Mar 31, 2023
Your Directors are pleased to present the FORTY SECOND ANNUAL REPORT and the audited financial statements for the financial year ended 31st March 2023.
('' in Millions except Per Share data) |
||||
Particulars |
Standalone |
Consolidated |
||
Year ended 31st March 2023 |
Year ended 31st March 2022 |
Year ended 31st March 2023 |
Year ended 31st March 2022 |
|
Income from Operations |
65,248 |
60,983 |
166,125 |
146,626 |
Profit before Exceptional Items and Tax after share of profits / (loss) in Joint Ventures & Associates |
12,275 |
8,590 |
11,005 |
12,913 |
Exceptional Items |
- |
(67) |
- |
2,941 |
Profit after Exceptional Items before Tax after share of profits / (loss) in Joint Ventures & Associates |
12,275 |
8523 |
11,005 |
15,854 |
Provision for Tax |
1,427 |
2,798 |
2,562 |
4,770 |
Profit for the Period from continuing operations |
10,848 |
5,725 |
8,443 |
11,084 |
Profit for the Period from discontinued operations |
- |
1,425 |
- |
- |
Tax expense of discontinued operations |
- |
498 |
- |
- |
Profit for the period from discontinued operations |
- |
927 |
- |
- |
Profit for the Period |
10,848 |
6,652 |
8,443 |
11,084 |
Earnings Per Share ('' ) |
75.45 |
46.25 |
56.97 |
73.42 |
During the year under review, the income from operations of the Company grew by 7% to '' 65,248 million in FY 23 compared to ''60,983 million in the previous year. The profit after tax for the year increased by 63% to '' 10,848 million compared to '' 6,652 million in the previous year.
During the year under review, the consolidated gross revenue of the Company increased by 13% to '' 166,125 million compared to '' 146,626 million in the previous year. Net profit after minority interest for the group declined by 24% to '' 8,443 million compared to '' 11,084 million in the previous year.
Consolidated Financial Statements
I n accordance with Companies Act, 2013 ("the Act") and Ind AS 110 - Consolidated Financial Statements read with Ind AS 28 -Investment in Associates and Ind AS 31 - Interests in Joint Ventures, the audited consolidated financial statements form part of the Annual Report.
I n terms of provision to sub section (3) of Section 129 of the Act, the salient features of the financial statements of the Subsidiaries, Associates and Joint Venture Companies are set out in the prescribed Form AOC-1, which forms a part of the Annual Report.
I n accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements of the Company and audited accounts of the subsidiaries are available at the Company''s website: www.apollohospitals.com. The documents will also be available for inspection during business hours at the registered office of the Company.
Material Changes affecting the Company
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report. There has been no change in the nature of business of the Company.
During the year, your Company declared an interim dividend of '' 6/- (120%) per equity share of face value of '' 5/- each amounting to '' 862.71 million and the said dividend was paid to the shareholders on 10th March 2023 whose names appeared in the register of members as on 24th February 2023, being the record date fixed for this purpose.
Your Directors are pleased to recommend a Final Dividend of '' 9/- (180%) per equity share of face value of '' 5/- each for the year ended 31st March, 2023.
The Final Dividend, subject to the approval of Members at the Annual General Meeting on Wednesday, 30th August 2023 will be paid on or from 9th September 2023 to the Members whose names appear in the Register of Members, as on 19th August 2023, being the record date fixed for this purpose. In respect of shares held in electronic form, the dividend will be paid on the basis of beneficial ownership furnished by the depositories viz., NSDL and CDSL for this purpose.
The total dividend for the financial year, including the proposed Final Dividend amounts to '' 15/- per equity share and will aggregate to a sum of '' 2,156.77 million (300% on the face value of '' 5/- per equity share).
In view of the changes made under the Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by the Company shall be taxable in the hands of the shareholders. Your Company shall, accordingly, make the payment of the Final Dividend after deduction of tax at source.
Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 [SEBI Listing Regulations], the Board of Directors of the Company had formulated a Dividend Distribution Policy (''the Policy''). The Policy is available on the Company''s website https://www.apollohospitals.com/apollo_pdf/dividend-distribution-policy.pdf
The Company does not propose to transfer any amount to general reserve on declaration of dividend. The Board of Directors has decided to retain the entire amount of profits for FY 2022-2023 in the distributable retained earnings.
Subsidiaries, Associate Companies and Joint Ventures
At the beginning of the year, your Company had eighteen direct subsidiaries, twelve step down subsidiaries, two joint ventures and three associate companies As on March 31, 2023 your Company had twenty direct subsidiaries, fourteen step down subsidiaries, two joint ventures and three associate companies.
The statement containing the summarized financial position of the subsidiary companies viz., A.B. Medical Centres Limited (ABMCL), Samudra Health Care Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL), Apollo Hospitals Singapore Pte Limited (AHSPL), Apollo Health and Lifestyle Limited (AHLL), Total Health (TH), Imperial Hospital and Research Centre Limited (IHRCL), Apollo Multispeciality Hospitals Limited (AMSHL), Apollo Home Healthcare Limited (AHHL), Apollo Nellore Hospital Limited (ANHL), Sapien BioSciences Private Limited (SBPL), Apollo Rajshree Hospitals Private Limited (ARHPL), Apollo Lavasa Health Corporation Limited (ALHCL), Assam Hospitals Limited (AHL), Apollo Hospitals International Limited (AHIL), Future Parking Private Limited (FPPL), Apollo Medics International Lifesciences Limited (MEDICS), Apollo Healthco Limited (AHCL), Apollo Hospitals North Limited (AHNL) and Kerala First Health Services Private Limited (KHSPL), Apollo Sugar Clinics Limited (ASCL), Apollo Specialty Hospitals Private Limited (ASHPL), Alliance Dental Care Limited (ADCL), Apollo Dialysis Private Limited (ADPL), Apollo CVHF Limited (CVHF), Apollo Bangalore Cradle Limited (ABCL), Kshema Healthcare Private Limited (KHPL), AHLL Diagnostics Limited (ADL), AHLL Risk Management Private Limited (ARMPL), Surya Fertility Centre Private Limited (SFC), Apollo Cradle and Children Hospital Private Limited (ACCHPL), Asclepius Hospitals & Healthcare Private Limited (ACHPL), Baalayam Healthcare Private Limited (BHPL) and Sobhagya Hospital and Research Centre Private Limited (SHRCPL) pursuant to Section 129 read with Rule 5 of the Companies (Accounts) Rules, 2014 is contained in Form AOC-1, which forms part of the Annual Report.
1. A.B. Medical Centres Limited (ABMCL)
ABMCL, a wholly owned subsidiary of the Company does not have any commercial operations as it has leased out its infrastructure viz., land and building to the company for running a hospital. For the year ended 31st March, 2023, ABMCL recorded an income of '' 7.78 million and a net loss of '' 35.18 million.
2. samudra Health Care Enterprises limited (sHEL)
SHEL, a wholly owned subsidiary of the Company, runs a 120 beds multi speciality hospital at Kakinada. For the year ended 31st March, 2023, SHEL recorded an income of '' 475.75 million and a net profit of '' 63.63 million.
3. ApoIIo health and lifestyle limited (AHLL)
AHLL, a 68.84% subsidiary of the Company engaged in the business of providing primary healthcare facilities through a network of owned/franchised clinics across India offering specialist consultations, diagnostics, preventive health checks, telemedicine facilities and 24-hour pharmacy all under one roof. For the year ended 31st March, 2023, AHLL recorded an income of '' 5,423.90 million and a net loss of '' 361.10 million.
TH, a wholly owned subsidiary of the Company registered under Section 8 of the Companies Act, 2013, which is engaged in carrying on CSR activities in the field of community/rural development.
5. Apollo hospital (uK) limited (AHuKL)
AHUKL, a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
6. Apollo Hospitals singapore pte limited (AHspL)
AHSPL, a wholly owned subsidiary of the Company and has not yet commenced its operations.
7. Apollo Multispeciality Hospitals Limited (AMSHL)
AMSHL, a wholly owned subsidiary of the Company which owns a 750 bed multi speciality hospital in Kolkata. For the year ended 31st March 2023, AMSHL recorded a income of '' 10,050.47 million and a net profit of '' 1,059.92 million.
8. Apollo Healthco Limited (AHCL)
AHCL, a wholly owned subsidiary of the Company, which is engaged in the business of pharmacy distribution and providing healthcare services through digital platforms. For the year ended 31st March 2023, AHCL recorded an income of '' 67,044.74 million and net loss of '' 2,535.01 million
9. ApoIIo hospitals North limited (AHNL)
AHNL, a wholly owned subsidiary of the Company, has acquired the assets of a hospital property which is under construction at Gurugram and it proposes to establish a 650 bed multi speciality hospital. For the year ended 31st March, 2023, AHNL recorded an net loss of '' 114.64 million.
10. Imperial Hospital and Research Centre limited (IHRd)
IHRCL, a 90% subsidiary of the company which owns a 290 beds multi-specialty hospital at Bengaluru. For the year ended 31st March, 2023, IHRCL recorded an income of '' 3,687.93 million and a net profit of '' 477.53 million.
11 Apollo Home Healthcare limited (AHHL)
AHHL, a 89.69% subsidiary of the Company is engaged in the business of providing high quality, personalized and professional healthcare services at the doorsteps of the patients. AHHL recorded an income of '' 643.38 million and a net loss of '' 85.12 million for the year ended 31st March 2023.
12. Apollo nellore Hospital limited (ANHL)
ANHL, a 80.87% subsidiary of the Company has leased out its land at Nellore to the Company. ANHL recorded an income of '' 8.17 million and a net profit of '' 6.69 million for the year ended 31st March 2023.
13. sapien Biosciences private limited (sBpL)
SBPL, a 70% subsidiary of the Company which is engaged in the business of bio-banking of tissues. For the year ended 31st March, 2023, SBPL recorded an income of '' 61.94 million and a net profit of '' 18.56 million.
14. Apollo Rajshree Hospitals private limited (ARHpL)
ARHPL, a 54.63% subsidiary of the Company, runs a multi speciality hospital at Indore. For the year ended 31st March, 2023, ARHPL recorded an income of '' 1,081.55 million and a net profit of '' 36.60 million.
15. Apollo lavasa Health Corporation limited (ALHCL)
ALHCL, a 51% subsidiary of the Company, runs a hospital at Lavasa. For the year ended 31st March, 2023, ALHCL recorded a income of '' 2.05 million net loss of '' 16.12 million.
16 Assam Hospitals limited (AHL)
AHL, a 69.88% subsidiary of the Company, runs a multi speciality hospital at Guwahati. For the year ended 31st March, 2023, AHL recorded an income of '' 1,733.25 million and a net profit of '' 181.68 million.
17. Apollo Hospitals International Limited (AHIL)
AHIL, a 50% subsidiary of the Company, runs a multi speciality hospital at Ahmedabad. For the year ended 31st March, 2023, AHIL recorded an income of '' 2,222.80 million and a net profit of '' 234.22 million
18. Future Parking Private Limited (FPPL)
FPPL, a subsidiary of the Company, has been promoted for the development of a Multi level Car parking facility at Wallace Garden, Nungambakkam, Chennai. FPPL recorded an income of '' 38.81 million and a net loss of '' 32.35 million
19. ApoIIo Medics international lifesciences limited (MEDICs)
MEDICS, a 51% subsidiary of the Company which owns a 330 beds multi-specialty hospital at Lucknow. For the year ended 31st March, 2023, Medics recorded an income of '' 3,251.11 million and a net profit of '' 386.54 million
20. Kerala First health Services private limited (KFHpL)
KFHPL, a 60% subsidiary of the Company, is engaged in the business of running a chain of in-patient Ayurveda hospitals with 8 centres across India. For the year ended 31st March, 2023, KFHPL recorded an income of '' 96.71 million and a net loss of '' 15.59 million
21. ApoIIo Speciality hospitals private limited (ASHpL)
ASHPL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running daycare surgery centres. For the year ended 31st March, 2023, ASHPL recorded an income of '' 5,056.70 million and a net loss of '' 218.89 million.
22. Apollo Sugar Clinics limited (ASd)
ASCL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running diabetes management centres. For the year ended 31st March, 2023, ASCL recorded an income of '' 310.10 million and a net profit of '' 54.30 million.
23. Alliance Dental Care limited (ADd)
ADCL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dental care centres and recorded an income of '' 414.60 million and a net profit of '' 11.90 million for the year ended 31st March 2023.
24. Apollo Dialysis private limited (ADpL)
ADPL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dialysis centers. For the year ended 31st March 2023, ADPL recorded a revenue of '' 794.40 million and a net profit of '' 44.30 million.
25. AHLL Diagnostics limited (ADL)
ADL, a subsidiary of Apollo Health and Lifestyle Limited had recorded a net loss of '' 0.10 million.
26. AHLL Risk Management private limited (ARML)
ARML, a subsidiary of Apollo Health and Lifestyle Limited had recorded a net loss of '' 3.30 million.
27. Apollo CVHF limited (CVHF)
CVHF, a subsidiary of Apollo Hospitals International Limited is in the business of providing cardiac healthcare services. For the year ended 31st March, 2023, CVHF recorded an income of '' 271.22 million and a net loss of '' 48.38 million.
28. Apollo Bangalore Cradle Limited (ABCL)
ABCL, a subsidiary of Apollo Speciality Hospitals Private Limited, is engaged in the business of running cradle centres. For the year ended 31st March, 2023, ABCL recorded an income of '' 562.50 million and a net profit of '' 69.70 million
29. Kshema Healthcare Private Limited (KHPL)
KHPL, a subsidiary of Apollo Speciality Hospitals Private Limited is yet to commence its operations
30. surya Fertility Centre private limited (sFC)
SFC, a subsidiary of Apollo Speciality Hospitals Private Limited is engaged in the business of running cradle and fertility centres. For the year ended 31st March, 2023, SFC recorded an income of '' 41.70 million and a net loss of '' 2.0 million
31. ApoIIo Cradle and Children hospital private limited (ACCHpL)
ACCHPL, a subsidiary of Apollo Speciality Hospitals Private Limited is engaged in the business of providing maternity and infant care services through various cradle hospitals. For the year ended 31st March, 2023, ACCHPL recorded an income of '' 23.50 million and a net profit of '' 0.60 million
32. Asclepius hospitals & healthcare private limited (ACHpL)
ACHPL, a subsidiary of Assam Hospitals Limited owns a 200 bedded hospital in Assam. For the year ended 31st March, 2023, ACHPL recorded an income of '' 947.61 million and a net profit of '' 67.75 million
33. sobhagya hospital and Research Centre private limited (sHRCpL)
SHRCPL, a subsidiary of Apollo Rajshree Hospitals Pvt Limited, owns a 150 bed hospital in Indore. For the year ended 31st March, 2023, SHRCPL recorded an income of '' 8.89 million and a net loss of '' 3.21 million.
34. Baalayam Healthcare private limited (BHpL)
BHPL, a subsidiary of Kerala First Health Services Private Limited has not yet commenced its operations.
In terms of the Company''s Policy on determining "Material Subsidiary", during the financial year ended March 31,2023, Apollo Healthco Limited was determined as a Material Subsidiary whose income exceeds 10% of the consolidated income of the Company in the immediately preceding financial year.
Further details on the subsidiary monitoring framework have been provided as part of the Corporate Governance report.
InvestmentsKerala First Health services private Limited
During the year, the Company acquired a 60% equity stake in Kerala First Health Services Private Limited (KFHSL), which offers quality systems driven Ayurveda medical care services under the "AyurVAID Hospitals" brand, through a combination of primary and secondary equity investments for a consideration of '' 264 million. Consequently, KFHSL became a subsidiary of the Company.
Apollo Hospitals North Limited
During the year, the Company invested an amount of '' 2,750 million in the equity capital of Apollo Hospitals North Limited and also provided an unsecured loan amount of '' 2,157 million which was utilized for acquiring the assets of a hospital which is under commissioning at Gurugram, Haryana.
Apollo Health and Lifestyle Limited
During the year, the Company invested an amount of '' 350 million in the equity capital of Apollo Health and Lifestyle Limited by way of subscription of 2.63 million equity shares of face value of '' 10/- each at a price of '' 133/- per share (including premium of '' 123/-per share) on a rights basis.
Apollo Rajshree Hospitals Private Limited
During the year, the Company invested an amount of '' 55 million in the equity capital of Apollo Rajshree Hospitals Private Limited, by way of subscription of 910,449 million equity shares of face value of '' 10/- each at a price of '' 60/- per share (including premium of '' 50/- per share) on a rights basis
During the year, the Company invested an amount of '' 100 million in the equity capital of Apollo Healthco Limited and also provided an unsecured loan amount of '' 750 million for its business activities.
During the year, the Company invested an amount of '' 49 million in the equity capital of Assam Hospitals Limited, by way of acquisition of 268,000 equity shares of face value of '' 10/- each from the existing Shareholders.
stemcyte India Therapeutics Private Limited
During the year, the Company invested an amount of '' 1 million in the equity capital of Stemcyte India Therapeutics Private Limited, by way of acquisition of 129,902 equity shares of face value of '' 1/- each from the existing Shareholders.
Apollo Hospitals Singapore Pte Limited
During the year, the Company invested an amount of '' 37 million in the equity capital of Apollo Hospitals Singapore Pte Limited, by way of subscription of 600,000 equity shares of face value of SGD 1/- each.
During the year, the Company invested an amount of '' 100 million in the capital of Augnito India Private Limited, by way of subscription of 100,000 Compulsorily Convertible Preference Shares of face value of '' 1,000/- each.
Compliance with FEMA Regulations
During the year, your Company has obtained a certificate from the Statutory Auditors certifying that the Company is in compliance with the FEMA regulations with respect to the downstream investments made including in Subsidiary Companies.
The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on corporate governance as required under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter Listing Regulations), forms an integral part of this report as Annexure C. The requisite certificate from M/s. Lakshmmi Subramanian & Associates, Practising Company Secretaries confirming the compliance with the conditions of corporate governance is attached to the report on Corporate Governance as Annexure D.
Management Discussion and Analysis Report
Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations is presented in a separate section forming part of this Annual Report.
Business Responsibility and sustainability Report
As stipulated under the SEBI Listing Regulations, the Business Responsibility and Sustainability Report describing the initiatives taken by the Company from an environmental, social and governance perspective is attached as part of the Annual Report.
The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company has an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual harassment of women employees at the work place. During the year, 6 complaints were received under the policy and all of them were disposed off.
Vigil Mechanism/Whistle Blower policy
The Company has established a vigil mechanism for Directors and Employees to report their genuine concerns, the details of which are given in the Corporate Governance Report. The policy on Vigil Mechanism and Whistle Blower Policy has been posted on the website of the Company website https://www.apollohospitals.com/apollo_pdf/Whistle-Blower-Policy.pdf
particulars of Loans, guarantees and Investments
The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
During the year, your company did not accept any deposits or renew existing deposits from the public. The total outstanding deposits with the Company as on 31st March 2023 were '' 0.84 million ('' 1.13 million as on 31st March 2022) which were not claimed by the depositors.
Directors and other Key Managerial personnel (KMps)
Board Composition and Independent Directors
The Board consists of the Executive Chairman, four Executive Directors and six Independent Directors as on 31st March 2023. Independent directors are appointed for a term of five years and are not liable to retire by rotation.
All Independent Directors have given their declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (1) (b) of the SEBI Listing Regulations.
Shri MBN Rao, Independent Director and Chairman of the Audit Committee has been appointed as the Lead Independent Director with effect from May 25, 2022. The roles and responsibilities of the Lead Independent Director are provided in the Corporate Governance Report forming part of this Annual Report.
Pursuant to Section 152 of the Companies Act 2013, Smt.Sangita Reddy, Director retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment. Based on the outcome of the performance evaluation process and the recommendation of the nomination and remuneration committee, the Board recommends her reappointment. The notice convening the AGM, to be held on 30th August 2023, sets out the relevant details.
Re-appointment of Independent Directors
Pursuant to the provisions of the Companies Act, 2013 ("Act"), the shareholders at the 38th AGM of the Company held on 27th September 2019 appointed
(i) Dr. Murali Doraiswamy as an Independent Director to hold office for five consecutive years for a term up to 26th September 2023.
(ii) Shri. MBN Rao as an Independent Director to hold office for five consecutive years for a term up to 8th February 2024.
(iii) Smt. V. Kavitha Dutt as an Independent Director to hold office for five consecutive years for a term up to 8th February 2024.
The above said Independent Directors are eligible for reappointment for a second term of five consecutive years.
Pursuant to the provisions of the Act and based on the recommendation of the Nomination and Remuneration Committee, the Board recommends for the approval of the Members through Special Resolutions at the AGM of the Company, the re-appointment of Dr. Murali Doraiswamy, Shri MBN Rao and Smt. V. Kavitha Dutt as Independent Directors for a second term of five consecutive years. The notice convening the AGM, to be held on 30th August 2023, sets out the relevant details respectively.
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan Akhileswaran, Chief Financial Officer and Shri. S.M. Krishnan, Sr. Vice President-Finance & Company Secretary. There has been no change in the Key Managerial Personnel during the year.
Pursuant to the provisions of the Companies Act, 2013 and in terms of Regulation 17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of the Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
Nomination & Remuneration policy
The Board has, on the recommendation of the Nomination & Remuneration Committee, approved a policy for selection and appointment of Directors, Senior Management and their remuneration. The Nomination & Remuneration Policy is stated in the Corporate Governance Report.
The Board met seven times during the financial year, the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
The Board of Directors had constituted a Risk Management Committee to identify elements of risk in different areas of operations and to develop a policy for actions associated to mitigate the risks. The Committee on a timely basis informed the members of the Board of Directors about risk assessment and minimization procedures and in the opinion of the Committee there was no risk that may threaten the existence of the Company. The details of the Risk Management Committee are included in the Corporate Governance Report.
Internal Financial Controls and their Adequacy
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations
The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. The details of the internal control system and its terms of reference are set out in the Management Discussion and Analysis Report forming part of the Board''s Report.
The Board of Directors have laid down internal financial controls to be followed by the Company and the policies and procedures to be adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control systems periodically.
significant and Material orders passed by the Regulators or Courts
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.
Directors'' Responsibility statement
Pursuant to Section 134(5) of the Companies Act 2013, the Board of Directors to the best of their knowledge hereby state and confirm:
a. that in the preparation of the annual financial statements for the year ended March 31, 2023 the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
b. that such accounting policies have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2023 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going concern basis;
e. f hat proper internal financial controls were in place and that the financial controls were adequate and were operating effectively;
f. fhat systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
The paid-up Equity Share Capital as on March 31, 2023 was '' 718.93 million.
During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. As of March 31, 2023, the details of shareholding in the Company held by the Directors are set out in the Corporate Governance Report forming part of the Board''s Report and none of the directors hold convertible instruments of the Company.
During the year, the Company has issued and allotted 1,050 unsecured, redeemable non-convertible debentures of the face value of '' 1 million each with a coupon rate of 7.70% aggregating to '' 1050 million to Institutional Investors on a private placement basis . The debentures are redeemable on 12th January 2024 and have been listed and admitted to dealing on the wholesale debt market segment of NSE Limited w.e.f. 16th December 2022.
CRISIL has given the credit rating of CRISIL AA /Stable for Company''s long term bank credit facilities and CRISIL A1 for short term (working capital) facilities.
The Companyâs debt instruments were also assigned a rating of IND AA by India Ratings and Research (Ind-RA) (a Fitch Group Company) indicating a stable outlook
The details of the Credit Ratings are available on the website www.apollohospitals.com
Contracts and Arrangements with Related Parties
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an armâs length basis and approved by the Audit Committee.
As per the SEBI Listing Regulations, if any Related Party Transactions (''RPT'') exceeds a value of '' 10.00 billion or 10% of the annual consolidated turnover as per the last audited financial statement whichever is lower, the same would be considered as material and would require Membersâ approval.
In this regard, during the year under review, the Company has taken necessary approvals. However, there were no material transactions of the Company with any of its related parties as per the applicable regulations. Therefore, disclosure of the Related Party Transactions as required under Section 134(3)(h) of the Act in AOC-2 is not applicable to the Company for FY 2022-23.
The details of RPTs during the financial year, including transactions with person or entity belonging to the promoter/ promoter group which hold(s) 10% or more shareholding in the Company are provided in the accompanying financial statements.
During the financial year, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company other than sitting fees, commission and reimbursement of expenses, as applicable.
Your Directors draw the attention of the members to the Notes to the financial statements which sets out related party disclosures.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companyâs website https://www.apollohospitals.com/apollo_pdf/RPT_Policy_2022.pdf
particulars of Employees and Remuneration
Disclosure pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to the Report as Annexure F.
Statement containing particulars of top 10 employees and particulars of employees as required under Section 197 (12) of the Act read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided as a separate Annexure forming part of this report.
In terms of proviso to Section 136(1) of the Act, the Report and Accounts are being sent to the Shareholders, excluding the aforesaid Annexure. The said Statement is also open for inspection. Any member interested in obtaining a copy of the same may write to the Company Secretary.
No Employee Stock Options have been granted to the employees of the Company and thus no disclosure is required.
Corporate Social Responsibility Initiatives
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Rural Development, Healthcare, Education & Skill Development and Research in Healthcare.
These projects are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities for the financial year 2022-2023 is annexed herewith as Annexure A.
The Members at the Annual General Meeting held on 25th August 2022 had approved the re-appointment of Deloitte Haskins & Sells LLP, Chartered Accountants as statutory auditors for the second and final term of five consecutive years, to hold office from the conclusion of the 41st Annual General Meeting till the conclusion of the 46th Annual General Meeting to be held in the year 2027.
The Report given by Statutory Auditors on the financial statement of the Company for the year 2023 is part of the Annual Report. The Notes on the financial statements referred to in the Auditors'' Report are self-explanatory and do not call for any further comments.
The Auditors'' Report on the financial statements of the Company for the financial year ended March 31, 2023 is unmodified i.e. it does not contain any qualification, reservation or adverse remark.
Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the Directors on the recommendation of the Audit Committee, appointed M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN 102111) to audit the cost accounts of the Company for the financial year 2022-2023 on a remuneration of '' 1.50 million.
As required under the Companies Act, 2013, the remuneration payable to the cost auditor is required to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Member''s ratification for the remuneration payable to M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN102111) for the financial year 2023-24 is included at Item No. 9 of the Notice convening the Annual General Meeting.
The Company has maintained cost records in accordance with the provisions of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014 in respect of healthcare services.
The Board had appointed Smt. Lakshmmi Subramanian, Senior Partner, M/s. Lakshmmi Subramanian & Associates, a firm of Company Secretaries in Practice, to conduct Secretarial Audit for the financial year 2022-2023. The Secretarial Audit Report for the financial year ended March 31,2023 is annexed herewith as Annexure B. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
The Company''s unlisted subsidiary, Apollo HealthCo Limited (AHCL) had also undergone Secretarial Audit in terms of Regulation 24A of the Listing Regulations and Circulars/Guidelines issued thereunder. The Secretarial Audit Report of AHCL for the financial year ended March 31,2023 is annexed herewith as Annexure B1. The Secretarial Audit Report also does not contain any qualification, reservation, adverse remark.
Statutory Auditors and Secretarial Auditors Report
The Directors hereby confirm that there is no qualification, reservation or adverse remark made by the statutory auditors of the company or in the secretarial audit report by the practicing company secretary for the year ended 31st March, 2023.
Reporting of frauds by Auditors
During the year under review, neither the statutory auditors nor the secretarial auditor has reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees.
a) During the year, the Company had complied with the applicable, Secretarial Standards relating to "Meetings of the Board of Directors" and "General Meetings" during the year.
b) There are no proceedings initiated/pending against your Company under the Insolvency and Bankruptcy Code, 2016 which materially impact the business of the Company.
c) There were no instances where your Company required the valuation for one time settlement or while taking loans from the Banks or Financial Institutions.
Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange earnings and outgo
Information as required to be disclosed on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as Annexure G.
In terms of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is available on the website of the Company at https://www.apollohospitals.com/ investor.relations.
Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, towards the continued growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : August 3, 2023 Executive Chairman
DIN: 00003654
Mar 31, 2022
Your Directors are pleased to present the FORTY FIRST ANNUAL REPORT and the audited financial statements for the year ended 31st March 2022.
(''in million) |
||||
Standalone |
Consolidated |
|||
Particulars |
Year ended 31st March 2022 |
Year ended 31st March 2021 |
Year ended 31st March 2022 |
Year ended 31st March 2021 |
Income from Operations |
60,983 |
46,539 |
146,626 |
105,600 |
Profit before Exceptional Items and Tax after share of profits in Joint Ventures & Associates |
8,590 |
(313) |
12,913 |
1,609 |
Exceptional Items |
(67) |
(91) |
2,941 |
606 |
Profit after Exceptional Items before Tax after share of profits in Joint Ventures & Associates |
8,523 |
(404) |
15,854 |
2,215 |
Provision for Tax |
2,798 |
(140) |
4,770 |
847 |
Profit for the Period from continuing operations |
5,725 |
(264) |
11,084 |
1,368 |
Profit before Tax from discontinued operations |
1,425 |
2,171 |
- |
- |
Tax expense of discontinued operations |
498 |
857 |
- |
- |
Profit for the Period from discontinued operations |
927 |
1,314 |
- |
- |
Profit for the Period |
6,652 |
1,050 |
11,084 |
1,368 |
Earnings Per Share '' |
46.25 |
7.51 |
73.42 |
10.74 |
Transfer of Business Undertaking
Based on a review of the long term strategy for the Pharmacy Distribution business and the online digital healthcare platform Apollo 24x7, the Board at its meeting held on 23rd June 2021, approved the proposal for going ahead with the transfer of the business undertaking comprising of the Pharmacy Distribution business and Apollo 24x7 online digital healthcare platform on a slump sale basis to a wholly owned subsidiary company, Apollo HealthCo Limited for a net consideration of ''12,100 million (Rupees Twelve Thousand One Hundred Million Only) which is in excess of the networth of the Business Undertaking transferred to Apollo HealthCo Limited.
This move is expected to result in the following benefits:
1. Facilitate creation of India''s largest omni - channel digital healthcare delivery platform and thereby enable huge funneling potential for healthcare consumers into the Apollo ecosystem
2. Enable the process of combining the strength of the Apollo Hospitals Group''s offline healthcare leadership with new age digital offerings to address all healthcare consumer needs
3. An asset light approach (through digital offerings) would be followed to fuel growth and achieve the objective of getting 100 million targeted registered users on the Apollo 24x7 digital platform in the next 5 years
4. An appropriate platform would be created for attracting a new pool of investor capital and to enable rapid scale up of the business,
The transfer would include the Company''s investment in the pharmacy retail business apart from all related assets and liabilities.
The Company had obtained members approval on 14th August 2021 and also obtained approval from lenders and other statutory authorities.
The Business Transfer agreement was entered into between the Company and Apollo HealthCo Limited and the transfer of the business undertaking to Apollo HealthCo Limited was completed on 16th March 2022.
Consequently the Pharmacy Distribution has been classified as discontinued operations and the prior period figures have been restated accordingly.
Consequent to the above re-organisation, the Company is engaged only in healthcare business and therefore has only one reportable segment as at March 31, 2022. On account of the said change in the composition of reportable segments, the corresponding information of standalone financials relatiing to earlier periods/year have been restated as prescribed by IND AS 108.
The Standalone financials for the year ended March 31, 2022 are not comparable with the financials for the year ended March 31, 2021 which included the front end retail pharmacy business, included in the standalone pharmacy segment, until its effective date of transfer i.e 1st September 2020.
During the year under review, the income from operations of the Company grew by 31% to ''60,983million in FY 22 compared to '' 46,539 million in the previous year. The profit after tax for the year increased by 534% to ''6,652 million compared to ''1,050 million in the previous year.
During the year under review, the consolidated gross revenue of the Company increased by 39% to ''146,626 million compared to ''105,600 million. Net profit after minority interest for the group improved by 710% to ''11,084 million compared to ''1,368 million in the previous year.
Consolidated Financial Statements
In accordance with the Companies Act, 2013 ("the Act") and Ind AS 110 - Consolidated Financial Statements read with Ind AS 28 -Investment in Associates and Ind AS 31 - Interests in Joint Ventures, the audited consolidated financial statements form part of the Annual Report.
In terms of provision to sub section (3) of Section 129 of the Act, the salient features of the financial statements of the Subsidiaries, Associates and Joint Venture Companies are set out in the prescribed Form AOC-1, which forms a part of the Annual Report.
In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements of the Company and audited accounts of the subsidiaries are available at the Company''s website: www.apollohospitals.com. The documents will also be available for inspection during business hours at the registered office of the Company.
Material Changes affecting the Company
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report. There has been no change in the nature of business of the Company.
The Company had received approval from the Regional Director, Ministry of Corporate Affairs on June 28, 2021 for the Scheme of Amalgamation with the following wholly owned subsidiary companies:
a. Apollo Home Healthcare (India) Limited (AHHCL) and
b. Western Hospitals Corporation Private Limited (WHCPL)
The Appointed Date for the scheme was 1st April 2020 and the entire assets and liabilities of AHHCL and WHCPL have been transferred to and recorded by the Company at the respective book values. The entire share capital of AHHCL and WHCPL held by the Company, stood cancelled without any further act or deed and no consideration was issued upon the amalgamation coming into effect.
The Board of Directors have recommended a dividend of ''11.75 per equity share (235% on face value of ''5/-per share) on the paid-up equity share capital of the company for the financial year ended 31st March 2022 amounting to ''1,689 million which if approved, at the forthcoming Annual General Meeting on 25th August 2022, will be paid to those shareholders whose names appear in the Register of Members as at the closing hours of business on 19th August 2022. In respect of shares held in electronic form, the dividend will be paid on the basis of beneficial ownership furnished by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed from Saturday, 20th August 2022 to Thursday, 25th August 2022 (both days inclusive).
In view of the changes made under the Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by the Company shall be taxable in the hands of the Shareholders. Your Company shall, accordingly, make the payment of the dividend after deduction of tax at source.
The Board approved and adopted a dividend distribution policy at its meeting held on 30th May 2017 which is annexed herewith as Annexure - I to this report and also posted on the Company''s website: www.apollohospitals.com.
At the beginning of the year, your Company had eighteen direct subsidiaries, ten step down subsidiaries, four joint ventures and three associate companies. As on 31st March 2022, your Company had eighteen direct subsidiaries, twelve step down subsidiaries, two joint ventures and three associate companies.
The statement containing the summarized financial position of the subsidiary companies viz., A.B. Medical Centres Limited (ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL), Apollo Hospitals Singapore Pte Limited (AHSPL), Apollo Health and Lifestyle Limited (AHLL), Total Health (TH), Imperial Hospital and Research Centre Limited (IHRCL), Apollo Multispeciality Hospitals Limited (AMSHL), Apollo Home Healthcare Limited (AHHL), Apollo Nellore Hospital Limited (ANHL), Sapien BioSciences Pvt Limited (SBPL), Apollo Rajshree Hospitals Pvt Limited (ARHPL), Apollo Lavasa Health Corporation Limited (ALHCL), Assam Hospitals Limited (AHL), Apollo Hospitals International Limited (AHIL), Future Parking Pvt Limited (FPPL), Apollo Medics International Lifesciences Limited (MEDICS), Apollo HealthCo Limited (AHCL), Apollo Sugar Clinics Limited (ASCL), Apollo Specialty Hospitals Pvt Limited (ASHPL), Alliance Dental Care Limited (ADCL), Apollo Dialysis Pvt Limited (ADPL), Apollo CVHF Limited (CVHF), Apollo Bangalore Cradle Limited (ABCL), Kshema Healthcare Pvt Limited (KHPL), AHLL Diagnostics Limited (ADL), AHLL Risk Management Pvt Limited (ARMPL), Surya Fertility Centre Private Limited (SFC), Asclepius Hospitals & Healthcare Pvt Limited (ACHL) and Apollo Hospitals North Limited (AHNL) pursuant to Section 129 read with Rules 5 of the Companies (Accounts) Rules, 2014 is contained in Form AOC-1, which forms part of the Annual Report.
ABMCL, a wholly owned subsidiary of the Company does not have any commercial operations as it has leased out its infrastructure viz., land and building to the company for running a hospital. For the year ended 31st March, 2022, ABMCL recorded an income of ''8.12 million and a net profit of '' 6.42 million.
SHEL, a wholly owned subsidiary of the company, runs a 120 bedded multi speciality hospital at Kakinada. For the year ended 31st March, 2022, SHEL recorded an income of ''504.03 million and a net profit of ''72.09 million.
AHLL, is a 68.20% subsidiary of the Company engaged in the business of providing primary healthcare facilities through a network of owned/franchised clinics across India offering specialist consultations, diagnostics, preventive health checks, telemedicine facilities and 24-hour pharmacy all under one roof. For the year ended 31st March, 2022, AHLL recorded an income of ''7,198.20 million and a net profit of ''610.10 million.
TH, is a wholly owned subsidiary of the Company registered under Section 8 of the Companies Act, 2013, which is engaged in carrying on CSR activities in the field of community/rural development.
AHUKL, is a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
AHSPL, is a wholly owned subsidiary of the Company and has not yet commenced its operations.
AMSHL, is a wholly owned subsidiary of the Company which owns a 750 bed multi speciality hospital in Kolkata. For the year ended 31st March 2022, AMSHL recorded an income of ''8,352.85 million and a net profit of ''513.61 million.
AHCL, is wholly owned subsidiary of the Company, which is engaged in the business of pharmacy distribution and providing healthcare services through online technology platforms. For the year ended 31st March 2022, AHCL recorded an income of ''2,295.92 million and net loss of ''4.22 million.
I HRCL, is a 90% subsidiary of the company which owns a 290 beded multi-specialty hospital at Bengaluru. For the year ended 31st March, 2022, IHRCL recorded an income of ''3,135.81 million and a net profit of ''304.30 million.
AHHL, a 89.69% subsidiary of the Company is engaged in the business of providing high quality, personalized and professional healthcare services at the doorsteps of the patients. AHHL recorded an income of ''854.47 million and a net profit of ''82.66 million.
ANHL a 80.87% subsidiary of the Company has leased out its land at Nellore to the Company. ANHL recorded an income of ''8.17 million and a net profit of ''6.38 million.
SBPL, is a 70% subsidiary of the company which is engaged in the business of bio-banking of tissues. For the year ended 31st March, 2022, SBPL recorded an income of '' 25.36 million and a net loss of ''1.21 million.
ARHPL, a 54.63% subsidiary of the company, runs a multi speciality hospital at Indore. For the year ended 31st March, 2022, ARHPL recorded an income of ''987.6 million and a net profit of ''77.80 million.
ALHCL, a 51% subsidiary of the company, runs a hospital at Lavasa. For the year ended 31st March, 2022, ALHCL recorded a net loss of ''26.89 million.
AHL, a 66.70% subsidiary of the company, runs a multi speciality hospital at Guwahati. For the year ended 31st March, 2022, AHL recorded an income of ''1,735.94 million and a net profit of ''181.19 million.
AHIL, a 50% subsidiary of the company, runs a multi speciality hospital at Ahmedabad. For the year ended 31st March, 2022, AHIL recorded an income of ''2,082.79 million and a net profit of ''167.26 million
FPPL, a subsidiary of the company, has been promoted for the development of a Multi level Car parking facility at Wallace Garden, Nungambakkam, Chennai. FPPL recorded an income of ''50.38 million and a net loss of ''20.98 million
MEDICS, is a 51% subsidiary of the company which owns a 330 bedded multi-specialty hospital at Lucknow. For the year ended 31st March, 2022, Medics recorded an income of ''2,765.69 million and a net profit of '' 339.66 million
ASHPL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running daycare surgery centres. For the year ended 31st March, 2022, ASHPL recorded an income of ''4,807 million and a net loss of ''302.8 million.
ASCL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running diabetes management centres. For the year ended 31st March, 2022, ASCL recorded an income of ''241.5 million and a net profit of ''23.5 million.
ADCL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dental care centres and recorded an income of ''281.75 million and a net loss of ''3.1 million for the year ended 31st March 2022.
ADPL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dialysis centers. For the year ended 31st March 2022, ADPL recorded a revenue of ''563.16 million and a net profit of ''19.10 million.
ADL, a subsidiary of Apollo Health and Lifestyle Limited is yet to commence its operations.
ARML, a subsidiary of Apollo Health and Lifestyle Limited had recorded an income of ''0.07 million and a net loss of ''3.15 million.
CVHF, a subsidiary of Apollo Hospitals International Limited is in the business of providing healthcare services. For the year ended 31st March, 2022, CVHF recorded an income of ''299.14 million and a net loss of ''2.48 million.
ABCL, a subsidiary of Apollo Speciality Hospitals Private Limited, is engaged in the business of running cradle centres. For the year ended 31st March, 2022, ABCL recorded an income of ''533.1 million and a net profit of ''65 million
KHPL, a subsidiary of Apollo Speciality Hospitals Private Limited is yet to commence its operations
SFC, a subsidiary of Apollo Speciality Hospitals Private Limited is engaged in the business of running cradle and fertility centres. For the year ended 31st March, 2022, SFC recorded an income of ''39.9 million and a net profit of ''0.86 million
ACHL, a subsidiary of Assam Hospitals Limited owns a 200 bedded hospital in Guwahati, Assam. For the year ended 31st March, 2022, ACHL recorded an income of ''941.86 million and a net loss of ''194.56 million
AHNL, a wholly owned subsidiary of the Company is yet to commence its operations.
Apollo Multispeciality Hospitals Limited (AMSHL) (formerly known as Apollo Gleneagles Hospital Limited)
The Board of Directors, in their meeting held on November 11, 2020 approved the proposal to acquire the 50% equity stake held by Gleneagles Development Pte Ltd., Singapore in AMSHL, in which the Company held a 50% equity stake at a consideration of ''4,100 million.
The Company completed the acquisition of 50% equity stake held in AMSHL by Gleneagles Development Pte Limited on 22nd April 2021.
AMSHL became a wholly-owned subsidiary of the company effective from April 22, 2021, and the name of the Company was changed from Apollo Gleneagles Hospital Limited to Apollo Multispeciality Hospitals Limited subsequently based on the approval obtained from the Ministry of Corporate Affairs on 5th May 2021.
As a part of re-organisation of the identified business undertaking comprising of the pharmacy distribution business and online technology platform Apollo 24|7, the Company''s equity stake in Apollo Medicals Private Limited (AMPL) (an associate) was transferred to Apollo HealthCo Limited, a wholly owned subsidiary of the Company through a slump sale process.
During the year, your Company has obtained a certificate from the Statutory Auditors certifying that the Company is in compliance with the FEMA regulations with respect to the downstream investments made including Subsidiary Companies.
The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on corporate governance as required under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter Listing Regulations), forms an integral part of this report. The requisite certificate from M/s. Lakshmmi Subramanian & Associates, Practising Company Secretaries confirming the compliance with the conditions of corporate governance is attached to the report on Corporate Governance.
Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations is presented in a separate section forming part of the Annual Report.
As stipulated under the Listing Regulations, the Business Responsibility and Sustainability Report (BRSR) describing the initiatives
taken by the Company from an environmental, social and governance perspective is attached as part of the Annual Report. While BRSR reporting was purely voluntary for FY 2021-2022, the Company decided to pro-actively comply with the BRSR guidelines from FY22 itself.
The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company has an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual harassment of women employees at the work place. During the year, 4 complaints were received under the policy, all of them were disposed off.
The Company has established a vigil mechanism for Directors and Employees to report their genuine concerns, the details of which are given in the Corporate Governance Report. The policy on Vigil Mechanism and Whistle Blower Policy has been posted on the website of the Company www.apollohospitals.com.
The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
During the year, your company did not accept any deposits or renew existing deposits from the public. The total outstanding deposits with the Company as on 31st March 2022 were ''1.13 million (''1.28 million as on 31st March 2021) which were not claimed by the depositors.
The Board consists of the Executive Chairman, four Executive Directors and six Independent Directors as on 31st March 2022. Independent directors are appointed for a term of five years and are not liable to retire by rotation.
All Independent Directors have given their declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (b) of the SEBI Listing Regulations, as amended from time to time.
Shri MBN Rao, Independent Director and Chairman of the Audit Committee has been appointed as the Lead Independent Director with effect from May 25, 2022. The roles and responsibilities of the Lead Independent Director are provided in the Corporate Governance Report forming part of this Annual Report.
Pursuant to Section 152 of the Companies Act 2013, Smt.Shobana Kamineni, Director retires by rotation at the ensuing Annual General Meeting and being eligible, offers herself for re-appointment.
During the year, Shri. Som Mittal and Smt. Rama Bijapurkar were both inducted as Independent Directors for a term of 5 (five) consecutive years, with effect from July 21, 2021 and November 12, 2021 respectively.
The Company received declarations from both Shri. Som Mittal and Smt. Rama Bijapurkar confirming that they meet the criteria of independence prescribed under the Act and Regulation 25 of the Listing Regulations.
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan Akhileswaran, Chief Financial Officer and Shri.S.M. Krishnan, Sr. Vice President-Finance & Company Secretary. There has been no change in the Key Managerial Personnel during the year.
Pursuant to the provisions of the Companies Act, 2013 and in terms of Regulation 17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of the Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
The Board has, on the recommendation of the Nomination & Remuneration Committee, approved a policy for selection and appointment of Directors, Senior Management personnel and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.
The Board met eight times during the financial year, the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
The Board of Directors had constituted a Risk Management Committee to identify elements of risk in different areas of operations and to develop a policy for actions associated to mitigate the risks. The Committee on a timely basis informed the members of the Board of Directors about risk assessment and minimization procedures and in the opinion of the Committee there was no risk that may threaten the existence of the Company. The details of the Risk Management Committee are included in the Corporate Governance Report.
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations
The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. The details of the internal control system and its terms of reference are set out in the Management Discussion and Analysis Report forming part of the Board''s Report. The Board of Directors has laid down internal financial controls to be followed by the Company and the policies and procedures to be adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control systems periodically.
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.
Pursuant to Section 134(5) of the Companies Act 2013, the Board of Directors to the best of their knowledge hereby state and confirm:
a. f hat in the preparation of the annual financial statements for the year ended March 31, 2022 the applicable accounting
standards have been followed along with proper explanations relating to material departures, if any;
b. that such accounting policies have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2022 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going concern basis;
e. f hat proper internal financial controls were in place and that the financial controls were adequate and were operating
effectively;
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
The paid-up Equity Share Capital as on March 31, 2022 was ''718.93 million.
During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. As of March 31, 2022, the details of shareholding in the Company held by the Directors are set out in the Corporate Governance Report forming part of the Board''s Report and none of the directors hold convertible instruments of the Company.
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm''s length basis. During the year, the Company had not entered into any contract/arrangement/ transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions other than the transactions stated in Form No. AOC-2 in terms of Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company''s website www.apollohospitals.com. Your Directors draw the attention of the members to the Notes to the financial statements which sets out related party disclosures.
None of the Directors have any pecuniary relationships or transactions vis-a-vis the Company.
The Board of the Company at its meeting held on 12th February 2021 had resolved to terminate the GDR program. The notice of termination of the GDR program was sent to all GDR holders on 25th February 2021 by Bank of New York Mellon, Custodian of GDR which will be effective from 26th March 2021. The holders could surrender their GDRs to Bank of New York Mellon, for delivery of underlying equity shares up to the period of March, 2022, subsequent to which Bank of New York Mellon, Custodian would attempt to sell the underlying shares and distribute the net proceeds to the respective GDR Holders.
As on March 31, 2022, the total outstanding GDRs was 88,607 representing 0.06% of the paid up share capital of the Company.
All the GDRs were subsequently converted into underlying equity shares. There are no outstanding GDRs as on date and the GDR programme was terminated and delisted from the Luxembourg Stock Exchange.
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are provided in the Annual Report, which forms part of this Report. Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are also provided in the Annual Report, which forms part of this Report.
Having regard to the provisions of Section 136(1) read with the relevant provisions of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours. Any member interested in obtaining such information may write to the Company Secretary and the same will be furnished free of cost.
No Employee Stock Options have been granted to the employees of the Company and thus no disclosure is required.
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Rural Development, Healthcare, Education & Skill Development and Research in Healthcare.
These projects are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities for the financial year 2021-2022 is annexed herewith as "Annexure A".
M/s. Deloitte Haskins & Sells LLP, Chartered Accountants having registration No. 117366W/ W100018 were appointed as the Statutory Auditors of the Company to hold office from the conclusion of the 36th AGM held on 20th September 2017, until the conclusion of the ensuing Annual General Meeting and is eligible for reappointment.
The Company has received confirmation from the Auditors to the effect that their appointment, if made, will be in accordance with the limits specified under the Companies Act, 2013 and the firm satisfies the criteria specified in Section 141 of the Companies Act, 2013 read with Rule 4 of the Companies (Audit & Auditors) Rules 2014.
The Board is of the opinion that the continuation of M/s. Deloitte Haskins & Sells LLP, as Statutory Auditors will be in the best interests of the Company and therefore, the members are requested to consider their re-appointment as Statutory Auditors of the Company, for the second and final term of five consecutive years, from the conclusion of the ensuing Annual General Meeting, till the conclusion of the Annual General Meeting to be held in the calendar year 2027, at such remuneration as may be mutually agreed and approved by the Board.
The Report given by the Statutory Auditors on the financial statement of the Company for the year 2022 forms part of the Annual Report. The Notes on financial statement referred to in the Auditor''s Report are self-explanatory and do not call for any further comments.
The Auditors'' Report on the financial statements of the Company for the financial year ended March 31, 2022 is unmodified i.e. it does not contain any qualification, reservation or adverse remark.
Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the Board on the recommendation of the Audit Committee, appointed M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN 102111) to audit the cost accounts of the Company for the financial year 2022-2023 on a remuneration of ''1.50 million.
As required under the Companies Act, 2013, the remuneration payable to the cost auditor is required to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Member''s ratification for the remuneration payable to M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN102111) is included at Item No. 8 of the Notice convening the Annual General Meeting.
The Company has maintained cost records in accordance with the provisions of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014 in respect of healthcare services.
The Board had appointed Smt. Lakshmmi Subramanian, Senior Partner, M/s. Lakshmmi Subramanian & Associates, a firm of Company Secretaries in Practice, to conduct Secretarial Audit for the financial year 2021-2022. The Secretarial Audit Report for the financial year ended March 31, 2022 is annexed herewith as "Annexure B". The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
The Directors hereby confirm that there is no qualification, reservation or adverse remark made by the statutory auditors of the company or in the secretarial audit report by the practicing company secretary for the year ended 31st March, 2022.
Information as required to be disclosed on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure C".
In terms of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is available on the website of the Company at https://www.apollohospitals.com/investor-relations.
Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, towards the continued growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : July 16, 2022 Executive Chairman
Mar 31, 2021
The Directors are pleased to present the FORTIETH ANNUAL REPORT and the audited financial statements for the year ended 31st March 2021
(''in million) |
||||
Standalone |
Consolidated |
|||
Particulars |
Year ended 31st March 2021 |
Year ended 31st March 2020 |
Year ended 31st March 2021 |
Year ended 31st March 2020 |
Income from Operations |
91,530 |
97,944 |
105,600 |
112,468 |
Profit before Exceptional Items and Tax after share of profits in Joint Ventures & Associates |
1,857 |
5,179 |
1,609 |
4,586 |
Exceptional Items |
(91) |
1,644 |
606 |
1,983 |
Profit after Exceptional Items before Tax after share of profits in Joint Ventures & Associates |
1,766 |
6,823 |
2,215 |
6,569 |
Provision for Tax |
716 |
2,121 |
847 |
2,252 |
Profit for the Period |
1,050 |
4,702 |
1,368 |
4,317 |
Earnings Per Share ('') |
7.50 |
33.80 |
10.74 |
32.70 |
During the year under review, the income from operations of the Company degrew by 7% to ''91,530 million in FY21 compared to ''97,944 million in the previous year. The profit after tax for the year declined by 78% to ''1,050 million compared to ''4,702 million in the previous year.
During the year under review, the consolidated gross revenue of the Company degrew by 6% to ''105,600 million compared to ''112,468 million. Net profit after minority interest for the group declined by 68% to ''1,368 million compared to ''4,317 million in the previous year.
Due to the continuing COVID-19 pandemic situation, there were localised lockdowns in various parts of the country apart from continuing restrictions on international and domestic travel . This was coupled with advisories issued by the government on postponing elective surgeries and undergoing preventive health checks .
The Pharmacy Distribution and Stand Alone Pharmacy segmental revenues and business performance were not impacted during the lockdown, and continued to show growth momentum.
However, the continuance of the pandemic situation resulted in a material impact on the healthcare sector in general and the Company''s healthcare services business operations, due to the following reasons:
⢠Severe travel related restrictions impacting both employee movements and patient flows to our hospitals .
⢠Out Patient footfalls being impacted apart from incidence of postponement of elective procedures. Both factors in turn have led to a substantial reduction in the inpatient case loads .
⢠Continued investments being required to be made on investments in equipment, consumables and other resources to ensure 100% preparedness for safety in the hospital(s) and eventual treatment of patients in case of a need.
⢠Current embargo on international travel has also impacted patient flows to hospital units located in metro centres as well.
However, patient case loads and occupancies across the hospitals network witnessed improvements post easing of lockdown related restrictions. We will continue to calibrate our responses to the COVID-19 situation as it evolves.
Apollo Hospitals, being the largest private health care services provider in the country is well positioned to continue to address the demand for tertiary health care services across the country over the long term.
In accordance with Companies Act, 2013 ("the Act") and Ind AS 110 - Consolidated Financial Statements read with Ind AS 28 -Investment in Associates and Ind AS 31 - Interests in Joint Ventures, the audited consolidated financial statements form part of the Annual Report.
In terms of provision to sub section (3) of Section 129 of the Act, the salient features of the financial statements of the Subsidiaries, Associates and Joint Venture Companies are set out in the prescribed Form AOC-1, which forms a part of the Annual Report.
In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements of the Company and audited accounts of the subsidiaries are available at the Company''s website: www.apollohospitals.com. The documents will also be available for inspection during business hours at the registered office of the Company.
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report. There has been no change in the nature of business of the Company.
The Board of Directors at their meeting held on November 14, 2018 had approved a Scheme of Arrangement ("the Scheme") between Apollo Hospitals Enterprise Limited ("AHEL") and Apollo Pharmacies Limited ("APL") and their respective shareholders in accordance with the provisions of Sections 230 to 232 of the Companies Act, 2013, for the transfer of the front-end retail pharmacy business ("the divestment business") carried out in the standalone pharmacy segment to APL by way of slump sale for an overall cash consideration of ''5,278 million, subject to necessary approvals by stock exchanges, shareholders, the National Company Law Tribunal and all other requisite regulatory authorities.
The Company received no objection letters from National Stock Exchange of India Limited and BSE Limited. Further, the Company obtained approvals from the Competition Commission of India (CCI) and from the equity shareholders in October 2019.
The National Company Law Tribunal (NCLT), Chennai Bench vide its order dated 3rd August 2020 approved the Scheme. The Scheme was effective from 1st September 2020.
Post the disposal of the divestment business, the Company identified Pharmacy Distribution as a new segment with effect from September 1, 2020. The Company thereafter has identified Healthcare and Pharmacy Distribution as its operating and reportable segments. Healthcare segment represents hospitals and hospital based pharmacies. Pharmacy distribution segment represents the business of procurement and distribution of pharmaceutical items, fast moving consumer goods (FMCG) and private label products.
The Board of Directors at their meeting held on 13th February 2020 had approved the amalgamation of Apollo Home Healthcare (India) Limited and Western Hospitals Corporation Private Limited, wholly owned subsidiaries of the Company (hereinafter referred to as "Transferor Companies") into Apollo Hospitals Enterprise Limited ("Transferee Company") by way of a Scheme of Amalgamation between the Transferor Companies and the Transferee Company and their respective shareholders and creditors, in accordance with the provisions of Sections 230 to 234 of the Companies Act, 2013.
The amalgamation was subject to requisite statutory and regulatory approvals and sanction by the respective shareholders of each of the Companies involved in the scheme.
The Amalgamation of the Transferor Companies with the Transferee Company is aimed at achieving the following primary benefits:
⢠Facilitate consolidation of the undertakings in order to enable effective management and unified control of operations;
⢠Create economies in administrative and managerial costs by consolidating operations;
⢠Reduce duplication of administrative responsibilities and multiplicity of records and legal and regulatory compliances.
The Board of Directors through a circular resolution, approved the revised proposal in compliance with Section 233 of the Companies Act, 2013 to proceed with an application to the Regional Director, Southern Region, Ministry of Corporate Affairs for approving the Scheme of Amalgamation subject to completion of necessary formalities and obtaining requisite approvals instead of filing applications with NCLT seeking dispensation from the requirement of convening shareholders / creditors meetings of the Company:
⢠Apollo Home Healthcare (India) Limited and
⢠Western Hospitals Corporation Private Limited
The Company obtained shareholders and creditors approval with the requisite majority for the proposed Scheme of Amalgamation of the wholly owned subsidiary companies with the Company and has also obtained approval from the Regional Director, Southern Region, Ministry of Corporate Affairs vide order dated 28th June 2021 for going ahead with the Scheme of amalgamation. The Scheme would be effective from 1st April, 2020.
There will not be any change in the shareholding pattern of the Transferee Company pursuant to the Scheme of Amalgamation as the Transferor Companies are wholly-owned subsidiaries of the Transferee Company.
The Board had met on June 23,2021, to review the Company''s long-term strategy including the intent to create a distinctive digital ecosystem for providing a holistic healthcare platform which encompasses a wide range of healthcare services including enabling e-consultations and online ordering for delivery of medicines.
Keeping this in perspective as well as the fact that the business of procurement of pharmaceutical and other wellness products including private label products and wholesaling and supply of such products to pharmacies, including investment in pharmacy retail business, and development, operation and management of the online platform for digital healthcare owned and operated by the Company under the branding of "Apollo 24/7", shall require a specific and focused approach, the Board in its meeting held on 23rd June 2021, approved the proposal for going ahead with the transfer of the business undertaking comprising of the Pharmacy Distribution business and Apollo 24x7 online digital healthcare platform on a slump sale basis to a wholly owned subsidiary company, Apollo HealthCo Limited for a net consideration of ''12,100 million (Rupees Twelve Thousand One Hundred Million Only) which is in excess of the networth of the Business Undertaking sought to be transferred to Apollo HealthCo Limited.
This move is expected to result in the following benefits:
1. Facilitate creation of India''s largest omni - channel digital healthcare delivery platform and thereby enable huge funneling potential for healthcare consumers into the Apollo ecosystem
2. Enable the process of combining the strength of the Apollo Hospitals Group''s offline healthcare leadership with new age digital offerings to address all healthcare consumer needs
3. An asset light approach (through digital offerings) would be followed to fuel growth and achieve the objective of getting 100 million targeted registered users on the Apollo 24x7 digital platform in the next 5 years
4. An appropriate platform would be created for attracting a new pool of investor capital and to enable rapid scale up of the business,
The proposed transfer would include the Company''s investment in the pharmacy retail business apart from all related assets and liabilities and is subject to receipt of regulatory approvals including shareholders and lenders approvals.
The Board of Directors have recommended a dividend of ''3/- per equity share (60% on face value of ''5/-per share) on the paid-up equity share capital of the company for the financial year ended 31st March 2021 amounting to ''431.35 million which if approved, at the forthcoming Annual General Meeting on 31st August 2021 will be paid to those shareholders whose names appear in the Register of Members as at the closing hours of business on 20th August 2021. In respect of shares held in electronic form, the dividend will be paid on the basis of beneficial ownership furnished by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed from Saturday, 21st August 2021 to Tuesday 31st August 2021 (both days inclusive).
In view of the changes made under the Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by the Company shall be taxable in the hands of the Shareholders. Your Company shall, accordingly, make the payment of the Dividend after deduction of tax at source.
The Board approved and adopted a dividend distribution policy at its meeting held on 30th May 2017 which is annexed herewith as Annexure - I to this report and also posted on the Company''s website: www.apollohospitals.com.
At the beginning of the year, your Company had eighteen direct subsidiaries, ten step down subsidiaries, four joint ventures and three associate companies. As on 31st March 2021, your Company had eighteen direct subsidiaries, ten step down subsidiaries, three joint ventures and four associate companies.
The statement containing the summarized financial position of the subsidiary companies viz., Apollo Home Healthcare (I) Ltd (AHHCIL), A.B. Medical Centres Limited (ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL), Apollo Hospitals Singapore Pte Limited (AHSPL), Apollo Health and Lifestyle Limited (AHLL), Western Hospitals Corporation Pvt Limited (WHCPL), Total Health (TH), Imperial Hospital and Research Centre Limited (IHRCL), Apollo Home Healthcare Limited (AHHL), Apollo Nellore Hospital Limited (ANHL), Sapien BioSciences Pvt Limited (SBPL), Apollo Rajshree Hospitals Pvt Limited (ARHPL), Apollo Lavasa Health Corporation Limited (ALHCL), Assam Hospitals Limited (AHL), Apollo Hospitals International Limited (AHIL), Future Parking Pvt Limited (FPPL), Medics International Lifesciences Limited (MEDICS), Apollo Sugar Clinics Limited (ASCL), Apollo Specialty Hospitals Pvt Limited (ASHPL), Alliance Dental Care Limited (ADCL), Apollo Dialysis Pvt Limited (ADPL), Apollo CVHF Limited (CVHF), Apollo Bangalore Cradle Limited (ABCL), Kshema Healthcare Pvt Limited (KHPL), AHLL Diagnostics Limited (ADL), AHLL Risk Management Pvt Limited (ARMPL) and Surya Fertility Centre Private Limited (SFC) pursuant to Section 129 read with Rules 5 of the Companies (Accounts) Rules, 2014 is contained in Form AOC-1, which forms a part of the Annual Report.
AHHCIL, a wholly owned subsidiary of the Company recorded an income of ''6.23 million and a net profit of ''1.84 million.
2. A.B. Medical Centres Limited (ABMCL)
ABMCL, is a wholly owned subsidiary of the Company and does not have any commercial operations as it has leased out its infrastructure viz., land and building to the company for running a hospital. For the year ended 31st March, 2021, ABMCL recorded an income of ''8.04 million and a net profit of ''6.38 million.
SHEL, a wholly owned subsidiary of the company, runs a 120 bed multi speciality hospital at Kakinada. For the year ended 31st March, 2021, SHEL recorded an income of ''509.45 million and a net profit of ''115.14 million.
AHLL, is a 68.25% subsidiary of the Company engaged in the business of providing primary healthcare facilities through a network of owned/franchised clinics across India offering specialist consultations, diagnostics, preventive health checks, telemedicine facilities and 24-hour pharmacy all under one roof. For the year ended 31st March, 2021, AHLL recorded an consolidated income of ''7,062.80 million and a net loss of ''663.90 million.
WHCPL, a wholly owned subsidiary of the Company, recorded a net loss of ''10 million for the year ended 31st March 2021.
TH, is a wholly owned subsidiary of the Company registered under Section 8 of the Companies Act, 2013, which is engaged in carrying on CSR activities in the field of community/rural development.
7. apollo hospital (uk) limited (ahukl)
AHUKL, is a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
8. apollo hospitals singapore pte limited (ahspl)
AHSPL, is a wholly owned subsidiary of the Company which has invested in a venture capital fund which focuses on funding early stage healthcare technology startups in Asia.
9. imperial hospital and research centre limited
I HRCL, is a 90% subsidiary of the company which owns a 250 beds multi-specialty hospital at Bengaluru. For the year ended 31st March, 2021, IHRCL recorded an income of ''2,319.75 million and a net profit of ''83.19 million.
10. apollo home healthcare limited (ahhl)
AHHL, a 89.42% subsidiary of the Company is engaged in the business of providing high quality, personalized and professional healthcare services at the doorsteps of the patients. AHHL recorded an income of ''552.80 million and a net profit of ''16.93 million.
11. apollo nellore hospital limited (anhl)
ANHL a 80.87% subsidiary of the Company has leased out its land at Nellore to the Company. ANHL recorded an income of ''8 .17million and a net profit of ''6.44 million.
SBPL, is a 70% subsidiary of the company which is engaged in the business of bio-banking of tissues. For the year ended 31st March, 2021, SBPL recorded an income of ''31.43 million and a net profit of ''11.18 million.
13. apollo rajshree hospitals private limited (arhpl)
ARHPL, a 54.63% subsidiary of the company, runs a multi speciality hospital at Indore. For the year ended 31st March, 2021, ARHPL recorded an income of ''863.57 million and a net profit of ''83.41 million.
CVHF, a subsidiary of Apollo Hospitals International Limited is in the business of providing healthcare services. For the year ended 31st March, 2021, CVHF recorded an income of ''185.90 million and a net loss of ''72.10 million.
ABCL, a subsidiary of Apollo Speciality Hospitals Private Limited, is engaged in the business of running cradle centres. For the year ended 31st March, 2021, ABCL recorded an income of ''447.26 million and a net profit of ''57.83 million
KHPL, a subsidiary of Apollo Speciality Hospitals Private Limited is yet to commence its operations
28. surya fertility centre private limited (sfc)
SURYA, a subsidiary of Apollo Speciality Hospitals Private Limited is engaged in the business of running cradle and fertility centres. For the year ended 31st March, 2021, SFC recorded an income of ''28.70 million and a net profit of ''1.16 million
Medics International Lifesciences Limited
During the year, the Company completed the acquisition of a 1% additional stake in Medics International Lifesciences Limited ("Medics") which runs 330 bed multispeciality hospital in Lucknow. Consequently, Medics became a subsidiary of the Company with effect from the date of acquisition which was 7th January 2021.
Apollo Multi speciality Hospitals Limited - AMsHL (Formerly known as Apollo glenea-gles Hospital Limited)
The Board of Directors, in their meeting held on November 11, 2020 approved the proposal to acquire the 50% equity stake held by Gleneagles Development Pte Ltd., Singapore in AMSHL Kolkata, in which the Company held a 50% equity stake at a consideration of ''4,100 million.
The acquisition of 50% equity stake held in AMSHL, Kolkata by Gleneagles Development Pte Limited was completed on 22nd April 2021, with AMSHL becoming a 100% subsidiary of the Company.
The name of the Company was changed from Apollo Gleneagles Hospital Limited to Apollo Multi Speciality Hospitals Limited, subsequently based on approval obtained from the Ministry of Corporate Affairs with effect from 5th May 2021.
Apollo Medicals private Limited
The Scheme of Arrangement (" the Scheme") relating to the transfer of the front end portion of the retail pharmacy business ("divestment business") to Apollo Pharmacies Limited ("APL" or "Transferee Company") , a wholly owned subsidiary of Apollo Medicals Private Limited ("AMPL") for an overall cash consideration of ''5,278 million was approved by the National Company Law Tribunal vide their order dated August 3, 2020.
Pursuant to the Scheme becoming effective from 1st September, 2020, the Company invested a sum of ''365 million towards its share of equity contribution and its ownership interest in AMPL reduced to 25.50% .
Apollo Health Co Limited
The Company has acquired the entire equity stake held by the existing shareholders in Apollo Health Co Limited (AHL) on 233rd June 2021. Consequent to that, AHL became a wholly owned subsidiary to the Company.
During the year, your Company successfully completed a Qualified Institutional Placement (QIP) raising ''11,699.99 million from Qualified Institutional Buyers by issue of 4,659,498 equity shares of ''5/- each at an issue price of ''2,511/- per equity share including premium of ''2,506/- per share. The monies raised have been utilised in line with the objects to the issue mentioned in the Placement Document.
The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on corporate governance as required under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter Listing Regulations), forms an integral part of this report. The requisite certificate from M/s Lakshmmi Subramanian & Associates, Practising Company Secretaries confirming the compliance with the conditions of corporate governance is attached to the report on Corporate Governance.
Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations is presented in a separate section forming part of the Annual Report.
As stipulated under the Listing Regulations, the Business Responsibility Report describing the initiatives taken by the Company from an environmental, social and governance perspective is attached as part of the Annual Report.
sexual harassment
The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company has an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual harassment of women employees at the work place. During the year, 2 complaints were received under the policy, both of which were disposed off.
vigil mechanism/whistle blower policy
The Company has established a vigil mechanism for Directors and Employees to report their genuine concerns, the details of which are given in the Corporate Governance Report. The policy on Vigil Mechanism and Whistle Blower Policy has been posted on the website of the Company www.apollohospitals.com.
The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
fixed deposits
During the year, your company did not accept any deposits or renew existing deposits from the public. The total outstanding deposits with the Company as on 31st March 2021 were ''1.28 million (''1.90 million as on 31st March 2020) which were not claimed by the depositors.
Board Composition and Independent Directors
The Board consists of the Executive Chairman, four Executive Directors and five Independent Directors as on 31st March 2021. Independent directors are appointed for a term of five years and are not liable to retire by rotation.
All Independent Directors have given their declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (b) of the SEBI Listing Regulations.
Retirement by Rotation
Pursuant to Section 152 of the Companies Act 2013, Smt.Preetha Reddy, Director retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.
Change in Board Composition
Outgoing Director
Dr. T. Rajgopal had accepted the position of Chief Operating Officer in Breach Candy Hospital, Mumbai. As a good corporate governance practice, he had tendered his resignation from the position of Independent Director of the Company with effect from 1st April 2021 to avoid a potential conflict of interest situation in the Company.
Dr. T. Rajgopal has also confirmed that there are no material reasons for his resignation other than that specified herein above.
The Board places on record its sincere appreciation for the valuable services rendered by Dr. T. Rajgopal during his tenure.
New Director
Based on the recommendation of the Nomination and Remuneration Committee, the Board has recommended to the members that Shri. Som Mittal be appointed as an Independent Director for a term of 5 (five) consecutive years, with effect from 21st July 2021.
The Company has received declarations from Shri Som Mittal confirming that he meets the criteria of independence prescribed under the Act and the Listing Regulations.
Key Managerial Personnel
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan Akhileswaran, Chief Financial Officer and Shri.S.M. Krishnan, Vice President-Finance & Company Secretary. There has been no change in the Key Managerial Personnel during the year.
board evaluation
Pursuant to the provisions of the Companies Act, 2013 and in terms of Regulation 17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of the Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
remuneration policy
The Board has, on the recommendation of the Nomination & Remuneration Committee, approved a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.
meetings of the board
The Board met seven times during the financial year, the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
risk management
The Board of Directors had constituted a Risk Management Committee to identify elements of risk in different areas of operations and to develop a policy for actions associated to mitigate the risks. The Committee on a timely basis informed the members of the Board of Directors about risk assessment and minimization procedures and in the opinion of the Committee there was no risk that may threaten the existence of the Company. The details of the Risk Management Committee are included in the Corporate Governance Report.
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations
The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. The details of the internal control system and its terms of reference are set out in the Management Discussion and Analysis Report forming part of the Board''s Report.
The Board of Directors has laid down internal financial controls to be followed by the Company and the policies and procedures to be adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control systems periodically.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.
Pursuant to Section 134(5) of the Companies Act 2013, the Board of Directors to the best of their knowledge hereby state and confirm:
a. that in the preparation of the annual financial statements for the year ended March 31, 2021, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
b. that such accounting policies have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2021 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going concern basis;
e. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively;
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
share capital
The paid up Equity Share Capital as on March 31, 2021 was ''718.93 million.
During the year, the Company allotted 4,659,498 equity shares of ''5/- each to Qualified Institutional Buyers (QIBs) on 23rd January 2021 under Qualified Institutions Placement Scheme (QIP) at a price of ''2,511/- per share including a premium of ''2,506/- per share. Consequent to the allotment of above said shares, the equity paid up capital has been increased from ''695.63 million divided into 139,125,159 equity shares of ''5/- each to ''718.93 million divided into 143,784,657 equity shares of ''5/- each.
These shares have been listed at BSE Limited (BSE) and National Stock Exchange of India Limited, (NSE), Mumbai.
The Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. As of March 31, 2021, the details of shareholding in the Company held by the Directors are set out in the Corporate Governance Report forming part of the Board''s Report and none of the directors hold convertible instruments of the Company.
In view of the minimal number of GDRs outstanding and the low trading volume related to the GDRs, the Board of Directors of the Company at its meeting held on 12th February 2021 had resolved to terminate the GDR program. The notice of termination of the GDR program was sent to all GDR holders on 25th February 2021 by Bank of New York Mellon, Custodian of GDR informing that the GDR facility was terminated with effect from 26th March 2021. The holders can surrender their GDRs to Bank of New York Mellon, for delivery of underlying equity shares upto the period of March 31, 2022, subsequent to which Bank of New York Mellon, Custodian may attempt to sell the underlying shares and distribute the net proceeds to the respective GDR Holders. Subsequent to termination of the GDRs programme, the Luxemburg Stock Exchange will delist the GDRs.
As on March 31, 2021, the total outstanding GDRs was 126,646 representing 0.09% of the paid up share capital of the Company
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm''s length basis. During the year, the Company had not entered into any contract/arrangement/ transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions other than the transaction stated in AOC-2 in terms of Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014, which is annexed herewith as Annexure-II.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company''s website www.apollohospitals.com. Your Directors draw the attention of the members to the Notes to the financial statements which sets out related party disclosures.
None of the Directors have any pecuniary relationships or transactions vis-a-vis the Company.
particulars of employees and related disclosures
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are provided in the Annual Report, which forms part of this Report.
Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are also provided in the Annual Report, which forms part of this Report.
Having regard to the provisions of Section 136(1) read with the relevant provisions of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours. Any member interested in obtaining such information may write to the Company Secretary and the same will be furnished free of cost.
No Employee Stock Options have been granted to the employees of the Company and thus no disclosure is required.
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Rural Development, Healthcare, Education & Skill Development and Research in Healthcare.
These projects are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities for the financial year 2020-2021 is annexed herewith as "Annexure A".
The Members at the Annual General Meeting held on 20th September 2017 approved the appointment of Deloitte Haskins & Sells LLP, Chartered Accountants as statutory auditors for a period of five years commencing from the Thirty Sixth Annual General Meeting till the conclusion of the Forty First Annual General Meeting subject to ratification by the Members every year. Pursuant to amendments in Section 139 of the Companies Act, 2013, the requirements to place the matter relating to such appointment for ratification by members at every annual general meeting has been dispensed with effect from 7th May, 2018 and the appointment of Deloitte Haskins & Sells LLP, Chartered Accountants as statutory auditors is valid till the conclusion of the Forty First Annual General Meeting to be held during the year 2022.
There are no qualifications, reservation or adverse remarks made by the statutory auditors in the audit report.
Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the Directors on the recommendation of the Audit Committee, appointed M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN 102111) to audit the cost accounts of the Company for the financial year 2021-2022 on a remuneration of ''1.50 million
As required under the Companies Act, 2013, the remuneration payable to the cost auditor is required to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Member''s ratification for the remuneration payable to M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN102111) is included at Item No. 6 of the Notice convening the Annual General Meeting.
The Company has maintained cost records in accordance with the provisions of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014 in respect of healthcare services.
The Board had appointed Smt. Lakshmmi Subramanian, Senior Partner, M/s. Lakshmmi Subramanian & Associates, a firm of Company Secretaries in Practice, to conduct Secretarial Audit for the financial year 2020-2021. The Secretarial Audit Report for the financial year ended March 31, 2021 is annexed herewith as "Annexure B". The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
The Directors hereby confirm that there is no qualification, reservation or adverse remark made by the statutory auditors of the company or in the secretarial audit report by the practicing company secretary for the year ended 31st March, 2021.
Information as required to be disclosed on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure C".
A copy of the Extracts of the Annual Return of the Company as required under section 134(3)(a) of the Companies Act, 2013, in Form MGT-9, as they stood on the close of the financial year i.e. 31st March, 2021 is furnished in ANNEXURE-D and forms part of this Report.
Further, a copy of the Annual Return of the Company containing the particulars prescribed u/s 92 of the Companies Act, 2013, in Form MGT-7, as they stood on the close of the financial year i.e. 31st March, 2020 is uploaded on the website of the Company in the Investor Relations Section and can be accessed from the Company''s website www.apollohospitals.com
Mar 31, 2019
DIRECTORS' REPORT TO THE SHAREHOLDERS
Your Directors are pleased to present the THIRTY EIGHTH ANNUAL REPORT and the audited financial statements for the year ended 31st March 2019.
Financial Results (Standalone)
 |
 |
(Rs. in million) |
Particulars |
Year ended March 31. 2019 |
Year ended March 31. 2018 |
Income from Operations |
83,489 |
71,956 |
Profit before Exceptional Items and Taxation |
4,625 |
3,301 |
Profit after Exceptional Items before Tax |
4,625 |
3,301 |
Provision for Tax |
1,597 |
969 |
Profit for the Period |
3,028 |
2,332 |
Earnings Per Share (Rs.) |
21.76 |
16.76 |
Results of Operations
During the year under review, the income from operations of the Company increased to Rs.83,489 million compared to Rs.71,956 million in the previous year, registering a growth of 16%. The profit after tax for the year increased by 30% to Rs.3,028 million compared to Rs.2,332 million in the previous year.
During the year under review, the consolidated gross revenue of the Company increased to Rs.96,488 million compared to Rs.82,756 million registering an impressive growth of 17%. Net profit after minority interest for the group increased by 236% to Rs.2,001 million compared to Rs.595 million in the previous year.
Consolidated Financial Statements
In accordance with Companies Act, 2013 ("the Act") and Ind AS 110 - Consolidated Financial Statements read with Ind AS 28 - Investment in Associates and Ind AS 31 - Interests in Joint Ventures, the audited consolidated financial statements form part of the Annual Report.
In terms of provision to sub section (3) of Section 129 of the Act, the salient features of the financial statements of the Subsidiaries, Associates and Joint Venture Companies are set out in the prescribed Form AOC-1, which forms a part of the Annual Report.
In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements of the Company and audited accounts of the subsidiaries are available at the Company's website: www.apollohospitals.com. The documents will also be available for inspection during business hours at the registered office of the Company.
Material Changes affecting the Company
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report. There has been no change in the nature of business of the Company.
Scheme of Arrangement
The Board of Directors at their meeting held on November 14, 2018 have approved a Scheme of Arrangement ("the Scheme") between Apollo Hospitals Enterprise Limited ("AHEL") and Apollo Pharmacies Limited ("APL") and their respective shareholders in accordance with the provisions of Sections 230 to 232 of the Companies Act, 2013, for the transfer of the front-end retail pharmacy business ("the disposal group") carried out in the standalone pharmacy segment to APL by way of slump sale, subject to necessary approvals by stock exchanges, shareholders, National Company Law Tribunal and all other requisite regulatory authorities.
The Company received Observation Letters from National Stock Exchange of India Limited and BSE Limited conveying their no objection / no adverse observations, so as to enable the Company to file the Scheme with the Honourable National Company Law Tribunal (NCLT).
The Company has consequently filed the requisite applications with NCLT seeking direction to convene a shareholders meeting through e-voting process for obtaining their approval.
Dividend
The Board of Directors have recommended a dividend of Rs.6/- per eguity share (120% on face value of Rs.5/-per share) on the paid-up equity share capital of the company for the financial year ended 31st March 2019 amounting to Rs.1,004.69 million inclusive of tax of Rs.169.94 million, which if approved, at the forthcoming Annual General Meeting on 27th September 2019, will be paid to those shareholders whose names appear in the Register of Members as at the closing hours of business on 13th September 2019. In respect of shares held in electronic form, the dividend will be paid on the basis of beneficial ownership furnished by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed from Saturday, September 14, 2019 to Friday, September 27, 2019 (both days inclusive).
The Board approved and adopted a dividend distribution policy at its meeting held on 30th May 2017 which is annexed herewith as Annexure - I to this report and also posted on the Company's website: www.apollohospitals. com.
Subsidiaries, Associate Companies and Joint Ventures.
At the beginning of the year, your Company had eighteen direct subsidiaries and seven step down subsidiaries, three joint ventures and four associate companies. As on 31st March 2019, your Company had nineteen direct subsidiaries, ten step down subsidiaries, four joint ventures and four associate companies.
The statement containing the summarized financial position of the subsidiary companies viz., Apollo Home Healthcare (I) Ltd (AHHCIL), A.B. Medical Centres Limited (ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL), Apollo Hospitals Singapore Pte Limited (AHSPL), Apollo Health and Lifestyle Limited (AHLL), Western Hospitals Corporation Pvt Limited (WHCPL), Total Health (TH), Imperial Hospital and Research Centre Limited (IHRCL), Apollo Medicals Pvt Limited (AMPL), Apollo Home Healthcare Limited (AHHL), Apollo Nellore Hospital Limited (ANHL), Sapien BioSciences Pvt Limited (SBPL), Apollo Rajshree Hospitals Pvt Limited (ARHPL), Apollo Lavasa Health Corporation Limited (ALHCL), Assam Hospitals Limited (AHL), Apollo
Hospitals International Limited (AHIL), Future Parking Pvt Limited (FPPL), Apollo Healthcare Technology Solutions Limited (AHTSL), Apollo Sugar Clinics Limited (ASCL), Apollo Specialty Hospitals Pvt Limited (ASHPL), Alliance Dental Care Limited (ADCL), Apollo Dialysis Pvt Limited (ADPL), Apollo CVHF Limited (CVHF), Apollo Bangalore Cradle Limited (ABCL), Kshema Healthcare Pvt Limited (KHPL), AHLL Diagnostics Limited (ADL), AHLL Risk Management Pvt Limited (ARMPL) and Apollo Pharmacies Limited (APL) pursuant to Section 129 read with Rules 5 of the Companies (Accounts) Rules, 2014 is contained in Form AOC-1, which forms part of the Annual Report.
1. Apollo Home Healthcare (India) Limited (AHHCIL)
AHHCIL, a wholly owned subsidiary of the Company recorded a revenue of Rs.4.31 million, and net profit of Rs.1.45 million.
2. A.B. Medical Centres Limited (ABMCL)
ABMCL, is a wholly owned subsidiary of the Company does not have any commercial operations as it has leased out its infrastructure viz., land and building to the company for running a hospital. For the year ended 31st March, 2019, ABMCL recorded an income of Rs.7.78 million and a net profit of Rs.6.09 million.
3. Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a wholly owned subsidiary of the company, runs a 120 beds multi speciality hospital at Kakinada. For the year ended 31st March, 2019, SHEL recorded an income of Rs.381.26 million and a net profit of Rs.14.45 million.
4. Apollo Health and Lifestyle Limited (AHLL)
AHLL, is a 70.25% subsidiary of the Company engaged in the business of providing primary healthcare facilities through a network of owned/franchised clinics across India offering specialist consultations, diagnostics, preventive health checks, telemedicine facilities and 24-hour pharmacy all under one roof. For the year ended 31st March, 2019, AHLL recorded an income of Rs.5,970.46 million and a net loss of Rs.1,329.43 million.
5. Western Hospitals Corporation Private Limited (WHCPL)
WHCPL, is a wholly owned subsidiary of the Company, recorded an income of Rs.10.39 million and a net profit of Rs.3.68 million for the year ended 31st March 2019.
6. Total Health (TH)
TH, is a wholly owned subsidiary of the Company registered under Section 8 of the Companies Act, 2013, which is engaged in carrying on CSR activities in the field of community/rural development.
7. Apollo Hospital (UK) Limited (AHUKL)
AHUKL, is a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
8. Apollo Hospitals Singapore Pte Limited (AHSPL)
AHSPL, is a wholly owned subsidiary of the Company and during the year, invested in a venture capital fund which focuses on funding early stage healthcare technology start ups in Asia.
9. Apollo Medicals Private Limited (AMPL)
AMPL, is a wholly owned subsidiary of the Company and yet to commence its operations.
10. Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, is a 90% subsidiary of the company owns a 290 beds multi-specialty hospital at Bengaluru. For the year ended 31st March, 2019, IHRCL recorded an income of Rs.2,495.89 million and a net profit of Rs.332.30 million.
11. Apollo Home Healthcare Limited (AHHL)
AHHL, a 58.12% subsidiary of the Company is engaged in the business of providing high quality, personalized and professional healthcare services at the doorsteps of the patients. AHHL recorded an income of Rs.359.73 million and a net loss of Rs.65.48 million.
12. Apollo Nellore Hospital Limited (ANHL)
ANHL a 79.44% subsidiary of the Company has leased out its land at Nellore to the Company. ANHL recorded an income of Rs.8.17 million and a net profit of Rs.6.27 million.
13. Sapien Biosciences Private Limited (SBPL)
SBPL, is a 70% subsidiary of the company which is engaged in the business of bio-banking of tissues. For the year ended 31st March, 2019, SBPL recorded an income of Rs.24.08 million and a net profit of Rs.0.89 million.
14. Apollo Rajshree Hospitals Private Limited (ARHPL)
ARHPL, a 54.63% subsidiary of the company, runs a multi speciality hospital at Indore. For the year ended 31st March, 2019, ARHPL recorded an income of Rs.670.79 million and a net loss of Rs.0.64 million.
15. Apollo Lavasa Health Corporation Limited (ALHCL)
ALHCL, a 51% subsidiary of the company, runs a hospital at Lavasa. For the year ended 31st March, 2019, ALHCL recorded an income of Rs.6.05 million and a net loss of Rs.38.17 million.
16. Assam Hospitals Limited (AHL)
AHL, a 62.32% subsidiary of the company, runs a multi speciality hospital at Guwahati. For the year ended 31st March, 2019, AHL recorded an income of Rs.1,453.42 million and a net profit of Rs.145.32 million.
17. Apollo Hospitals International Limited (AHIL)
AHIL, a 50% subsidiary of the company, runs a multi speciality hospital at Ahmedabad. For the year ended 31st March, 2019, AHIL recorded an income of Rs.1,926.99 million and a net profit of Rs.44.12 million.
18. Future Parking Private Limited (FPPL)
FPPL, a subsidiary of the company, has been promoted for the development of a Multi level Car parking facility at Wallace Garden, Nungambakkam, Chennai. FPPL recorded an income of Rs.43.46 million and a net loss of Rs.24.50 million.
19. Apollo Healthcare Technology Solutions Limited (AHTSL)
AHTSL a subsidiary of the Company is yet to commence its operations.
20. Apollo Speciality Hospitals Private Limited (ASHPL)
ASHPL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running day surgery centres. For the year ended 31st March, 2019, ASHPL recorded an income of Rs. 3,119.41 million and a net loss of Rs.656.39 million.
21. Apollo Sugar Clinics Limited (ASCL)
ASCL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running diabetes management centres. For the year ended 31st March, 2019, ASCL recorded an income of Rs.270.97 million and a net loss of Rs.19.94 million.
22. Alliance Dental Care Limited (ADCL)
ADCL, a subsidiary of Apollo Health and Lifestyle Limited recorded an income of Rs. 317.45 million and a net loss of Rs.98.68 million for the year ended 31st March 2019.
23. Apollo Dialysis Private Limited (ADPL)
ADPL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dialysis centers. For the year ended 31st March 2019, ADPL recorded a revenue of Rs. 136.64 million and a net loss of Rs. 24.59 million.
24. AHLL Diagnostics Limited (ADL)
ADL, a subsidiary of Apollo Health and Lifestyle Limited is yet to commence its operations.
25. AHLL Risk Management Private Limited (ARML)
ARML, a subsidiary of Apollo Health and Lifestyle Limited is yet to commence its operations.
26. Apollo CVHF Limited (CVHF)
CVHF, a subsidiary of Apollo Hospitals International Limited is in the business of providing healthcare services and is yet to commence its operations.
27. Apollo Bangalore Cradle Limited (ABCL)
ABCL, a subsidiary of Apollo Speciality Hospitals Private Limited, is engaged in the business of running Cradle centres. For the year ended 31st March, 2019, ABCL recorded an income of Rs.322.40 million and a net loss of Rs. 0.06 million.
28. Kshema Healthcare Private Limited (KHPL)
KHPL, a subsidiary of Apollo Speciality Hospitals Private Limited is yet to commence its operations.
29. Apollo Pharmacies Limited (APL)
APL, a subsidiary of Apollo Medicals Private Limited is yet to commence its operations.
Corporate Governance
The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on corporate governance as required under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter Listing Regulations), forms an integral part of this report. The requisite certificate from the Auditors of the Company confirming the compliance with the conditions of corporate governance is attached to the report on Corporate Governance.
Management Discussion and Analysis Report
Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations is presented in a separate section forming part of the Annual Report.
Business Responsibility Report
As stipulated under the Listing Regulations, the Business Responsibility Report describing the initiatives taken by the Company from an environmental, social and governance perspective is attached as part of the Annual Report.
Sexual Harassment
The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company has an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual harassment of women employees at the work place. During the year 6 complaints were received under the policy, all of which were disposed off.
Vigil Mechanism/Whistle Blower Policy
The Company has established a vigil mechanism for Directors and Employees to report their genuine concerns, the details of which are given in the Corporate Governance Report. The policy on Vigil Mechanism and Whistle Blower Policy has been posted on the website of the Company www.apollohospitals.com.
Particulars of Loans, Guarantees and Investments
The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
Fixed Deposits
During the year, your company did not accept any deposits or renew existing deposits from the public. The total outstanding deposits with the Company as on 31st March 2019 were Rs.13.42 million (Rs.94.77 million as on 31st March 2018) which were not claimed by the depositors.
Directors and other Key Managerial Personnel (KMPs) Board Composition and Independent Directors
The Board consists of the Executive Chairman, four Executive Directors and five Independent Directors. Independent directors are appointed for a term of five years and are not liable to retire by rotation.
All Independent Directors have given their declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (b) of the SEBI Listing Regulations.
Retirement by Rotation
Pursuant to Section 152 of the Companies Act 2013, Smt.Shobana Kamineni, Director retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.
Outgoing Directors
Shri. BVR Mohan Reddy and Shri. Sanjay Nayar, citing existing professional commitments, have resigned from the Board with effect from 20th August 2018 and 9th February 2019 respectively.
As per the recent amendments to the SEBI LODR Regulations, one eligibility criteria that needs to be ensured for a director to continue being treated as an Independent Director is to avoid a "board inter-lock situation" which could arise in a case where there are common non-independent directors on the boards of two listed entities (i.e. a director of a listed company is also on the board of another listed entity in which another non-independent director of the first listed entity is an independent director).
Shri Deepak Vaidya, while being an Independent Director on the Board, was also a non-executive director on the Board of Strides Pharma Sciences Ltd. Smt. Sangita Reddy, Joint Managing Director also serves as an Independent Director on the board of Strides Pharma Sciences Ltd.
Keeping in view the above regulation, Shri. Deepak Vaidya would not have been deemed to be an Independent Director with effect from 1st October 2018 and accordingly, tendered his resignation from the Board as an Independent Director with effect from 5th September 2018.
Pursuant to the provisions of the Companies Act, 2013 ("Act"), the shareholders at the 33rd AGM of the Company held on 25th August 2014 appointed Shri. N. Vaghul and Shri. G. Venkatraman as Independent Non-Executive Directors to hold office for five consecutive years for a term up to 31st March 2019. Though the Companies Act permits for their appointment for a second term of five years, Shri. N. Vaghul and Shri. G. Venkatraman conveyed their intention not to seek re-appointment as Independent Directors of the Company. Accordingly, Shri.N. Vaghul and Shri. G. Venkatraman ceased to be Directors of the Company with effect from 1st April 2019.
The Board places on record its sincere appreciation for the valuable services rendered by the individual Directors during their tenure.
New Directors
Based on the recommendation of the Nomination and Remuneration Committee, the Board has recommended to the members that Dr. Murali Doraiswamy, Smt.V. Kavitha Dutt and Shri. MBN Rao be appointed as Independent Directors for a term of 5 (five) consecutive years, with effect from their respective dates of appointment viz., 27th September 2018, 9th February 2019 and 9th February 2019 respectively.
The Company has received declarations from Dr. Murali Doraiswamy, Smt. V. Kavitha Dutt and Shri MBN Rao confirming that they meet the criteria of independence prescribed under the Act and the Listing Regulations.
Re-appointment of Independent Director
Pursuant to the provisions of the Companies Act, 2013 ("Act"), the shareholders at the 33rd AGM of the Company held on 25th August 2014 appointed Shri. Vinayak Chatterjee as an Independent Non-Executive Director to hold office for five consecutive years for a term up to 31st March 2019. Shri. Vinayak Chatterjee is eligible for re-appointment as an Independent Non Executive Director for a second term of five consecutive years. Pursuant to the provisions of the Act and based on the recommendation of the Nomination and Remuneration Committee, the Board recommends for the approval of the Members through a Special Resolution at the 38th AGM of the Company, the re-appointment of Shri. Vinayak Chatterjee as an Independent Non-Executive Director for a second term of five consecutive years for a term up to 31st March 2024.
Key Managerial Personnel
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan Akhileswaran, Chief Financial Officer and Shri.S.M. Krishnan, Vice President-Finance & Company Secretary. There has been no change in the Key Managerial Personnel during the year.
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and in terms of Regulation 17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of the Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration Committee, approved a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.
Meetings of the Board
The Board met seven times during the financial year, the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
Risk Management
The Board of Directors had constituted a Risk Management Committee to identify elements of risk in different areas of operations and to develop a policy for actions associated to mitigate the risks. The Committee on a timely basis informed the members of the Board of Directors about risk assessment and minimization procedures and in the opinion of the Committee there was no risk that may threaten the existence of the Company. The details of the Risk Management Committee are included in the Corporate Governance Report.
Internal Financial Controls and their Adequacy
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations.
The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. The details of the internal control system and its terms of reference are set out in the Management Discussion and Analysis Report forming part of the Board's Report.
The Board of Directors has laid down internal financial controls to be followed by the Company and the policies and procedures to be adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control systems periodically.
Significant and Material Orders passed by the Regulators or Courts
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.
Directors' Responsibility Statement
Pursuant to Section 134(5) of the Companies Act 2013, the Board of Directors to the best of their knowledge hereby state and confirm:
a. that in the preparation of the annual financial statements for the year ended March 31, 2019, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
b. that such accounting policies have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2019 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going concern basis;
e. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively;
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
Share Capital
The paid up Equity Share Capital as on March 31, 2019 was Rs.695.63 million. During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. As of March 31, 2019, the details of shareholding in the Company held by the Directors are set out in the Corporate Governance Report forming part of the Board's Report and none of the directors hold convertible instruments of the Company.
Contracts and Arrangements with Related Parties
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm's length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company's website www.apollohospitals.com. Your Directors draw the attention of the members to the Notes to the financial statements which sets out related party disclosures.
None of the Directors have any pecuniary relationships or transactions vis-a-vis the Company.
Particulars of Employees and related disclosures
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are provided in the Annual Report, which forms part of this Report.
Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(l) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are also provided in the Annual Report, which forms part of this Report.
Having regard to the provisions of Section 136(l) read with the relevant provisions of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours. Any member interested in obtaining such information may write to the Company Secretary and the same will be furnished free of cost.
Employee Stock Options
No Employee Stock Options have been granted to the employees of the Company and thus no disclosure is required.
Corporate Social Responsibility Initiatives
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Rural Development, Healthcare, Education & Skill Development and Research in Healthcare.
These projects are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities for the financial year 2018-2019 is annexed herewith as "Annexure A".
Statutory Auditors
The Members at the Annual General Meeting held on 20th September 2017 approved the appointment of Deloitte Haskins & Sells LLP, Chartered Accountants as statutory auditors for a period of five years commencing from the Thirty Sixth Annual General Meeting till the conclusion of the Forty First Annual General Meeting subject to ratification by the Members every year. Pursuant to amendments in Section 139 of the Companies Act, 2013, the requirements to place the matter relating to such appointment for ratification by members at every annual general meeting has been dispensed with effect from 7th May, 2018 and the appointment of Deloitte Haskins & Sells LLP, Chartered Accountants as statutory auditors is valid till the conclusion of the Forty First Annual General Meeting to be held during the year 2022.
There are no qualifications, reservation or adverse remarks made by the statutory auditors in the audit report.
Cost Auditors
Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the Directors on the recommendation of the Audit Committee, appointed M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN 102111) to audit the cost accounts of the Company for the financial year 2019-2020 on a remuneration of Rs.1.50 million.
As required under the Companies Act, 2013, the remuneration payable to the cost auditor is required to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Member's ratification for the remuneration payable to M/s. A.N. Raman & Associates, Cost Accountants, Chennai (FRN102111) is included at Item No. 14 of the Notice convening the Annual General Meeting.
The Company has maintained cost records in accordance with the provisions of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014 in respect of healthcare services.
Secretarial Auditors
The Board had appointed Smt. Lakshmmi Subramanian, Senior Partner, M/s. Lakshmmi Subramanian & Associates, a firm of Company Secretaries in Practice, to conduct Secretarial Audit for the financial year 2018-2019. The Secretarial Audit Report for the financial year ended March 31, 2019 is annexed herewith as "Annexure B". The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
Statutory Auditors and Secretarial Auditors Report
The Directors hereby confirm that there is no qualification, reservation or adverse remark made by the statutory auditors of the company or in the secretarial audit report by the practicing company secretary for the year ended 31st March, 2019.
Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo.
Information as required to be disclosed on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure C".
Extract of Annual Return
The details forming part of the extract of the Annual Return in Form MGT-9 is annexed herewith as "Annexure D".
Acknowledgement
Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, towards the continued growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company for their continued support.
 |
For and on behalf of the Board of Directors |
Place : Chennai |
Dr. Prathap C Reddy |
Date : May 30, 2019 |
Executive Chairman |
ANNEXURE I
DIVIDEND DISTRIBUTION POLICY
Background
This policy is being adopted and published in compliance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2016.
SEBI vide its notification dated July 8, 2016 introduced a new regulation 43A which prescribed that the top five hundred listed entities based on market capitalization (calculated as on March 31 of every financial year) shall formulate a dividend distribution policy which shall be disclosed in their annual reports and on their websites.
The regulation further prescribes that, the dividend distribution policy shall include the following parameters:
a. the circumstances under which the shareholders of the listed entities may or may not expect dividend;
b. the financial parameters that shall be considered while declaring dividend;
c. internal and external factors that shall be considered for declaration of dividend;
d. policy as to how the retained earnings shall be utilized; and
e. parameters that shall be adopted with regard to various classes of shares.
Provided that if the listed entity proposes to declare dividend on the basis of parameters in addition to clauses (a) to (e) or proposes to change such additional parameters or the dividend distribution policy contained in any of the parameters, it shall disclose such changes along with the rationale for the same in its annual report and on its website.
Objective
Apollo Hospitals Enterprise Limited (the "Company") has always strived to enhance stakeholder value. The Company believes that returning cash to shareholders is an important component of overall value creation.
Parameters/Factors considered by the Company while declaring dividend
The Board of Directors of the Company shall consider the following parameters before declaring or recommending dividend to the shareholders:
A) Financial Parameters / Internal Factors
(a) Financial performance including profits earned (standalone), available distributable reserves etc;
(b) Cash Balance and Cash Flow;
(c) Current and future capital requirements such as
- Business Expansion/Modernisation
- Mergers and Acquisitions
- Additional Investment in JVs/Subsidiaries/Associates
(d) Fund requirement for contingencies and unforeseen events with financial implications;
(e) Past Dividend trend including Interim dividend paid, if any; and
(f) Any other factor as deemed fit by the Board.
B) External Factors
(a) Macro-economic conditions
(b) Financing costs
(c) Government Regulations
(d) Taxation
After meeting internal cash requirements and maintaining a reasonable cash balance towards any strategic investments, the Company will endeavour to return the rest of the free cash generated to shareholders through regular dividends.
Circumstances under which the shareholders of the Company may or may not expect dividend
There may be certain circumstances under which the shareholders of the Company may not expect dividends, including the following
(a) Adverse market conditions and business uncertainty;
(b) Inadequacy of profits earned during the financial year;
(c) Inadequacy of cash balance;
(d) Substantial forthcoming capital requirements which are best funded through internal accruals;
(e) Changing government regulations etc.
Even under such circumstances, the Board may at its discretion, and subject to applicable rules, choose to recommend a dividend out of the Company's free reserves.
Utilisation of Retained Earnings
Growth : The Company will utilise its retained earnings for the growth of the Company. The Company can consider venturing into new markets/geographies/verticals.
Research and Development: The Company will utilise its retained earnings for research and development of new products in order to increase market share
Capital Expenditure : The Company will utilise its retained earnings for capital expenditure by way of physical and technology infrastructure etc.
Mergers and Acquisitions : The Company will utilise its retained earnings for mergers and acquisitions, as it may deem necessary from time to time
Multiple classes of shares
Currently, the Company has only one class of shares. In future, if the Company issues multiple classes of shares, the parameters of the dividend distribution policy will be appropriately addressed.
Policy Review
The Board of Directors may review this policy periodically, by taking into account the national and global economic conditions, Company's growth and investment plans and financial position etc., and in accordance with any regulatory amendments.
Website
The Policy has been posted on the website of the Company www.apollohospitals.com.
 |
For and on behalf of the Board of Directors |
Place : Chennai |
Dr. Prathap C Reddy |
Date : May 30, 2019 |
Executive Chairman |
Report on Corporate Social Responsibility (CSR) activities for the financial year 2018 - 2019
1. |
A brief outline of the Company's CSR policy, including overview of projects or programmes proposed to be undertaken and a reference to the web-Link to the CSR policy and projects or programmes |
Your Company has undertaken CSR activities during the year to create a meaningful and lasting impact on the communities in remote areas by helping them transcend barriers of socio-economic development. Your company wishes to extend comprehensive integrated healthcare services to the community. Your company is also committed to developing the skills of the youth through high quality education and research in healthcare services. Your company continues to focus on CSR activities under the following broad segments : |
 |
 |
1. Rural Development |
 |
 |
2. Healthcare |
 |
 |
3. Education and Skill Development |
 |
 |
4. Research in Healthcare |
 |
 |
The CSR Policy can be assessed on the company's website. Weblink:https://www.apollohospitals.com/apollo_pdf/csr-policy.pdf |
2. |
Composition of the CSR Committee |
⢠Dr. Prathap C Reddy, Chairman |
 |
 |
⢠Smt. Preetha Reddy |
 |
 |
⢠Smt. Sangita Reddy |
 |
 |
â¢Shri. MBN Rao and |
 |
 |
⢠Dr. Murali Doraiswamy |
3. |
Average net profit of the Company for the last three financial years |
Rs.3,848.84 million |
4. |
Prescribed CSR Expenditure (two percent of the amount as in item 3 above) |
Rs.76.98 million |
5. |
Details of CSR spent for the financial year |
2018-2019 |
 |
Total Amount to be spent for the financial year 2018-19 |
Rs.76.98 million |
6. |
Total Amount spent during the year |
Rs.83.75 million |
 |
Amount unspent, if any |
Nil |
7. |
Manner in which the amount was spent during the financial year is detailed below |
The Company undertook CSR activities in line with the CSR policy approved by the Board of Directors focussing on the following themes.
1. Rural Development.
2. Healthcare encompassing free health screening camps.
3. Education and Skill Development.
4. Research in Healthcare.
Manner in which the amount was spent during the financial year is detailed below:
SI No. |
CSR Project or activity identified |
Sector in which the project is covered |
Projects or Programs (1) Local area or other (2) Specify the State and district where Projects or Programs were undertaken |
Amount of Outlay (Budget) project or program wise Rs. in million |
Amount spent on the project or programs Rs. in million. |
Cumulative Expenditure upto the reporting period Rs. in million |
Amount spent directly or through implementing agency |
1. |
Providing safe drinking water Extension of Sanitation facilities, Setting up of Nutrition Centres, Vocational Training Centres facilitating skill development Training Mobile Medical Units -primary and preventive healthcare including diagnostics, Promotion and revival of rural sports |
Rural Development |
Andhra Pradesh, Chittoor District, Aragonda |
102.42 |
20.00 |
102.42 |
Implementing Agency: Total Health |
2. |
Health Check-ups -Free Medicines and |
Promoting healthcare |
Free medical Clinics at: |
133.00 |
19.26 |
133.00 |
Direct |
 |
Medical Check-ups for poor people Health Care activities, Health awareness camps for primary and preventive Healthcare including diagnostics |
including preventive care |
1.Tirumala Tirupathi Devasthanam (TTD), Tirupathi, Andhra Pradesh. 2. Koyambedu Bus Stand, Chennai 3. Research Centre at Tambaram, Chennai 4. Rural Community Centre, Ayanambakkam, Chennai. |
 |
 |
 |
 |
 |
 |
 |
5. Medical Camps at Sabarimala, Pamba, Pathanamthitta District, Kerala. |
 |
 |
 |
 |
3. |
Free Medicines to Geriatric Centers |
Promoting healthcare including preventive care |
Tamil Nadu |
56.94 |
15.00 |
56.94 |
Implementing Agency: Direct |
4. |
Free Medical Treatments to the employees of World Wild Life Fund for Nature India; WWF is focusing on conservation of species through field level activities in 10 landscapes in India as well as through direct interventions aimed at conserving a particular species |
Promoting healthcare including preventive care |
Pan India |
12.77 |
5.00 |
12.77 |
Implementing Agency: Apollo Hospitals Charitable Trust registered under the Indian Trust Act. |
5. |
Free Medicines |
Promoting healthcare including preventive care |
Delhi |
9.46 |
2.35 |
9.46 |
Implementing Agency: Billion Heart's Beating Foundation registered under the Trust Act. |
 |
 |
 |
Tamil Nadu Chennai |
29.90 |
7.00 |
29.90 |
Implementing Agency: Apollo Hospitals Educational and Research Foundation |
6. |
Research |
Research |
PAN India |
6.73 |
1.34 |
6.73 |
Implementing Agency: Harvard Global Research Support Centre India Harvard T.H. Chan School of Public Health India Research Centre |
7. |
Donation to Tamil Nadu Chief Minister Relief Fund |
Disaster Management |
Tamil Nadu |
10.00 |
10.00 |
10.00 |
Implementing Agency: Government of Tamil Nadu |
 |
 |
 |
 |
4.50 |
3.50 |
4.50 |
Implementing Agency: MRT No.1 Charitable Trust |
8. |
Education and other related Initiatives |
Promoting Education & Healthcare to under privileged children |
 |
0.30 |
0.30 |
0.30 |
United Way of Chennai |
 |
Total |
 |
 |
366.02 |
83.75 |
366.02 |
 |
Â
Â
Responsibility Statement by the Corporate Social Responsibility Committee:
The implementation and monitoring of the CSR Policy, is in compliance with the CSR objectives and policy of the Company.
Sd/- |
sd/- |
Dr. Prathap C Reddy |
Suneeta Reddy |
Chairman, CSR Committee |
Managing Director |
Place : Chennai |
 |
Date : 30th May 2019 |
 |
ANNEXURE D
DIRECTOR REPORT SECRETARIAL DIRECTOR REPORT for the financial year ended 31st March 2019
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To
The Members
Apollo Hospitals Enterprise Limited
No. 19 Bishop Gardens,
Raja Annamalaipuram
Chennai - 600 028
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Apollo Hospitals Enterprise Limited (hereinafter called the Company). Secretarial audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion thereon.
Based on our verification of the Company's books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on 31st March, 2019, complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have also examined the following with respect to the new amendment issued vide SEBI Circular number CIR/ CFD/CMD1/27/2019 dated 8th February, 2019 (Regulation 24A of SEBI(LODR)).
(a) all the documents and records made available to us and explanations provided by Apollo Hospitals Enterprise Limited ("the Listed Entity"),
(b) the filings/submissions made by the listed entity to the Stock Exchanges,
(c) website of the listed entity,
(d) books, papers, minute books, forms and returns filed with the Ministry of Corporate Affairs and other records maintained by Apollo Hospitals Enterprise Limited ("the Company") for the financial year ended on 31st March, 2019 according to the provisions as applicable to the Company during the period of audit and subject to the reporting made hereinafter and in respect of all statutory provisions listed hereunder:
i. The Companies Act, 2013 (the Act) and the Rules made there under;
ii. The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the Rules made there under;
iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
iv. Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct Investment and External Commercial Borrowings;
v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act'):-
(a) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended;
(b) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(c) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 as amended; We hereby report that
a. The Listed Entity has complied with the provisions of the above Regulations and circulars/guidelines issued thereunder.
b. The Listed Entity has maintained proper records under the provisions of the above Regulations and circulars/ guidelines issued thereunder in so far as it appears from our examination of those records.
c. There were no actions taken against the listed entity/its promoters/directors/material subsidiaries either by SEBI or by Stock Exchanges (including under the Standard Operation Procedures issued by SEBI through various circulars) under the aforesaid Acts/Regulations and circulars/guidelines issued thereunder.
We have also examined the compliance with the applicable clauses of the following:
(i) The Listing Agreements entered into by the Company with the Stock Exchanges, where the Securities of the Company are listed and the uniform listing agreement with the said stock exchanges pursuant to the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
(ii) Secretarial Standards with respect to Meetings of Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India.
In our opinion and as identified and informed by the Management, the Company has adequate systems to monitor and ensure compliance (including the process of renewal/fresh/pending applications with Government Authorities), the following laws are specifically applicable to the Company.
1 Atomic Energy Act, 1962
2 Birth and Death and Marriage Registrations Act, 1886
3 The Air (Prevention and Control of Pollution), Act, 1981
4 The Water (Prevention and Control of Pollution), Act, 1981
5 Gas Cylinder Rules, 2016
6 The Dentists Act, 1948
7 Drugs and Cosmetics Act, 1940 and Rules made thereunder
8 Drugs and Magic Remedies (Objectionable Advertisements) Act, 1954 and Rules made thereunder
9 Drugs and Magical Remedies Rules, 1955
10 Epidemic Diseases Act, 1897
11 Ethical guidelines for Biomedical Research on Human Subjects
12 Excise Permit (For Storage of Spirit) under Central Excise Act, 1956
13 Infant Milk Substitute, Feeding Bottles and Infant Foods (Regulation of Production, Supply and Distribution) Act, 1992 and Rules made thereunder
14 State Lift and Escalators Act
15 Legal Metrology Act, 2009
16 Legal Metrology Rules, 2011
17 Medical Termination of Pregnancy Act, 1971
18 Indian Boilers Act, 1923
19 Petroleum Act, 1934
20 NACO Guidelines
21 Mental Healthcare Act, 2017, State Rules, 2018
22 Narcotic Drugs and Psychotropic Substances Act, 1985
23 Hazardous Waste and other Wastes (Management and Transboundary Movement), Rules, 2016
24 Pharmacy Act, 2015
25 Food Safety and Standards Act, 2006 and Rules made thereunder
26 Poisons Rules (State specific)
27 Pre-Conception and Pre-Natal Diagnostic Techniques Act, 1994
28 Prevention of Illicit Traffic in Narcotics Drugs Act, 1988
29 Prohibition of Smoking Act, 2008
30 The Static and Mobile Pressure vessels (Unfired) (Amendment), Rules, 2018
31 The Bio Medical Waste (Management and Handling) (Amendment), Rules, 2018
32 Transplantation of Human Organs and Tissues Act, 1994 and Rules made thereunder
33 Clinical Establishments and Registration Act, 2010.
It is reported that during the period under review, the Company has been regular in complying with the provisions of the Acts, Rules, Regulations and Guidelines, as mentioned above.
We further report that there were no actions/events in the pursuance of
1. The Securities and Exchange Board of India (Share Based employee Benefits) Regulations, 2014 and the Employees Stock Option Scheme, 2007 approved under the provisions of the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999;
2. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009
3. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998
4. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
5. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; requiring compliance thereof by the Company during the Financial Year under review.
We further report that, based on the information provided by the Company, its officers and authorized representatives during the conduct of the audit, and also on the review of quarterly compliance reports by respective department heads/Company Secretary taken on record by the Board of Directors of the Company, in our opinion, adequate systems and control mechanism exist in the Company to monitor and ensure compliance with other applicable general laws including Human Resources and Labour laws.
We further report that the compliance by the Company of applicable financial laws, like direct and indirect tax laws, has not been reviewed in this Audit since the same have been subject to review by the Statutory financial auditor and other designated professionals.
We further report that
The company is well constituted with a proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were delivered and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meetings.
All decisions at Board Meetings and Committee Meetings are carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committees of the Board, as the case may be.
We further report that during the audit period no events have occurred, which have a major bearing on the Company's affairs, except the following:
1. During the year under review, the Company had entered into a Scheme of Arrangement with Apollo Pharmacies Limited whereby the front end retail pharmacy division of the Company would be demerged and transferred to Apollo Pharmacies Limited. The Company is awaiting In-Principle Approval from the Stock Exchanges.
2. During the year, the Company has invested in equity shares of M/s. Medics International Life Sciences Limited, Lucknow, up to the extent of 50%, consequent to which the said Company became an Associate Company to Apollo Hospitals Enterprise Limited.
3. Two of the Company's Independent Directors, Shri. N. Vaghul and Shri. G. Venkatraman have not opted for re-appointment and hence were not appointed for a further term.
4. The Company has incorporated a Wholly Owned Subsidiary namely M/s. Apollo Medicals Private Limited during the year.
5. The Company has inaugurated the Apollo Proton Therapy Centre on 21st January, 2019.
6. The Company has transferred dividend unclaimed on 23,470 shares of Rs.5/- each to the Investor Education and Protection Fund (IEPF) Account under Section 125 of the Companies Act, 2013 pertaining to the year 2010-2011.
7. The Company has, during the year, transferred to IEPF the unclaimed dividends, amounting to Rs.3.66 Million. Further, 23,470 shares of the Company in respect of which dividend has not been claimed for 7 consecutive years or more, have also been transferred to the demat account of the IEPF Authority.
 |
For LAKSHMMI SUBRAMANIAN & ASSOCIATES |
 |
Sd/- |
 |
Lakshmmi Subramanian |
 |
Senior Partner |
Place : Chennai |
FCS No. 3534 |
Date : 28.05.2019 |
C. P. No. 1087 |
ANNEXURE
To
The Members
Apollo Hospitals Enterprise Limited
No. 19 Bishop Gardens,
Raja Annamalaipuram, Chennai - 600 028
1. Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on the random test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of the management. Our examination was limited to the verification of procedures on a random test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.
 |
For LAKSHMMI SUBRAMANIAN & ASSOCIATES |
 |
sd/- |
 |
Lakshmmi Subramanian |
 |
Senior Partner |
Place : Chennai |
FCS No. 3534 |
Date : 28.05.2019 |
C. P. No. 1087 |
ANNEXURE - C TO THE DIRECTORS' REPORT
Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo
Conservation of Energy
The operations of the Company are not energy-intensive. However, significant measures are being taken to reduce the energy consumption by using energy-efficient equipment.
Your Company constantly evaluates and invests in new technology to make its infrastructure more energy efficient. The following energy saving measures were adopted during the year 2018-2019.
Phasing out of CFL lamps to LED lightsâNavi Mumbai achieved a savings of Rs.2.29 million. Procurement of electricity from alternative source.
Bio Gas from food waste achieved a savings of Rs.0.20 million per year for Apollo Hospitals Madurai, Trichy, Karaikudi and Karur.
Wind Power Generators achieved a savings of Rs.9.80 million per year for Apollo Hospitals Madurai, Trichy, Karaikudi and Karur.
Wind Power Generators achieved a savings of Rs.1.93 million per year for Apollo Hospital Navi Mumbai.
Optimization of fuel consumption in boiler operations.
Introduction of timer based operation of Air handling Units to reduce power, consumption.
Introducing of micro processing energy saver for AHU Motors.
Energy optimization practices implemented in Transformer operation.
VFD installation for AHU motor in a phased manner.
All Lifts and OT AHUs are operated with VFD panels.
Introduced timer control for AHU motors to reduce running hours.
Phasing out of split air conditioner units with chilled water FCU to reduce the power consumption and capital cost.
Using pre heated water for boilers as primary feed from solar energy, thus resulting in fuel savings of 4 litres per hour.
PPA for buying power which has been produced through solar energy. Installing of occupational sensors in OPD consultant's rooms. Introduction of motion sensors for lighting automation. Introduction of heat pie in AHUs thus saving in energy.
As energy costs comprise a very small portion of your Company's total expenses, the financial implications of these measures are not material.
Technology Absorption
Over the years, your Company has brought into the country the best that the world has to offer in terms of technology. In its continuous endeavour to serve the patients better and to bring healthcare of international standards, your Company has introduced the latest technology in its hospitals.
1) Tomotherapy system : In order to augment the multiple radiotherapy technologies available in the Apollo Group, the latest generation Tomotherapy system- Radixact has been installed at the Apollo Proton Center, Chennai. This system comes with higher dose rate for better efficiency, higher gantry rotation for quicker imaging and a treatment delivery console for easier navigation through patient treatment. Tomotherapy uses daily CT imaging to guide treatment based on patient anatomy for that day, customizes radiation delivery for each patient with highly precise radiation from all angles, minimizes radiation exposure to healthy tissues and adapts the treatment plan if necessary at any time. The integrated precision treatment planning system provides a complete solution for image fusion, contouring, plan comparison and review for different treatment modes. The unique feature of Tomotherapy is the helical treatment delivery and seamless integration of image-guided and intensity modulated radiation therapy. Side effects are often minimized since less radiation reaches healthy tissues and organs.
2) Digital Pathology system : In keeping with the latest trends in digital technology, the US FDA approved Philips Digital pathology solution has been ordered for Apollo Group Hospitals. The System has been installed in Apollo Hospitals Hyderabad, Chennai and in other hospital units in phases. In this emerging technology, glass slides containing specimen samples are converted into digital images for easy viewing, analysis, storage, and management of the collected data. This is enabled in part by virtual microscopy, a technology that enables successful image posting and transmission over a connected network. The data-rich image forms the base for maintenance of electronic health records of the patient population and compiles the distributed information to build a central database. Digitization of tissue slides offers pathologists ease of diagnosis and detection of disease. Further, digitized tissue can be analyzed by computer algorithms. This results in less human error and high efficiency.
The time required for the diagnostic procedures is also significantly reduced. Minimum chances of error in observation and interpretation makes it the most sought after technology in the pathological segment. Apart from this, the digitized tissue can also be stored and further used for educational purposes.
3) Digital PET/CT scanner : Apollo has installed the first Digital PET/CT system in the Group for the Proton Center at Chennai. This system has the highest sensitivity reducing the scan time and injected dose to the patient resulting in faster throughput and reduced radiation exposure to patient and lower cost of radioisotope. This system has the fastest time-of-flight for better contrast and signal to noise ratio. The automated self calibration feature does not require an external radioactive source and ensures consistent quantitative accuracy. The system comes with unique flow motion feature for whole body dynamic imaging with continuous bed motion.
4) MRI System, 3.0 T : The new Philips Ingenia Elition X 3.0T MRI system with new high-end performance gradient and RF design, combined with innovative imaging solutions helps achieve new levels of precision in anatomical and functional clinical imaging. The Unique Philips Compressed SENSE acceleration technique allows to speed up the entire MRI examination by up to 50%. The new Vital Screen offers guidance and insights on the details of the current patient study. This 12-inch interactive touchscreen provides information on exam duration, patient positioning, physiology signal captors (EEG) and breath hold guidance. Smart Exam supports reproducible planning results for over 80% of procedures. It uses adaptive intelligent software that automatically plans scanning geometries based on validated scanning preferences. 3D APT (Amide Proton Transfer) is a unique, contrast-free, brain MR imaging method that addresses the need for more confident diagnosis in neuro oncology. Ingenia Elition X Vega HP gradients deliver up to 23% higher temporal resolution in MRI studies as well as 30% shorter TR in diffusion imaging for excellent functional imaging at 3.0T. An MR experience that enhances comfort and reduces the likelihood of rescans. With up to 80% acoustic noise reduction, voice guidance, immersive in- bore visuals and a comfortable table, patients are made to feel at ease, resulting in smoother, faster exams.
AutoVoice is a fully integrated and automated solution that guides patients through the MR examination. It indicates scan duration, announces table movements and offers breathhold guidance, helping to enhance patient comfort. The unique Ambient Experience lets patients define in-bore lighting, sounds and visuals. "Xtend" design provides the largest FOV of 55 cms in the Industry with imaging from eyes to thighs in as few as two stations .
5) CT scanner : The Aquilion LB CT scanner has the industry's largest 90 cm gantry bore for easy patient positioning and for increasing diagnostic anatomical coverage resulting in optimized diagnosis and treatment. Advanced CT technology in a robust system configuration delivers the highest quality images at the lower doses. The Quantum detector, with a true 85 cm field-of-view enables unparalleled image quality for larger patients. The scanner offers industry best 0.5 mm Slice thickness. 4D acquisition and respiratory gating capabilities which enable motion management in radiation therapy. With exclusive PUREViSION detector technology, Aquilion LB provides consistent image quality with an industry-leading low-contrast resolution. Robust respiratory gating minimizes motion artifacts and provides reliable 4D CT gated images to evaluate respiratory motion and set up radiotherapy plans accordingly.
6) Digital Mammography system : The Siemens Digital mammography system Mammomat Inspiration has a flexible modular platform for screening, diagnosis, biopsy and 3D Tomosynthesis. Up to 30 % less dose and uncompromised image quality ensures patient safety. It offers more comfort and ensures efficient and consistent image quality. Single-Touch Positioning and one-click-to-image makes Mammomat Inspiration outstandingly quick and set the standard in ease of use. HD Breast Tomo increases diagnostic certainty with High Definition - Breast Tomosynthesis. Highly defined tissue and lesion morphology in unprecedented detail is obtained to gain deeper insights in both 2D and 3D - leading to more accurate and earlier detection.
7) Biplane cathlab : The latest generation Biplane Cathlab, Artis Zee Pure from Siemens has been ordered for Apollo Lucknow. The system enables CT-like cross-sectional imaging (cone beam CT) and soft tissue like brain tissues and high-contrast objects such as stents, clips, bones, and contrast-filled vessels can be visualized inside the cathlab itself. Fusion of 3D and CT like images provide detailed information like feeder blood vessels and soft tissue lesion size and extent more clearly. True 16-bit imaging chain enables a high dynamic range leading to four times greater greyscale resolution for enhanced soft tissue contrast in 3D imaging and Cone beam CT images. The exclusive feature of CARE & CLEAR (combined application to reduce the exposure) can bring down the overall x-ray dose delivered to patients and users up to 85%. The PURE® feature increases process efficiency in the angio suite; thereby reducing the procedure time significantly and increasing the clinical capabilities of the system.
Foreign Exchange Earnings & Outgo
Foreign Exchange Earnings : |
Rs.990.15 million (This is exclusive of rupee payments made by Non-Resident Indian and Foreign Nationals) |
Foreign Exchange Outgo : |
Rs.392.33 million towards purchase of medical equipment and capital expenditure. |
ANNEXURE - D TO THE DIRECTORS' REPORT
Form No. MGT 9 Extract of Annual Return for the financial year ended 31st March 2019
Pursuant to Section 92 (3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management & Administration) Rules, 2014.
 |
Registration & other details: |
 |
i. |
CIN |
L85110TN1979PLC008035 |
ii. |
Registration Date |
5th December 1979 |
iii. |
Name of the Company |
APOLLO HOSPITALS ENTERPRISE LIMITED |
iv. |
Category/Sub-category of the Company |
Public/Company Limited by Shares |
V. |
Address of the Registered office & contact details |
#19, Bishop Gardens, Raja Annamalaipuram, Chennai -600028, Tamil Nadu, India Tel : 91-44-28290956, Fax: 91-44-28290956 email: [email protected] |
vi. |
Whether listed company |
Yes |
 |
Name of the Stock Exchanges where equity shares are listed |
National Stock Exchange of India Limited, Mumbai Stock Code :APOLLOHOSP |
 |
 |
Bombay Stock Exchange Limited, Mumbai Stock Code: 508869 |
vii. |
Name .Address & contact details of the Registrar & Transfer Agent, if any. |
Integrated Registry Management Services Private Ltd Kences Towers, II Floor, No. 1 Ramakrishna Street, North Usman Road, Chennai - 600 017 Ph: 91-44 2814 0801 Fax: 91-44 2814 2479 |
II Principal Business Activities of the Company
All the business activities contributing 10% or more of the total turnover of the company shall be stated
'SLNo |
Name & Description of main products/services |
NIC Code ot the Product /service |
% to total turnover ot the company |
 |
Healthcare Services & Pharmacies |
86100 |
100 |
Ill Particulars of Holding, Subsidiary & Associate Companies
SL No |
Name & Address of the Company |
CIN/GLN |
Subsidiary/ Associate/ Holding |
% of Shares Held |
Section Applicable |
1 |
Apollo Home Healthcare (India) Limited Ali Towers, 1 Floor, No. 55 Greams Road, Chennai 600006 |
U85110TN1995PLC031663 |
Subsidiary |
100.00 |
2(87) |
2 |
A.B. Medical Centers Limited No. 159 EVR Periyar Salai, Chennai -600 010 |
U85320TN1974PLC006623 |
Subsidiary |
100.00 |
2(87) |
3 |
Samudra Healthcare Enterprises Limited No. 13-1-3 Suryaraopeta, Main Road, Kakinada-533001 |
U85110TG2003PLC040647 |
Subsidiary |
100.00 |
2(87) |
4 |
Western Hospitals Corporation Private Limited Ali Towers, Ground Floor, No.55 Greams Road, Chennai - 600 006 |
U85110TN2006PTC061323 |
Subsidiary |
100.00 |
2(87) |
5 |
Total Health Aragonda Village, Thavanampalle Mandal, Chittoor District, Andhra Pradesh - 517129 |
U85100TN2013NPL093963 |
Subsidiary |
100.00 |
2(87) |
6 |
Apollo Medicals Private Limited (AMPL) No. 19, Bishop Gardens, Raja Annamalaipuram, Chennai -600 028 |
U85300TN2018PTC124435 |
Subsidiary |
100.00 |
2(87) |
7 |
Apollo Hospital (UK) Limited First Floor, Kirkland House, 11-15, Peterborough Road, Harrow, Middlesex, HA1 2AX, United Kingdom |
NA |
Subsidiary |
100.00 |
2(87) |
8 |
Apollo Hospitals Singapore Pte Limited 50, Raffles Place, Singapore Land Tower # 30, Singapore-048623 |
NA |
Subsidiary |
100.00 |
2(87) |
9 |
Imperial Hospital and Research Centre Limited No. 154/11 Bannerghatta Road, Opp. IIM, Bengaluru 560076 |
U85110KA1991PLC011781 |
Subsidiary |
90.00 |
2(87) |
10 |
Apollo Nellore Hospital Limited No. 16/111/1133, Muthukur Road, Pinakini Nagar, Nellore - 524004 |
U85110TN1986PLC072193 |
Subsidiary |
79.44 |
2(87) |
11 |
Sapien Biosciences Private Limited 8-2-293/82/J-III/DH/900, 1st Floor, AIMSR Building, Apollo Health City, Jubilee Hills, Hyderabad -500 033 |
U73100TG2012PTC080254 |
Subsidiary |
70.00 |
2(87) |
12 |
Apollo Health and Lifestyle Limited (AHLL) 1-10-60/62, Ashoka Raghupathi Chambers, 5th Floor, Begumpet, Hyderabad - 500 016. |
U85110TG2000PLC115819 |
Subsidiary |
70.25 |
2(87) |
13 |
Assam Hospitals Limited Lotus Tower, GS Road, Ganeshguri, Guwahati - 781 005, Assam |
U85110AS1997PLC004987 |
Subsidiary |
62.32 |
2(87) |
14 |
Apollo Home Healthcare Limited Ali Towers, 3rd Floor, No.55 Greams Road, Chennai -600006. |
U85100TN2014PLC095340 |
Subsidiary |
58.12 |
2(87) |
15 |
Apollo Rajshree Hospitals Private Limited Dispensary Plot, Scheme No. 74C Sector D, Vijay Nagar , Indore, Madhya Pradesh - 452 010 |
U85110MP2008PTC020559 |
Subsidiary |
54.63 |
2(87) |
16 |
Apollo Lavasa Health Corporation Limited Plot No.13, Parsik Hill Road, Off Uran Road, Sector 23, CBD Belapur, Navi Mumbai - 400 614, Maharashtra |
U85100MH2007PLC176736 |
Subsidiary |
51.00 |
2(87) |
17 |
Apollo Hospitals International Limited (AHIL) Plot No. 1A, GIDC Estate, Bhat Village, Gandhi Nagar, Gujarat - 382 428 |
U85110TN1997PLC039016 |
Subsidiary |
50.00 |
2(87) |
18 |
Future Parking Private Limited 3rd Floor, G Block, No. 55 Greams Road, Chennai -600006 |
U45206TN2009PTC072304 |
Subsidiary |
49.00 |
2(87) |
19 |
Apollo Healthcare Technology Solutions Limited No. 19, Bishop Gardens, Raja Annamalaipuram, Chennai -600 028 |
U85100TN2012PLC086247 |
Subsidiary |
40.00 |
2(87) |
20 |
Apollo Sugar Clinics Limited 1-10-60/62, Ashoka Raghupathi Chambers, 5th Floor, Begumpet, Hyderabad - 500 016. |
U85110TG2012PLC081384 |
Step-down subsidiary (subsidiary of AHLL) |
80.00 |
2(87) |
21 |
Apollo Speciality Hospitals Pvt Ltd 1-10-60/62, Ashoka Raghupathi Chambers, 5th Floor, Begumpet, Hyderabad - 500 016. |
U85100TG2009PTC099414 |
Step-down subsidiary (subsidiary of AHLL) |
99.92 |
2(87) |
22 |
Alliance Dental Care Limited No.68/1, Loyal Towers, 4th Floor, East Wing, MNO Complex, Greams Road, Chennai - 600 006 |
U85120TN2002PLC049414 |
Step-down subsidiary (subsidiary of AHLL) |
69.54 |
2(87) |
23 |
Apollo Dialysis Pvt Limited No.68/1, Loyal Towers, 4th Floor, East Wing, MNO Complex, Greams Road, Chennai - 600 006 |
U85100TN2014PTC095571 |
Step-down subsidiary (subsidiary of AHLL) |
59.53 |
2(87) |
24 |
AHLL Diagnostics Limited 7-1-617/A, 615 and 616 Imperial Towers, 7th Floor, Ameerpet, Hyderabad - 500 038 |
U85200TG2018PLC125317 |
Step-down subsidiary (subsidiary of AHLL) |
100.00 |
2(87) |
25 |
AHLL Risk Management Private Limited 7-1-617/A, 615 and 616 Imperial Towers, 7th Floor, Ameerpet, Hyderabad - 500 038 |
U66000TG2018PTC125224 |
Step-down subsidiary (subsidiary of AHLL) |
100.00 |
2(87) |
26 |
Apollo Bangalore Cradle Limited 1-10-60/62, Ashoka Raghupuli Chambers, 5th floor, Begumpet, Hyderabad - 500 016 |
U85110TG2011PLC077888 |
Step-down subsidiary of AHLL |
100.00 |
2(87) |
27 |
Kshema Healthcare Private Limited 1-10-60/62, Ashoka Raghupuli Chambers, 5th floor, Begumpet, Hyderabad - 500 016 |
U85110TG2006PTC119295 |
Step-down subsidiary of AHLL |
100.00 |
2(87) |
28 |
Apollo CVHF Limited Plot No. 1A, Bhat GIDC Estate, Bhat, Gandhinagar, Gujarat -382428 |
U74140GJ2016PLC086449 |
Step-down subsidiary (subsidiary of AHIL) |
66.67 |
2(87) |
 |
 |
 |
 |
 |
 |
29 |
Apollo Pharmacies Limited No. 19, Bishop Gardens, Raja Annamalaipuram, Chennai-600028 |
U52500TN2016PLC111328 |
Step-down subsidiary (subsidiary of AM PL) |
100.00 |
2(87) |
30 |
Apollo Gleneagles Hospital Limited No. 58 Canal Circular Road, Kolkata - 700 054 |
U33112WB1988PLC045223 |
Joint Venture |
50.00 |
2(6) |
31 |
Apollo Gleneagles PET-CT Private Limited Apollo Hospitals Complex, Jubilee Hills, Hyderabad -500 033 |
U85110TN2004PTC052796 |
Joint Venture |
50.00 |
2(6) |
32 |
ApoKos Rehab Private Limited 4th Floor, Apollo Hospitals Building, Jubilee Hills, Hyderabad -500 033 |
U85191TG2012PTC084641 |
Joint Venture |
50.00 |
2(6) |
33 |
Medics International Lifesciences Limited Plot No. KBC-31, Sector-B LDA Colony, Kanpur Road, Lucknow- 226 012 |
U85191UP2011PLC043154 |
Joint Venture |
50.00 |
2(6) |
34 |
Family Health Plan Insurance (TPA) Limited Srinilaya Cyber Spazio, Ground Floor, Road No. 2, Banjara Hills, Hyderabad - 500034 |
U85110TG1995PLC133393 |
Associate |
50.00 |
2(6) |
35 |
Stemcyte India Therapeutics Private Limted Apollo Hospitals Complex, Plot No. 1A, GIDC Estate, Bhat Village, Gandhi Nagar, Gujarat -382 428 |
U85100GJ2008FTC052859 |
Associate |
24.50 |
2(6) |
36 |
Indraprastha Medical Corporation Limited Sarita Vihar, Delhi Mathura Road, New Delhi -110 044 |
L24232DL1988PLC030958 |
Associate |
22.06 |
2(6) |
37 |
Apollo Munich Health Insurance Company Limited iLABS Centre, 2nd & 3rd floor, Plot No.404-405, Udyog Vihar Phase-Ill, Gurgaon - 122106, Haryana |
U66030TG2006PLC051760 |
Associate |
9.96 |
2(6) |
Â
Â
IV. Shareholding Pattern (Equity Share capital Break up as % to total equity)
(1) Category - wise Shareholding
Category of Share holders |
No. of Shares held at the beginning of the year (As on 1st April 2018) |
No. of Shares held at the end of the year (As on 31st March 2019) |
% Change during the year |
|||||||
Demat |
Physical |
Total |
% of Total Shares | |
Demat |
Physical |
Total |
% of Total Shares |
|||
A. Promoters |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
(1) Indian |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
a) lndividual/HUF |
20,556,635 |
20,556,635 |
14.78 |
20,556,635 |
- |
20,556,635 |
14.78 |
- |
||
b) Central Govt. or State Govt. |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
c) Bodies Corporates |
27,285,844 |
- |
27,285,844 |
19.61 |
27,296,028 |
- |
27,296,028 |
19.62 |
0.01 |
|
d) Bank/FI |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
e) Any other |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
Sub Total (A) (1) |
47,842,479 |
- |
47,842,479 |
34.39 |
47,852,663 |
- |
47,852,663 |
34.40 |
0.01 |
|
2) Foreign |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
a) NRI- Individuals |
- |
- |
- |
- |
- |
- |
- |
- |
- |
|
b) Other Individuals |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
c) Bodies Corporates |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
d) Banks/FI |
- |
- |
- |
- |
- |
- |
- |
- |
- |
|
e) Any other |
- |
- |
- |
- |
- |
- |
- |
- |
- |
|
Sub Total (A) (2) |
- |
- |
- |
- |
- |
- |
- |
- |
- |
|
Total Shareholding of Promoter |
47,842,479 |
- |
47,842,479 |
34.39 |
47,852,663 |
- |
47,852,663 |
34.40 |
0.01 |
|
(A)=(A)(1)+(A)(2) |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
B. Public Shareholding |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
(1) Institutions |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
a) Mutual Funds |
8,810,184 |
- |
8,810,184 |
6.33 |
9,883,181 |
- |
9,883,181 |
7.10 |
0.77 |
|
b) Alternate Investment Funds |
 |
 |
 |
 |
100,000 |
 |
100,000 |
0.07 |
0.07 |
|
c) Banks/FI |
122,575 |
3,838 |
126,410 |
0.09 |
24,245 |
3,838 |
28,083 |
0.02 |
(0.07) |
|
d) Central Govt/ State Govt. |
323,708 |
- |
323,708 |
0.23 |
323,708 |
- |
323,708 |
0.23 |
- |
|
e) Venture Capital Fund |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
f) Insurance Companies |
2,271,954 |
 |
2,271,954 |
1.63 |
7,934,481 |
 |
7,934,481 |
5.70 |
4.07 |
|
g) FIIs |
67,528,546 |
- |
67,528,546 |
48.54 |
61,589,715 |
- |
61,589,715 |
44.27 |
(4.27) |
|
h) Foreign Capital Funds |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
i) Others |
_ |
_ |
_ |
_ |
_ |
_ |
_ |
_ |
_ |
|
Sub Total (B)(1) |
79,056,964 |
3,838 |
79,060,802 |
56.83 |
79,855,330 |
3,838 |
79,859,168 |
57.39 |
0.57 |
|
2) Non Institutions |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
a) Bodies corporates |
893,111 |
51,250 |
944,361 |
0.67 |
1,252,634 |
51,250 |
1,303,884 |
0.94 |
0.27 |
|
b) Individuals |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
i) Individual shareholders holding nominal share capital upto Rs. 1 lakh |
4,426,021 |
1,684,940 |
6,110,961 |
4.39 |
4,654,248 |
1,442,215 |
6,096,461 |
4.38 |
(0.01) |
|
ii) Individuals |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
shareholders holding nominal share capital in excess of Rs.1 lakh |
1,016,770 |
96,650 |
1,113,420 |
0.80 |
1,296,365 |
96,650 |
1,393,015 |
1.00 |
0.20 |
|
c) Others |
2,677,850 |
951,420 |
3,629,270 |
2.60 |
1,609,031 |
880,230 |
2,489,261 |
1.78 |
(0.82) |
|
Sub Total (B)(2) |
9,013,752 |
2,784,260 |
11,798,012 |
8.46 |
8,812,276 |
2,470,345 |
11,282,621 |
8.10 |
(0.36) |
|
Total Public Shareholding |
88,070,716 |
2,788,098 |
90,858,814 |
65.30 |
88,667,606 |
2,474,183 |
91,141,789 |
65.51 |
0.20 |
|
(B) = (B)(1) + (B)(2) |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
Total (A) + (B) |
135,913,195 |
2,788,098 |
138,701,293 |
99.70 |
136,520,269 |
2,474,183 |
138,994,452 |
99.91 |
0.21 |
|
C. Shares held by Custodian for GDRs & ADRs |
 |
 |
 |
 |
 |
 |
 |
 |
 |
|
i) Promoter and Promoter Group |
- |
- |
- |
- |
- |
- |
- |
- |
- |
|
ii) Public |
423,866 |
 |
423,866 |
0.30 |
130,707 |
 |
130,707 |
0.09 |
(0.21) |
|
Total Public Shareholding (C) |
423,866 |
- |
423,866 |
0.30 |
130,707 |
- |
130,707 |
0.09 |
(0.21) |
|
Grand Total (A+B+C) |
136,337,061 |
2,788,098 |
139,125,159 |
100 |
136,650,976 |
2,474,183 |
139,125,159 |
100 |
- |
Â
Â
(ii) Shareholding of Promoters
 |
 |
Shareholding at the beginning of the year (As on 01st April 2018) |
Shareholding at the end of the year (As on 31st March 2019) |
% change in share holding during the year |
||||
 |
Shareholders Name |
No. of Shares |
% of total shares of the Company |
% of shares pledged/ encumbered to total shares | |
 |
 |
 |
|
1 |
Dr. Prathap C Reddy |
5,445,464 |
3.91 |
- |
5,445,464 |
3.91 |
- |
 |
2 |
Smt. Sucharitha P Reddy |
569,800 |
0.41 |
 |
569,800 |
0.41 |
 |
 |
3 |
Smt. Preetha Reddy |
2,193,915 |
1.58 |
1.46 |
2,193,915 |
1.58 |
1.57 |
 |
4 |
Smt. Suneeta Reddy |
3,381,695 |
2.43 |
1.92 |
3,381,695 |
2.43 |
2.34 |
 |
5 |
Smt. Shobana Kamineni |
2,239,952 |
1.61 |
1.61 |
2,239,952 |
1.61 |
1.61 |
- |
6 |
Smt. Sangita Reddy |
2,432,508 |
1.75 |
1.75 |
2,432,508 |
1.75 |
1.75 |
 |
7 |
Shri. Karthik Anand |
330,600 |
0.24 |
- |
330,600 |
0.24 |
- |
- |
8 |
Shri. Harshad Reddy |
320,200 |
0.23 |
 |
320,200 |
0.23 |
 |
 |
9 |
Smt. Sindoori Reddy |
518,600 |
0.37 |
- |
518,600 |
0.37 |
- |
- |
10 |
Shri. Aditya Reddy |
210,200 |
0.15 |
 |
210,200 |
0.15 |
 |
 |
11 |
Smt. Upasana Kamineni |
217,276 |
0.16 |
 |
217,276 |
0.16 |
 |
 |
12 |
Shri. Puansh Kamineni |
212,200 |
0.15 |
- |
212,200 |
0.15 |
- |
- |
13 |
Smt. Anuspala Kamineni |
259,174 |
0.19 |
 |
259,174 |
0.19 |
 |
 |
14 |
Shri. Konda Anindith Reddy |
230,200 |
0.17 |
- |
230,200 |
0.17 |
- |
- |
15 |
Shri. Konda Vishwajit Reddy |
222,300 |
0.16 |
 |
222,300 |
0.16 |
 |
 |
16 |
Shri. Konda Viraj Madhav Reddy |
168,224 |
0.12 |
- |
168,224 |
0.12 |
- |
- |
17 |
Shri. P. Vijay Kumar Reddy |
8,957 |
0.01 |
 |
8,957 |
0.01 |
 |
 |
18 |
Shri. P. Dwaraknath Reddy |
18,000 |
0.01 |
- |
18,000 |
0.01 |
- |
- |
19 |
Shri. Anil Kamineni |
20 |
 |
 |
20 |
 |
 |
 |
20 |
Shri. K Vishweshwar Reddy |
1,577,350 |
1.13 |
0.54 |
1,577,350 |
1.13 |
1.13 |
- |
21 |
PCR Investments Limited |
27,223,124 |
19.57 |
15.67 |
27,223,124 |
19.57 |
18.48 |
 |
22 |
Obul Reddy Investments Private Limited |
11,200 |
0.01 |
- |
11,200 |
0.01 |
- |
- |
23 |
Indian Hospitals Corporation Limited |
51,520 |
0.04 |
 |
61,704 |
0.05 |
 |
0.01 |
 |
Total |
47,842,479 |
34.39 |
23.54 |
47,852,663 |
34.40 |
26.88 |
0.01 |
(iii) Change in Promoters' Shareholding
Sl. No |
Shareholders Name |
Shareholding at the beginning of the year (As on 1st April 2018) | |
Shareholding at the end of the year (As on 31st March 2019) |
||
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
||
1 |
Dr. Prathap C Reddy At the beginning of the year At the end of the year |
5,445,464 |
3.91 |
5,445,464 5,445,464 |
3.91 3.91 |
2 |
Smt. Sucharitha P Reddy At the beginning of the year At the end of the year |
569,800 |
0.41 |
569,800 569,800 |
0.41 0.41 |
3 |
Smt. Preetha Reddy At the beginning of the year |
2,193,915 |
1.58 |
2,193,915 |
1.58 |
 |
At the end of the year |
 |
 |
2,193,915 |
1.58 |
4 |
Smt. Suneeta Reddy At the beginning of the year |
3,381,595 |
2.43 |
3,381,595 |
2.43 |
 |
At the end of the year |
 |
 |
3,381,695 |
2.43 |
5 |
Smt. Shobana Kamineni |
 |
 |
 |
 |
 |
At the beginning of the year |
2,239,952 |
1.61 |
2,239,952 |
1.61 |
 |
At the end of the year |
 |
 |
2,239,952 |
1.61 |
6 |
Smt. Sangita Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
2,432,508 |
1.75 |
2,432,508 |
1.75 |
 |
At the end of the year |
 |
 |
2,432,508 |
1.75 |
7 |
Shri. Karthik Anand |
 |
 |
 |
 |
 |
At the beginning of the year |
330,600 |
0.24 |
330,600 |
0.24 |
 |
At the end of the year |
 |
 |
330,600 |
0.24 |
8 |
Shri. Harshad Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
320,200 |
0.23 |
320,200 |
0.23 |
 |
At the end of the year |
 |
 |
320,200 |
0.23 |
9 |
Smt. Sindoori Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
518,600 |
0.37 |
518,600 |
0.37 |
 |
At the end of the year |
 |
 |
518,600 |
0.37 |
10 |
Shri. Aditya Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
210,200 |
0.15 |
210,200 |
0.15 |
 |
At the end of the year |
 |
 |
210,200 |
0.15 |
11 |
Smt. Upasana Kamineni |
 |
 |
 |
 |
 |
At the beginning of the year |
217,276 |
0.16 |
217,276 |
0.16 |
 |
At the end of the year |
 |
 |
217,276 |
0.16 |
12 |
Shri. Puansh Kamineni |
 |
 |
 |
 |
 |
At the beginning of the year |
212,200 |
0.15 |
212,200 |
0.15 |
 |
At the end of the year |
 |
 |
212,200 |
0.15 |
Â
Sl. No |
Shareholders Name |
Shareholding at the beginning of the year (As on 1st April 2018) |
Shareholding at the end of the year (As on 31st March 2019) |
||
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
||
13 |
Smt. Anuspala Kamineni At the beginning of the year |
259,174 |
0.19 |
259,174 |
0.19 |
 |
At the end of the year |
 |
 |
259,174 |
0.19 |
14 |
Shri. Konda Anindith Reddy At the beginning of the year |
230,200 |
0.17 |
230,200 |
0.17 |
 |
At the end of the year |
 |
 |
230,200 |
0.17 |
15 |
Shri. Konda Vishwajit Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
222,300 |
0.16 |
222,300 |
0.16 |
 |
At the end of the year |
 |
 |
222,300 |
0.16 |
16 |
Shri. Konda Viraj Madhav Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
168,224 |
0.11 |
168,224 |
0.12 |
 |
At the end of the year |
 |
 |
168,224 |
0.12 |
17 |
Shri. P. Vijay Kumar Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
8,957 |
0.01 |
8,957 |
0.01 |
 |
At the end of the year |
 |
 |
8,957 |
0.01 |
18 |
Shri. P. Dwaraknath Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
18,000 |
0.01 |
18,000 |
0.01 |
 |
At the end of the year |
 |
 |
18,000 |
0.01 |
19 |
Shri. Anil Kamineni |
 |
 |
 |
 |
 |
At the beginning of the year |
20 |
- |
20 |
 |
 |
At the end of the year |
 |
 |
20 |
 |
20 |
Shri. K Vishweshwar Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
1,577,350 |
1.13 |
1,577,350 |
1.13 |
 |
At the end of the year |
 |
 |
1,577,350 |
1.13 |
21 |
PCR Investments Limited |
 |
 |
 |
 |
 |
At the beginning of the year |
27,223,124 |
19.57 |
27,223,124 |
19.57 |
 |
At the end of the year |
 |
 |
27,223,124 |
19.57 |
22 |
Obul Reddy Investments Private Limited |
 |
 |
 |
 |
 |
At the beginning of the year |
11,200 |
0.01 |
11,200 |
0.01 |
 |
At the end of the year |
 |
 |
11,200 |
0.01 |
23 |
Indian Hospitals Corporation Ltd |
 |
 |
 |
 |
 |
At the beginning of the year |
51,520 |
0.04 |
51,520 |
0.04 |
 |
14-May-2018-Market Purchase |
 |
 |
10,184 |
0.01 |
 |
At the end of the year |
 |
 |
61,704 |
0.05 |
Note: The cumulative shareholding column reflects the balance as on day end.
