AFFLUENCE

Course of Business and Outlook / Business Performance:   During the year under review, the Company achieved a turnover of Rs. 36,158.98 Lakhs as compared to Rs. 23,224.47 Lakhs in the previous financial year 2020-21. On account of efficient operations, the Company has achieved a consolidated net profit of Rs. 4316 lakhs (Previous Year –Loss Rs.5908.15 lakhs). It is hoped that the Company would record a progressive increase in its turnover and turn the corner during the coming years.   During the year under review, your Company has opened six branches viz., three (3) branches in Maharashtra located at Pune (one) and Nashik (two); Two (2) branches in Andhra Pradesh, located at Vijayawada; and One (1) Branch in Tamil Nadu, located at Coimbatore.   A new center normally takes a couple of years to turn around and the Management is hopeful that the operations of these Branches would ramp up the revenue resulting in a positive turnaround in the coming years   Merger of Advanced Eye Institute Private Limited with the Company   During the year under review, “Advanced Eye Institute Private Limited” (AEIPL), a Wholly-Owned Subsidiary of the Company, was merged with the Company with effect from 01st April 2021 vide Order dated September 15, 2021 issued by The Regional Director(SR), Ministry of Corporate Affairs, Chennai.   Issue and allotment of convertible securities   During the year, Board at the Meeting held on the 30th June 2021, approved the proposal to raise further funds from the existing investor i.e., Value Growth Investment Holdings Pte. Ltd., Singapore and Arvon Investments Pte Ltd and approved the issue of Compulsorily Convertible Debentures (‘CCDs’) and Compulsorily Convertible Preference Shares (‘CCPS’) respectively. The Members at their meeting held on 12th August 2021 had approved the issue of 124,301 Series C 0.001% Fully and Compulsorily Convertible Non-Cumulative Participating Preference Shares of face value of INR 100 (Indian Rupees One Hundred) each and at an issue price of Rs. 1200 including the premium of Rs. 1100 (Indian Rupees One Thousand One Hundred) to M/s, Arvon Investments Pte. Ltd and 1,67,366 Series C 0.001% fully and compulsorily convertible Debentures of the face value of INR 1200 (Indian Rupees One Thousand Two Hundred) each, for an aggregate amount not exceeding INR 200,839,200 (Indian Rupees Twenty Crore Eight Lakh Thirty-Nine Thousand Two hundred) to M/s. Value Growth Investment Holdings Pte. Ltd. on Private Placement Basis and the said CCPS and CCDs were allotted at the Board Meeting held on August 20, 2021.   Conversion of the CCDs and CCPS:   In reference to the above allotment made during the year and in terms of the agreement entered into with M/s.Value Growth Investment Holdings Pte. Ltd., Singapore and M/s, Arvon Investment Pte. Ltd, the said CCDs and CCPS held by them were converted into 71,394 and 53,024 Equity Shares of Rs. 10/- each, respectively, at a premium of Rs. 3,175.67 per Share. The converted Equity Shares were allotted at the Board Meeting held on the April 26, 2022. Subsequent to the allotment of 71,394 Equity Shares, M/s.Value Growth Investment Holdings Pte. Ltd, Singapore transferred its entire holdings in favour of M/s.Hyperion Investments Pte Ltd., Singapore and ceased to be a shareholder of the Company. Non-Convertible Debentures   The Board after obtaining the approval of the Shareholders at the Extraordinary General Meeting held on the 25th October 2019, the Company decided to raise funds to a tune of Rs.215 Crores by issuing 2150 (Two Thousand one hundred and fifty) senior, collateralized, unlisted, redeemable, Non-convertible Debentures (NCDs) of the face value of Rs.10,00,000 (Rupees Ten lakh) each on a private placement basis.   As on the date of this Report, the NCDs have been paid up to the extent of Rs. 1,600,000,000 (Rupees One Hundred and Sixty Crores only) and your Company has voluntarily redeemed 450 NCDs on June 30, 2022. The balance amount would be called upon as and when the need for further funds arises.   Acquisition of Aditya Jyot Eye Hospital Limited   During the period under review, your Company acquired 51% of the paid-up share capital of M/s. Aditya Jyot Eye Hospital Private Limited and made it as the subsidiary of the Company. M/s.Aditya Jyot Eye Hospital Private Limited is having its hospital at Wadala, Mumbai and caters the eye care needs of the Mumbai region.   Issue of fresh equity shares   During the financial year, Board at its Meeting held on the 28th March, 2022, approved the issue of 3,45,296 Equity Shares of Rs.10 each on preferential/private placement basis to Hyperion Investments Pte. Ltd., Singapore and 5,96,420 Equity Shares of Rs.10 each to M/s.Arvon Investments Pte. Ltd., Singapore, both at a premium of Rs. 3,175.67 per share, based on the Valuation Report dated 28th March, 2022. Subsequently, these Equity Shares were allotted on the 5th May 2022 after complying with all the requirements of the applicable laws.      

The Company continues to do everything possible towards conserving energy. The Company is yet to take any steps for utilizing alternative sources of energy. In the opinion of the Directors, the matters relating to Research and Development, Technology Absorption etc. are not applicable to the Company, as yet.    

The Company continues to do everything possible towards conserving energy. The Company is yet to take any steps for utilizing alternative sources of energy. In the opinion of the Directors, the matters relating to Research and Development, Technology Absorption etc. are not applicable to the Company, as yet.    

FOREIGN EXCHANGE EARNINGS AND OUTGO   Earnings: Nil (Previous year Rs. 78.45 Lakhs) Outgo: Rs. 64.18 Lakhs (Previous year 12.22 Lakhs)    

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134(3)(c) of the Companies Act, 2013:   i)   In the preparation of the annual accounts, the applicable Accounting Standards have been followed.   ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of the affairs of the Company at the end of the financial year and of the Loss of the Company for the year under review.      iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.   iv) The Directors have prepared the annual accounts on a going concern basis.   v)  The Directors have devised a proper system to ensure compliance with the provisions of all applicable laws, including the applicable Secretarial Standards and that this system is adequate and operating effectively.