COMPANY OVERVIEW:

Opto Circuits (India) Limited is engaged in the manufacture and trading of invasive and non-invasive medical equipment’s. The company is a public limited company incorporated and domiciled in India and has its register office located at Plot no 83, Electronic city, Phase-1, Hosur Main Road, Bengaluru. The company has its primary listing on BSE and NSE OF India.

The financial statements are approved for issue by the Company’s Board of Directors on 30th April 2018.

Capitalisation of development expenses incurred towards Mysore project & Hassan SEZ project related to Opto Infrastructure Ltd which was of FY 2016-17 is reversed during the year FY 2017-18 is included in Capital work in progress.

Product development costs incurred on new products are recognised as intangible assets, the company has committed technical, financial and other resources to complete the development and it is probable that the asset will generate probable future economic benefits.

The costs capitalised include the cost of materials,direct labour and directly attributable overhead expenditure incurred up to date the asset is available for use.

Capitalised development expenditure is measured at cost less accumulated amortisation and accumulated impairment loss.

*Opto Circuits India Limited acquired 14,07,743 shares of its subsidiary Opto Eurocor Healthcare Limited at market value of Rs.390 through share swap arrangement.

a) The Company regains its business at Vizag unit from September 2017, earlier which was suspended its operations for 5 months i.e April 2017 to August 2017

b) SEZ Stock of Rs.5,500 lakhs are capitalised as intangible assets under development and Rs.3,300 lakhs transferred to SEZ Unit of OCCL

c) The company has lodged claim with insurance company on loss of stock/inventories due to Hud-Hud cyclone.

d) Inventory value is net of provisions made for impairment loss in the value of inventory to the extent of Rs.13,997.47 lakhs & disclosed as exceptional items in FY 2016-17.

The Company has only one class of shares referred to as equity shares having a par value of Rs.10/-. Each holder of equity shares is entitled to one vote per share.

3,66,01,318 Equity shares fully paid are alloted to Opto Eurocor Healthcare Limited (OEHL) pursuant to contranct with OEHL against purchase of 14,07,743 fully paid Equity shares of OEHL other than cash. The balance number of 85,74,681 shares are issued towards repayment of unsecured loans of the company.

Company has obtained OTS agreement with Standard Chartered Bank to pay Rs.6,200 lakhs towards full and final settlement of their dues in 11 installments over a period of time on or before December 2020. Subsequent to this Rephasement scheme, Rs.15,321.79 lakhs has been transferred to capital reserve.

Non Current unsecured loans of Rs.8,762.05 lakhs includes interest free loans from subsidiaries, step-down subsidiaries and others.

(i) The Company along with its stepdown subsidiary (CSC) had borrowed funds from DBS Bank Limited. In the year 2014-15 the said loan was restructured and as a part of the said process, loan of Rs.126.78 Crores borrowed by the company which was part of the total Loan Agreement was also restructured. As per the terms of the agreement with DBS Bank Limited, upon default by step down subsidiary (CSC), the bank exercised their right and assigned the debts to a third party and also exercised proxy voting rights to take management control of the step down overseas subsidiary [CSC]. As result of the above unilateral action of DBS Bank , the loan borrowed by the company to the tune of Rs.126.78 crores also stands extinguished. Consequently this liability is transferred to Opto Cardiac Care Ltd, (a WOS) wherein the Investment in Cardiac Science Corporation, U.S.A, is transferred as stepdown wholly owned subsidiary.

(ii) Current unsecured loans includes interest free loans of Rs.1,714.82 Lakhs from directors.

(iii) State Bank India,The Bank of Nova Scotia, HDFC Bank Limited, Standard Chartered Bank Ltd, Yes Bank Ltd have suspended charging the interest as these loans are categorised as NPA. The company has not recognised the interest on these borrowings. In View of the above confirmation of balances were not obtained from these banks.

(iv) Bank of Nova Scotia and HDFC Bank have, as lenders to the company and CIMB, Malaysia which has invoked the corporate guarantee, as Financial Creditors filed winding up petitions before the High Court of Karnataka. The management is making efforts to negotiate and settle with said banks for OTS which is under negotiation.

1) Rs.775 lakhs related to HDFC Bank is over due and as such categorised under other financial liabilities.

2) The Management is negotiating to settle with said bank for Restructure / Rephasement Settlement scheme.

1) These are the receivables which were overdue for more than three years. Company was not able to recover these long outstanding receivables even after putting constant efforts. Therefore the management has decided to make the provision for bad and doubtful debts and seek regulatory authorities approval for such write off.

2) These stocks are specifically earmarked for Cardiac Science Corporation and Criticare System, Inc. Due to hostile take over of these subsidiaries, these stocks are no more usable and hence the provision has been made for such impairment loss in inventory value. Company would seek approval for such write off from appropriate authority.

NOTES:

1A BUSINESS SEGMENT INFORMATION

The Company has considered business segment as the Primary Segment for disclosure. The product included in each of the reported domestic business segments are as follows:

a. Sensors

b. Monitors

c. Others

1B THE GEOGRAPHICAL SEGMENTS CONSIDERED FOR DISCLOSURE ARE AS FOLLOWS:

a. Sales within India includes sales to customers located within India.

b. Sales outside India includes sales to Customer located outside India.

c. The carrying amount of Segments assets in India and outside India is based on Geographical location of assets.

NOTE 2

Previous year’s figures have been regrouped /reclassified wherever necessary to correspond with the current year’s classification / disclosure.