(iv) Shareholding pattern of top ten shareholders (other than Directors, Promoters & Holders of GDRs)
~Sl No |
Shareholders Name |
Shareholding at the beginning of the year (As on 1st April 2018) |
Cumulative shareholding during the year |
||
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
||
1 |
Oppen heimer Developing Markets Fund |
 |
 |
 |
 |
 |
At the beginning of the year |
11,818,039 |
8.50 |
11,818,039 |
8.50 |
 |
27-Jul-2018 - Market Sale |
(343,119) |
(0.25) |
11,474,920 |
8.25 |
 |
03-Aug-2018- Market Sale |
(172,306) |
(0.12) |
11,302,614 |
8.13 |
 |
31-Aug-2018- Market Sale |
(256,416) |
(0.18) |
11,046,198 |
7.95 |
 |
07-Sep-2018- Market Sale |
(401,848) |
(0.29) |
10,644,350 |
7.66 |
 |
14-Sep-2018- Market Sale |
(593,931) |
(0.43) |
10,050,419 |
7.23 |
 |
21-Sep-2018- Market Sale |
(913,197) |
(0.66) |
9,137,222 |
6.57 |
 |
28-Sep-2018- Market Sale |
(2,135,895) |
(1.54) |
7,001,327 |
5.03 |
 |
11-Jan-2019- Market Sale |
(525,031) |
(0.38) |
6,476,296 |
4.65 |
 |
15-Feb-2019- Market Sale |
(1,464,622) |
(1.05) |
5,011,674 |
3.60 |
 |
22-Feb-2019- Market Sale |
(2,451,603) |
(1.76) |
2,560,071 |
1.84 |
 |
01-Mar-2019- Market Sale |
(1,482,042) |
(1.07) |
1,078,029 |
0.77 |
 |
08-Mar-2019- Market Sale |
(771,299) |
(0.55) |
306,730 |
0.22 |
 |
15-Mar-2019- Market Sale |
(306,730) |
(0.22) |
- |
- |
 |
At the end of the year |
 |
 |
 |
 |
2 |
Nordea 1 SICAV- Emerging Markets Focus Equity |
 |
 |
 |
 |
 |
At the beginning of the year |
3,020,601 |
2.17 |
3,020,601 |
2.17 |
 |
06-Apr-2018- Market Sale |
(66,142) |
(0.05) |
2,954,459 |
2.12 |
 |
13-Apr-2018- Market Sale |
(58,754) |
(0.04) |
2,895,705 |
2.08 |
 |
20-Apr-2018- Market Sale |
(25,803) |
(0.02) |
2,869,902 |
2.06 |
 |
27-Apr-2018 - Market Purchase |
12,289 |
0.01 |
2,882,191 |
2.07 |
 |
18-May-2018- Market Sale |
(100,395) |
(0.07) |
2,781,796 |
2.00 |
 |
25-May-2018- Market Sale |
(147,430) |
(0.11) |
2,634,366 |
1.89 |
 |
01-Jun-2018- Market Sale |
(69,920) |
(0.05) |
2,564,446 |
1.84 |
 |
06-Jul-2018 - Market Purchase |
7,449 |
0.01 |
2,571,895 |
1.85 |
 |
27-Jul-2018 - Market Sale |
(1,925) |
 |
2,569,970 |
1.85 |
 |
24-Aug-2018- Market Sale |
(29,998) |
(0.02) |
2,539,972 |
1.83 |
 |
31-Aug-2018- Market Sale |
(90,725) |
(0.07) |
2,449,247 |
1.76 |
 |
07-Sep-2018 - Market Purchase |
11,935 |
0.01 |
2,461,182 |
1.77 |
 |
28-Sep-2018- Market Sale |
(3,206) |
- |
2,457,976 |
1.77 |
 |
19-0ct-2018- Market Sale |
(42,544) |
(0.03) |
2,415,432 |
1.74 |
 |
23-Nov-2018 - Market Sale |
(75,335) |
(0.05) |
2,340,097 |
1.69 |
 |
30-Nov-2018 - Market Sale |
(129,909) |
(0.09) |
2,210,188 |
1.60 |
 |
21-Dec-2018- Market Sale |
(32,337) |
(0.02) |
2,177,851 |
1.58 |
 |
31-Dec-2018- Market Sale |
(26,774) |
(0.02) |
2,151,077 |
1.56 |
 |
11-Jan-2019- Market Sale |
(6,377) |
(0.01) |
2,144,700 |
1.55 |
 |
18-Jan-2019- Market Sale |
(42,833) |
(0.03) |
2,101,867 |
1.52 |
 |
01-Feb-2019- Market Sale |
(4,917) |
 |
2,096,950 |
1.52 |
 |
08-Feb-2019- Market Sale |
(14,647) |
(0.01) |
2,082,303 |
1.51 |
 |
01-Mar-2019- Market Sale |
(345,162) |
(0.25) |
1,737,141 |
1.26 |
 |
08-Mar-2019- Market Sale |
(572,249) |
(0.41) |
1,164,892 |
0.85 |
 |
15-Mar-2019- Market Sale |
(437,236) |
(0.32) |
727,656 |
0.53 |
 |
22-Mar-2019- Market Sale |
(229,267) |
(0.17) |
498,389 |
0.36 |
 |
29-Mar-2019- Market Sale |
(437,297) |
(0.32) |
61,092 |
0.04 |
 |
At the end of the year |
 |
 |
61,092 |
0.04 |
3 |
Schroder International Selection Fund Asian Opportunities |
 |
 |
 |
 |
 |
At the beginning of the year |
2,550,181 |
1.83 |
2,550,181 |
1.83 |
 |
15-Feb-2019 - Market Purchase |
594,641 |
0.43 |
3,144,822 |
2.26 |
 |
At the end of the year |
 |
 |
3,144,822 |
2.26 |
4 |
Munchener Ruckversicherungsgesellschaft Aktiengesellschaft In Munchen |
 |
 |
 |
 |
 |
At the beginning of the year |
2,397,380 |
1.72 |
2,397,380 |
1.72 |
 |
At the end of the year |
 |
 |
2,397,380 |
1.72 |
5 |
Life Insurance Corporation of India |
 |
 |
 |
 |
 |
At the beginning of the year |
2,036,004 |
1.46 |
2,036,004 |
1.46 |
 |
06-Jul-2018 - Market Purchase |
163,794 |
0.12 |
2,199,798 |
1.58 |
 |
13-Jul-2018- Market Purchase |
444,607 |
0.32 |
2,644,405 |
1.90 |
 |
20-Jul-2018- Market Purchase |
383,182 |
0.28 |
3,027,587 |
2.18 |
 |
27-Jul-2018- Market Purchase |
219,049 |
0.16 |
3,246,636 |
2.34 |
 |
03-Aug-2018- Market Purchase |
137,102 |
0.10 |
3,383,738 |
2.44 |
 |
10-Aug-2018- Market Purchase |
128,228 |
0.09 |
3,511,966 |
2.51 |
Â
Â
SI No |
Shareholders Name |
Shareholding at the beginning of the year (As on 1st April 2018) |
Cumulative shareholding during the year |
||
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
||
 |
17-Aug-2018- Market Purchase |
50,000 |
0.04 |
3,561,966 |
2.55 |
 |
31-Aug-2018- Market Purchase |
387,264 |
0.28 |
3,949,230 |
2.83 |
 |
07-Sep-2018 - Market Purchase |
479,197 |
0.34 |
4,428,427 |
3.17 |
 |
14-Sep-2018 - Market Purchase |
237,467 |
0.17 |
4,665,894 |
3.34 |
 |
21-Sep-2018 - Market Purchase |
494,133 |
0.36 |
5,160,027 |
3.70 |
 |
28-Sep-2018 - Market Purchase |
780,770 |
0.56 |
5,940,797 |
4.26 |
 |
05-0ct-2018- Market Purchase |
326105 |
0.23 |
6,266,902 |
4.49 |
 |
12-0ct-2018- Market Purchase |
229,069 |
0.17 |
6,495,971 |
4.66 |
 |
19-0ct-2018- Market Purchase |
234,056 |
0.17 |
6,730,027 |
4.83 |
 |
21-Dec-2018- Market Purchase |
73,032 |
0.05 |
6,803,059 |
4.88 |
 |
28-Dec-2018- Market Purchase |
113,923 |
0.08 |
6,916,982 |
4.96 |
 |
31-Dec-2018- Market Purchase |
23,833 |
0.02 |
6,940,815 |
4.99 |
 |
04-Jan-2019- Market Purchase |
135,422 |
0.10 |
7,076,237 |
5.09 |
 |
11-Jan-2019- Market Purchase |
145,056 |
0.10 |
7,221,293 |
5.19 |
 |
18-Jan-2019- Market Purchase |
64,314 |
0.05 |
7,285,607 |
5.24 |
 |
25-Jan-2019- Market Purchase |
146,500 |
0.11 |
7,432,107 |
5.35 |
 |
01-Feb-2019- Market Purchase |
182,815 |
0.13 |
7,614,922 |
5.48 |
 |
08-Feb-2019- Market Purchase |
178,073 |
0.12 |
7,792,995 |
5.60 |
 |
15-Feb-2019- Market Purchase |
107,319 |
0.08 |
7,900,314 |
5.68 |
 |
At the end of the year |
 |
 |
7,900,314 |
5.68 |
6 |
SBI EFT BSE 100 |
 |
 |
 |
 |
 |
At the beginning of the year |
1,782,358 |
1.28 |
1,782,358 |
1.28 |
 |
18-May-2018- Market Purchase |
82 |
 |
1,782,440 |
1.28 |
 |
20-Ju[-2018- Market Sale |
(63,157) |
(0.05) |
1,719,283 |
1.23 |
 |
10-Aug-2018- Market Sale |
(281,494) |
(0.20) |
1,437,789 |
1.03 |
 |
17-Aug-2018- Market Sale |
(264,748) |
(0.19) |
1,1730,41 |
0.84 |
 |
24-Aug-2018- Market Sale |
(30,000) |
(0.02) |
1,143,041 |
0.82 |
 |
31-Aug-2018- Market Sale |
(20,082) |
(0.01) |
1,122,959 |
0.81 |
 |
07-Sep-2018- Market Sale |
(216,882) |
(0.16) |
906,077 |
0.65 |
 |
28-Sep-2018- Market Purchase |
52,809 |
0.04 |
958,886 |
0.69 |
 |
05-0ct-2018- Market Sale |
(19,997) |
(0.01) |
938,889 |
0.68 |
Â
SI No |
Shareholders Name |
Shareholding at the beginning of the year (As on 1st April 2018) |
Cumulative shareholding during the year |
||
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
||
 |
12-0ct-2018- Market Sale |
(51,449) |
(0.04) |
887,440 |
0.64 |
 |
19-0ct-2018- Market Sale |
(35,500) |
(0.03) |
851,940 |
0.61 |
 |
02-Nov-2018- Market Sale |
(578,022) |
(0.42) |
273,918 |
0.19 |
 |
09-Nov-2018- Market Sale |
(72,527) |
(0.05) |
201,391 |
0.14 |
 |
16-Nov-2018- Market Sale |
(200,051) |
(0.14) |
1,340 |
- |
 |
30-Nov-2018- Market Sale |
(557) |
- |
783 |
 |
 |
29-Mar-2019- Market Sale |
(440) |
 |
343 |
- |
 |
At the end of the year |
 |
 |
343 |
- |
7 |
Sanford C Bernsteim Fund, Inc - Tax Managed |
 |
 |
 |
 |
 |
At the beginning of the year |
1,609,580 |
1.16 |
1,609,580 |
1.16 |
 |
22-Jun-2018- Market Sale |
(22,499) |
(0.02) |
1,587,081 |
1.14 |
 |
29-Jun-2018- Market Sale |
(192,380) |
(0.14) |
1,394,701 |
1.00 |
 |
06-Jul-2018- Market Sale |
(14,721) |
(0.01) |
1,379,980 |
0.99 |
 |
28-Sep-2018- Market Sale |
(85,085) |
(0.06) |
1,294,895 |
0.93 |
 |
05-0ct-2018- Market Sale |
(157,125) |
(0.11) |
1,137,770 |
0.82 |
 |
23-Nov-2018- Market Sale |
(138,744) |
(0.10) |
999,026 |
0.72 |
 |
30-Nov-2018- Market Sale |
(99,346) |
(0.07) |
899,680 |
0.65 |
 |
22-Mar-2019- Market Sale |
(56,340) |
(0.04) |
843,340 |
0.61 |
 |
At the end of the year |
 |
 |
843,340 |
0.61 |
8 |
Mirae Asset Tax Saver Fund |
 |
 |
 |
 |
 |
At the beginning of the year |
1,531,385 |
1.10 |
1,531,385 |
1.10 |
 |
08-Jun-2018 - Market Purchase |
15,000 |
0.01 |
1,546,385 |
1.11 |
 |
06-Jul-2018- Market Purchase |
25,000 |
0.02 |
1,571,385 |
1.13 |
 |
13-Jul-2018- Market Purchase |
45,500 |
0.03 |
1,616,885 |
1.16 |
 |
20-Jul-2018- Market Purchase |
174,018 |
0.13 |
1,790,903 |
1.29 |
 |
17-Aug-2018- Market Purchase |
10,000 |
0.01 |
1,800,903 |
1.30 |
 |
24-Aug-2018- Market Sale |
(130,000) |
(0.09) |
1,670,903 |
1.21 |
 |
31-Aug-2018- Market Sale |
(221,198) |
(0.16) |
1,449,705 |
1.05 |
 |
07-Sep-2018- Market Sale |
(10,000) |
(0.01) |
1,439,705 |
1.04 |
 |
28-Sep-2018- Market Purchase |
6,124 |
- |
1,445,829 |
1.04 |
 |
05-0ct-2018- Market Sale |
(258,802) |
(0.19) |
1,187,027 |
0.85 |
Â
Sl.No |
Shareholders Name |
Shareholding at the beginning of the year (As on 1st April 2018) |
Cumulative shareholding during the year |
||
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
||
 |
12-0ct-2018- Market Sale |
(100,000) |
(0.07) |
1,087,027 |
0.78 |
 |
09-Nov-2018- Market Sale |
(100,000) |
(0.07) |
987,027 |
0.71 |
 |
16-Nov-2018- Market Sale |
(500,000) |
(0.36) |
487,027 |
0.35 |
 |
23-Nov-/2018- Market Sale |
(59,662) |
(0.04) |
427,365 |
0.31 |
 |
30-Nov-/2018- Market Sale |
(637) |
- |
426,728 |
0.31 |
 |
07-Dec-2018- Market Sale |
(354,854) |
(0.26) |
71,874 |
0.05 |
 |
15-Mar-2019- Market Purchase |
5,000 |
- |
76,874 |
0.05 |
 |
At the end of the year |
 |
 |
76,874 |
0.05 |
9 |
Morgan Stanley Investment Funds Emerging Lead |
 |
 |
 |
 |
 |
At the beginning of the year |
1,506,302 |
1.08 |
1,506,302 |
1.08 |
 |
13-Apr-2018- Market Sale |
(46,416) |
(0.03) |
1,459,886 |
1.05 |
 |
11-May-2018- Market Purchase |
142,462 |
0.10 |
1,602,348 |
1.15 |
 |
25-May-2018- Market Purchase |
15,520 |
0.01 |
1,617,868 |
1.16 |
 |
01-Jun-2018- Market Purchase |
25,757 |
0.02 |
1,643,625 |
1.18 |
 |
08-Jun-2018- Market Sale |
(21,553) |
(0.02) |
1,622,072 |
1.16 |
 |
22-Jun-2018- Market Sale |
(48,126) |
(0.04) |
1,573,946 |
1.12 |
 |
13-Jul-2018- Market Sale |
(37,418) |
(0.03) |
1,536,528 |
1.09 |
 |
27-Jul-2018- Market Purchase |
53,210 |
0.04 |
1,589,738 |
1.13 |
 |
17-Aug-2018- Market Purchase |
84,262 |
0.06 |
1,674,000 |
1.19 |
 |
31-Aug-2018- Market Purchase |
13,182 |
0.01 |
1,687,182 |
1.20 |
 |
28-Sep-2018- Market Purchase |
8,877 |
0.01 |
1,696,059 |
1.21 |
 |
12-0ct-2018- Market Purchase |
7,583 |
0.01 |
1,703,642 |
1.22 |
 |
16-Nov-2018- Market Sale |
(66,347) |
(0.05) |
1,637,295 |
1.17 |
 |
23-Nov-2018- Market Sale |
(50,825) |
(0.04) |
1,586,470 |
1.13 |
 |
18-Jan-2019- Market Sale |
(12,709) |
(0.01) |
1,573,761 |
1.12 |
 |
25-Jan-2019- Market Sale |
(28,864) |
(0.02) |
1,544,897 |
1.10 |
 |
15-Feb-2019- Market Sale |
(23,186) |
(0.01) |
1,521,711 |
1.09 |
 |
01-Mar-2019- Market Sale |
(24,894) |
(0.01) |
1,496,817 |
1.08 |
 |
15-Mar-2019- Market Purchase |
30,335 |
0.02 |
1,527,152 |
1.10 |
 |
At the end of the year |
 |
 |
1,527,152 |
1.10 |
Â
SI No |
Shareholders Name |
Shareholding at the beginning of the year (As on 1st April 2018) |
Cumulative shareholding during the year |
||
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
||
10 |
Vanguard Emerging Markets Stock Fund |
 |
 |
 |
 |
 |
At the beginning of the year |
1,266,947 |
0.91 |
1,266,947 |
0.91 |
 |
04-May-2018- Market Sale |
(3,320) |
 |
1,263,627 |
0.91 |
 |
11-May-2018- Market Sale |
(3,154) |
- |
1,260,473 |
0.91 |
 |
01-Jun-2018- Market Sale |
(2,490) |
- |
1,257,983 |
0.91 |
 |
15-Jun-2018- Market Sale |
(2,490) |
 |
1,255,493 |
0.91 |
 |
22-Jun-2018- Market Sale |
(7,339) |
(0.01) |
1,248,154 |
0.90 |
 |
29-Jun-2018- Market Sale |
(11,814) |
(0.01) |
1,236,340 |
0.89 |
 |
06-Jul-2018- Market Sale |
(4,833) |
 |
1,231,507 |
0.89 |
 |
13-Jul-2018- Market Sale |
(7,697) |
(0.01) |
1,223,810 |
0.88 |
 |
12-0ct-2018- Market Purchase |
46,709 |
0.03 |
1,270,519 |
0.91 |
 |
19-0ct-2018- Market Purchase |
22,622 |
0.02 |
1,293,141 |
0.93 |
 |
26-Oct-2018- Market Purchase |
33,181 |
0.02 |
1,326,322 |
0.95 |
 |
16-Nov-2018- Market Purchase |
2,460 |
- |
1,328,782 |
0.95 |
 |
23-Nov-2018- Market Purchase |
6,396 |
0.01 |
1,335,178 |
0.96 |
 |
07-Dec-2018- Market Purchase |
3,116 |
- |
1,338,294 |
0.96 |
 |
21-Dec 2018- Market Purchase |
8,856 |
0.01 |
1,347,150 |
0.97 |
 |
01-Feb-2019- Market Purchase |
8,758 |
0.01 |
1,355,908 |
0.98 |
 |
08-Feb-2019- Market Purchase |
27,935 |
0.02 |
1,383,843 |
1.00 |
 |
29-Mar-2019- Market Purchase |
3,473 |
 |
1,387,316 |
1.00 |
 |
At the end of the year |
 |
 |
1,387,316 |
1.00 |
Note: The cumulative shareholding column reflects the balance as on day end.
(v) Shareholding of Directors and Key Managerial Personnel
 |
 |
Shareholding at the beginning or the year (As on 1st April 2018) |
Cumulative shareholding during the year |
||
 |
Name |
No. of Shares |
% of total shares of the Company |
No. of Shares |
% of total shares of the Company |
 |
DIRECTORS |
 |
 |
 |
 |
1 |
Dr. Prathap C Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
5,445,464 |
3.91 |
5,445,464 |
3.91 |
 |
At the end of the year |
 |
 |
5,445,464 |
3.91 |
2 |
Smt. Preetha Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
2,193,915 |
1.58 |
2,193,915 |
1.58 |
 |
At the end of the year |
 |
 |
2,193,915 |
1.58 |
3 |
Smt. Suneeta Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
3,381,695 |
2.43 |
3,381,695 |
2.43 |
 |
At the end of the year |
 |
 |
3,381,695 |
2.43 |
4 |
Smt. Shobana Kamineni |
 |
 |
 |
 |
 |
At the beginning of the year |
2,239,952 |
1.61 |
2,239,952 |
1.61 |
 |
At the end of the year |
 |
 |
2,239,952 |
1.61 |
5 |
Smt. Sangita Reddy |
 |
 |
 |
 |
 |
At the beginning of the year |
2,432,508 |
1.75 |
2,432,508 |
1.75 |
 |
At the end of the year |
 |
 |
2,432,508 |
1.75 |
6 |
Shri. N. Vaghul |
 |
 |
 |
 |
 |
(ceased to be a director w.e.f 1st April 2019) |
 |
 |
 |
 |
 |
At the beginning of the year |
- |
- |
- |
- |
 |
At the end of the year |
 |
 |
 |
 |
7 |
Shri. Deepak Vaidya |
 |
 |
 |
 |
 |
(ceased to be a director w.e.f 5th Sept 2018) |
 |
 |
 |
 |
 |
At the beginning of the year |
 |
 |
 |
 |
 |
At the end of the year |
- |
- |
- |
- |
8 |
Shri. G. Venkatraman |
 |
 |
 |
 |
 |
(ceased to be a director w.e.f 1st April 2019) |
 |
 |
 |
 |
 |
At the beginning of the year |
- |
- |
- |
- |
 |
At the end of the year |
 |
 |
 |
 |
9 |
Shri. Sanjay Nayar |
 |
 |
 |
 |
 |
(ceased to be a director w.e.f. 9th Feb 2019) |
 |
 |
 |
 |
 |
At the beginning of the year |
 |
 |
 |
 |
 |
At the end of the year |
- |
- |
- |
- |
10 |
Shri. Vinayak Chatterjee |
 |
 |
 |
 |
 |
At the beginning of the year |
 |
 |
 |
 |
 |
At the end of the year |
- |
- |
- |
- |
11 |
Dr. T. Rajgopal |
 |
 |
 |
 |
 |
At the beginning of the year |
- |
- |
- |
- |
 |
At the end of the year |
 |
 |
 |
 |
12 |
Shri. BVR Mohan Reddy |
 |
 |
 |
 |
 |
(ceased to be a director w.e.f 20th Aug 2018) |
 |
 |
 |
 |
 |
At the beginning of the year |
 |
 |
 |
 |
 |
At the end of the year |
- |
- |
- |
- |
13. |
Dr. Murali Doraiswamy |
 |
 |
 |
 |
 |
(appointed as a Director w.e.f 27th September 2018) |
 |
 |
 |
 |
 |
At the beginning of the year |
- |
- |
- |
- |
 |
At the end of the year |
 |
 |
 |
 |
14 |
Smt. V. Kavitha Dutt |
 |
 |
 |
 |
 |
(appointed as a Director w.e.f 9th February 2019) |
 |
 |
 |
 |
 |
At the beginning of the year |
 |
 |
 |
 |
 |
At the end of the year |
- |
- |
- |
- |
15 |
Shri. MBN Rao |
 |
 |
 |
 |
 |
(appointed as a Director w.e.f 9th February 2019) |
 |
 |
 |
 |
 |
At the beginning of the year |
400 |
- |
400 |
- |
 |
At the end of the year |
 |
 |
400 |
 |
 |
KEY MANAGERIAL PERSONNEL |
 |
 |
 |
 |
16 |
Shri. Krishnan Akhileswaran |
 |
 |
 |
 |
 |
At the beginning of the year |
4 |
 |
4 |
 |
 |
At the end of the year |
- |
- |
4 |
- |
17 |
Shri. S.M. Krishnan |
 |
 |
 |
 |
 |
At the beginning of the year |
 |
 |
 |
 |
 |
At the end of the year |
- |
- |
- |
- |
Â
Â
V INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
 |
 |
 |
 |
 |
(Rs. in million) |
No |
Particulars |
Secured Loans |
Unsecured Loans |
Deposits |
Total Indebtedness |
Indebtness at the beginning of the financial year |
 |
 |
 |
 |
|
i) |
Principal Amount |
25,118 |
4,796 |
96 |
30,010 |
ii) |
Interest due but not paid |
- |
- |
- |
- |
"0 |
Interest accrued but not due |
390 |
6 |
2 |
398 |
Total (i+ii+iii) |
25,508 |
4,802 |
98 |
30,408 |
|
Change in Indebtedness during the financial year |
 |
 |
 |
 |
|
 |
Additions |
2,609 |
2,721 |
 |
5,329 |
 |
Reduction |
1,164 |
1,701 |
83 |
2,948 |
 |
Net Change |
1,444 |
1,020 |
(83) |
2,381 |
Indebtness at the end of the financial year |
 |
 |
 |
 |
|
i) |
Principal Amount |
26,562 |
5,816 |
13 |
32,391 |
ii) |
Interest due but not paid |
- |
- |
- |
- |
iii) |
Interest accrued but not due |
309 |
14 |
 |
323 |
Total (i+ii+iii) |
26,871 |
5,830 |
13 |
32,714 |
VI Remuneration of Directors and Key Managerial Personnel
A. Remuneration to Managing Director, Whole time director and/or Manager
 |
 |
 |
 |
 |
 |
 |
(Rs.in million) |
Sl. |
 |
Name of the MD/WTD/Manager |
Total Amount |
||||
No |
Particulars of Remuneration |
Dr. Prathap C Reddy |
Smt. Preetha Reddy |
Smt. Suneeta Reddy |
Smt. Shobana KaminenL |
Smt. Sangita Reddy |
|
1 |
Gross salary |
 |
 |
 |
 |
 |
 |
 |
(a) Salary as per provisions contained in section 17(1) of the Income Tax Act, 1961 |
73.42 |
39.63 |
39.63 |
39.63 |
39.63 |
231.94 |
 |
(b) Value of perquisites u/s 17(2) of the Income tax Act, 1961 |
 |
 |
 |
 |
 |
 |
 |
(c) Profits in lieu of salary under section 17(3) of the Income Tax Act, 1961 |
- |
- |
- |
- |
- |
- |
2 |
Stock option |
NA |
NA |
NA |
NA |
NA |
NA |
3 |
Sweat Equity |
NA |
NA |
NA |
NA |
NA |
NA |
4 |
Commission as % of profit |
23.19 |
 |
 |
 |
- |
23.19 |
 |
others (specify) |
 |
- |
- |
- |
 |
 |
5 |
Others, please specify |
- |
 |
 |
 |
- |
- |
 |
Total (A) |
96.61 |
39.63 |
39.63 |
39.63 |
39.63 |
255.13 |
Â
Ceiling as per the Act, Rs.483 million (being 10% of the net profits of the Company calculated as per Section 198 of the Companies Act 2013)
B. Remuneration to other directors:
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
(Rs. in million) |
|
Sl No. |
Particulars of Remuneration |
Shri Deepak Vaidya |
Shri. N. Vaghul |
Smt. G Venkatraman |
Shri. Sanjay Nayar |
Vinayak Chatterjee |
Dr.T. Rajgopal |
Shri. BVR Mohan Reddy |
Dr. Murali Doraiswamy |
Smt.Kavitha Dutt - |
Shri. MBN |
Amount |
 |
independent |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
Directors |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
(a) Fee for attending |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
1 |
Board committee |
0.25 |
0.50 |
0.85 |
0.15 |
0.40 |
0.60 |
0.15 |
0.15 |
0.10 |
0.15 |
3.30 |
 |
meetings |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
(b) Commission |
0.54 |
1.25 |
1.25 |
1.08 |
1.25 |
1.25 |
0.48 |
0.63 |
0.17 |
0.17 |
8.07 |
 |
(c) Others, please |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
specify |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
Total (1) |
0.79 |
1.75 |
2.10 |
1.23 |
1.65 |
1.85 |
0.63 |
0.78 |
0.27 |
0.32 |
11.37 |
 |
Other Non Executive |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
Directors |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
(a) Fee for attending |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
2 |
Board committee |
 |
 |
 |
- |
- |
- |
- |
- |
 |
 |
 |
 |
meetings |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
(b) Commission |
 |
 |
 |
- |
- |
- |
- |
- |
 |
 |
 |
 |
(c) Others, please |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
specify. |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
Total (2) |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
 |
Total (B) = (1+2) |
0.79 |
1.75 |
2.10 |
1.23 |
1.65 |
1.85 |
0.63 |
0.78 |
0.27 |
0.32 |
11.37 |
 |
Total Managerial |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
266.50 |
 |
Remuneration (A)+(B) |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
 |
Overall Ceiling as per the Act Rs. 531.30 Million (being 11% of the net profits of the Company calculated as per Section 198 of the Companies Act, 2013)
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD
 |
 |
 |
 |
(Rs. in million) |
 |
Particulars of Remuneration |
Key Managerial Personnel |
Total |
|
1 |
Gross Salary (a) Salary as per provisions contained in section 17(1) of the Income Tax Act, 1961. |
CFO 20.07 |
Company Secretary 6.94 |
27.01 |
 |
(b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961 |
- |
 |
- |
 |
(c) Profits in lieu of salary under section 17(3) of the Income Tax Act, 1961 |
- |
- |
- |
 |
(d) Stock Option |
- |
 |
- |
2 |
Sweat Equity |
NA |
NA |
NA |
3 |
Commission |
- |
- |
- |
4 |
as % of profit |
NA |
NA |
NA |
 |
others, specify |
NA |
NA |
NA |
5 |
Others, please specify |
- |
- |
- |
 |
Total |
20.07 |
6.94 |
27.01 |
(VII) Penalties/ Punishment/Compounding of Offences
Type |
Section of the Companies Act |
Brief Description |
Details of Penalty/ Punishment/ Compounding fees imposed |
Authority (RD/ NCLT/Court) |
Appeal made if any (give details) |
A. COMPANY Penalty Punishment Compounding |
 |
 |
 |
 |
 |
B. DIRECTORS Penalty Punishment Compounding |
 |
 |
NIL |
 |
 |
C. OTHER OFFICERS IN DEFAULT Penalty Punishment Compounding |
 |
 |
 |
 |
 |
Â
Mar 31, 2018
The Directors are pleased to present the THIRTY SEVENTH ANNUAL REPORT and the audited financial statements for the year ended 31st March 2018.
Financial Results (Standalone)
(Rs.in million)
Particulars |
Year ended March 31, 2018 |
Year ended March 31, 2017 |
Income from operations |
71,956 |
63,272 |
Profit before Exceptional Items and Taxation |
3,301 |
3,589 |
Profit after Exceptional Items before Tax |
3,301 |
3,589 |
Provision for Tax |
969 |
738 |
Profit for the Period |
2,332 |
2,851 |
Earnings per Share (Rs.) |
16.76 |
20.50 |
Results of Operations
During the year under review, the income from operations of the Company increased to Rs.71,956 million compared to Rs.63,272 million in the previous year, registering a growth of 14%. The profit after tax for the year stood at Rs.2,332 million compared with Rs.2,851 million in the previous year.
During the year under review, the consolidated gross revenue of the Company increased to Rs.82,756 million compared to Rs.72,782 million registering an impressive growth of 14%. Net profit after minority interest for the group stood at Rs.595 million.
Consolidated Financial Statements
In accordance with the Companies Act, 2013 (âthe Actâ) and Ind AS 110 - Consolidated Financial Statements read with Ind AS 28 - Investments in Associates and Ind AS 31 - Interests in Joint Ventures, the audited consolidated financial statements form part of the Annual Report.
In terms of provision to sub section (3) of Section 129 of the Companies Act, 2013 the salient features of the financial statements of the Subsidiaries, Associates and Joint Venture Companies are set out in the prescribed Form AOC-1, which forms a part of the Annual Report.
In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements of the Company and audited accounts of the subsidiaries are available at the Companyâs website: www.apollohospitals.com. The documents will also be available for inspection during the business hours at the registered office of the Company.
Material Changes affecting the Company
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report. There has been no change in the nature of the business of the Company.
Dividend
The Board of Directors have recommended a dividend of Rs.5 per equity share (100% on face value of Rs.5 per share) on the paid-up equity share capital of the Company for the financial year ended 31st March 2018 amounting to Rs.837.24 million inclusive of tax of Rs.141.61 million, which if approved, at the forthcoming Annual General Meeting on 27th September 2018, will be paid to those shareholders whose names appear in the Register of Members as at the closing hours of business on 14th September 2018. In respect of shares held in electronic form, the dividend will be paid on the basis of beneficial ownership furnished by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed from Saturday, 15th September 2018 to Thursday, 27th September 2018 (both days inclusive).
The Board approved and adopted a dividend distribution policy at its meeting held on 30th May 2017 which is annexed herewith as Annexure - I to this report and also posted on the Companyâs website: www.apollohospitals. com.
Credit Rating
CRISIL has rated the companyâs debt instruments as AA indicating a high degree of safety.
India Ratings and Research (Ind-RA) (a Fitch Group Company) has assigned the Companyâs long term debt and Non-Convertible Debentures (NCDs), an IND AA Rating with a stable outlook.
Subsidiaries, Associate Companies and Joint Ventures
At the beginning of the year, your Company had eighteen direct subsidiaries and four step down subsidiaries, three joint ventures and four associate companies. As on 31st March 2018, your Company had eighteen direct subsidiaries, seven step down subsidiaries, three joint ventures, and four associate companies.
The statement containing the summarized financial position of the subsidiary companies viz., Apollo Home Healthcare (I) Ltd (AHHCL), AB Medical Centres Limited (ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL), Apollo Hospitals Singapore Pte Limited (AHSPL), Apollo Health and Lifestyle Limited (AHLL), Western Hospitals Corporation Pvt Limited (WHCPL), Total Health (TH), Imperial Hospital and Research Centre Limited (IHRCL), Apollo Home Healthcare Limited (AHHL), Apollo Nellore Hospital Limited (ANHL), Sapien BioSciences Pvt Limited (SBPL), Apollo Rajshree Hospitals Pvt Limited (ARHL), Apollo Lavasa Health Corporation Limited (ALHCL), Assam Hospitals Limited (AHL), Apollo Hospitals International Limited (AHIL), Future Parking Private Limited (FPPL), Apollo Healthcare Technology Solutions Limited (AHTSL), Apollo Sugar Clinics Limited (ASCL), Apollo Specialty Hospitals Pvt Limited (ASHPL), Alliance Dental Care Limited (ADCL), Apollo Dialysis Private Limited (ADPL), Apollo CVHF Limited, Apollo Bangalore Cradle Limited and Kshema Healthcare Private Limited pursuant to Section 129 read with Rules 5 of the Companies (Accounts) Rules, 2014 is contained in Form AOC-1, which forms part of the Annual Report.
1. Apollo Home Healthcare (India) Limited (AHHCL)
AHHCL, a wholly owned subsidiary of the Company recorded a revenue of Rs.2.67 million, and net loss of Rs.19.18 million.
2. AB Medical Centres Limited (ABMCL)
ABMCL, a wholly owned subsidiary of the Company does not have any commercial operations as it has leased out its infrastructure viz., land and building to the company for running a hospital. For the year ended 31st March, 2018, ABMCL recorded an income of Rs.7.12 million and a net profit of Rs.5.61 million.
3. Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a wholly owned subsidiary of the company, runs a 120 bed multi speciality hospital at Kakinada. For the year ended 31st March, 2018, SHEL recorded an income of Rs.399.91 million and a net profit of Rs.67.87 million.
4. Apollo Health and Lifestyle Limited (AHLL)
AHLL, is a 68.64% subsidiary of the Company engaged in the business of providing primary healthcare facilities through a network of owned/franchised clinics across India offering specialist consultations, diagnostics, preventive health checks, telemedicine facilities and a 24-hour pharmacy all under one roof. For the year ended 31st March, 2018, AHLL recorded an income of Rs.4,712.39 million and a net loss of Rs.1,652.16 million.
5. Western Hospitals Corporation Private Limited (WHCPL)
WHCPL, a wholly owned subsidiary of the Company, for the year ended 31st March 2018, recorded an income of Rs.18.34 million and a net profit of Rs.12.95 million.
6. Total Health (TH)
TH, a wholly owned subsidiary of the Company registered under Section 8 of the Companies Act, 2013, is engaged in carrying on CSR activities in the field of community/rural development.
7 Apollo Hospital (UK) Limited (AHUKL)
AHUKL is a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
8. Apollo Hospitals Singapore Pte Limited (AHSPL)
AHSPL is a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
9. Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, a 90% subsidiary of the company owns a 290 bed multi-specialty hospital at Bengaluru. For the year ended 31st March, 2018, IHRCL recorded an income of Rs.2,265.91 million and a net profit of Rs.90.03 million.
10. Apollo Home Healthcare Limited (AHHL)
AHHL, a 74% subsidiary of the Company is engaged in the business of providing high quality, personalized and professional healthcare services at the doorsteps of the patients. AHHL recorded revenues of Rs.266.28million and a net loss of Rs.81.92 million.
11. Apollo Nellore Hospital Limited (ANHL)
ANHL a 79.44% subsidiary of the Company has leased out its land at Nellore to the Company. ANHL recorded revenues of Rs.7.90 million and a net profit of Rs.6.27 million.
12. Sapien Biosciences Private Ltd (SBPL)
SBPL, is a 70% subsidiary of the company which is engaged in the business of bio-banking of tissues. For the year ended 31st March, 2018, SBPL recorded revenues of Rs.19.68 million and a net profit of Rs.1.88 million.
13. Apollo Rajshree Hospitals Private Ltd (ARHL)
ARHL, a 54.63% subsidiary of the company, runs a multi speciality hospital at Indore. For the year ended 31st March, 2018, ARHL recorded an income of Rs.562.83 million and a net loss of Rs.51.76 million.
14. Apollo Lavasa Health Corporation Limited (ALHCL)
ALHCL, a 51% subsidiary of the company, runs a hospital at Lavasa. For the year ended 31st March, 2018, ALHCL recorded an income of Rs.5.88 million and a net loss of Rs.37.73 million.
15. Assam Hospitals Limited (AHL)
AHL, a 61.24% subsidiary of the company, runs a multi speciality hospital at Guwahati. For the year ended 31st March, 2018, AHL recorded an income of Rs.1,266.37 million and a net profit of Rs.41.68 million.
16. Apollo Hospitals International Limited (AHIL)
AHIL, a 50% subsidiary of the company, runs a multi speciality hospital at Ahmedabad. For the year ended 31st March, 2018, AHIL recorded an income of Rs.1,812.47 million and a net loss of Rs.41.69 million.
17 Future Parking Private Limited (FPPL)
FPPL, a subsidiary of the company, has been promoted for the development of a Multi level Car parking facility at Wallace Garden, Nungambakkam, Chennai. FPPL recorded an income of Rs.42.51 million and a net loss of Rs.23.54 million.
18. Apollo Healthcare Technology Solutions Limited (AHTSL)
AHTSL a subsidiary of the Company is yet to commence operations.
19. Apollo Speciality Hospitals Private Limited (ASHPL)
ASHPL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running day surgery centres. For the year ended 31st March, 2018, ASHPL recorded an income of Rs.2,390.74 million and a net loss of Rs.978.22 million.
20. Apollo Sugar Clinics Limited (ASCL)
ASCL, a subsidiary of Apollo Health and Lifestyle Limited, is engaged in the business of running diabetes management centres. For the year ended 31st March, 2018, ASCL recorded an income of Rs.191.98 million and a net loss of Rs.83.53 million.
21.Alliance Dental Care Limited (ADCL)
ADCL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dental clinics. For the year ended 31st March 2018, ADCL recorded a revenue of Rs.305.54 million and a net loss of Rs.84.69 million.
22. Apollo Dialysis Private Ltd (ADPL)
ADPL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dialysis centers. For the year ended 31st March 2018, ADPL recorded a revenue of Rs.77.48 million and a net loss of Rs.12.78 million.
23. Apollo CVHF Limited (CVHF)
CVHF, a subsidiary of Apollo Hospitals International Limited is in the business of providing healthcare services and yet to commence its operations.
24. Apollo Bangalore Cradle Limited (ABCL)
ABCL, a subsidiary of Apollo Speciality Hospitals Private Limited is yet to commence operations.
25. Kshema Healthcare Private Limited (KHPL)
KHPL, a subsidiary of Apollo Speciality Hospitals Private Limited is yet to commence operations.
Corporate Governance
The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on corporate governance as required under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter Listing Regulations), forms an integral part of this report. The requisite certificate from the Auditors of the Company confirming the compliance with the conditions of corporate governance is attached to the report on Corporate Governance.
Management Discussion and Analysis Report
Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations is presented in a separate section forming part of the Annual Report.
Business Responsibility Report
As stipulated under the Listing Regulations, the Business Responsibility Report describing the initiatives taken by the Company from an environmental, social and governance perspective is attached as part of the Annual Report.
Sexual Harassment
The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company has an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual harassment of women employees at work place. During the year 4 complaints was received under the policy, all of which were disposed off.
Vigil Mechanism/Whistle Blower Policy
The Company has established a vigil mechanism for Directors and Employees to report their genuine concerns, the details of which are given in the Corporate Governance Report. The policy on Vigil Mechanism and Whistle Blower Policy has been posted on the website of the Company www.apollohospitals.com.
Particulars of Loans, