporate Governance:
The Company has complied with the requirement of the corporate governance in terms of the listing agreements with the Stock Exchanges. The detailed report on corporate governance is annexed and forming part of this report.
Compliance certificate on Corporate governance:
A certificate from the auditors of the Company regarding compliance of conditions of corporate governance as stipulated under clause 49 of the Listing Agreement entered into with the Stock Exchanges is attached to Ihis report.
M/s. V E K A M and Associates, Chartered Accountants, the Auditors of the Company retire at the forthcoming Annual General Meeting have confirmed their eligibility and willingness to accept the office of the Statutory Auditors, if re–appointed.
Your directors thank the Shareholders, suppliers, customers and bankers for their continued support during the year. Your directors also place on record their appreciation of the contribution made by the employees at all level towards the growth of the Company.
for and on behalf of the Board
Place : Coimbatore Date : 24lh May, 2013
(Sd.) Dr. S.K. Sundaramoorthy Chairman and Managing Director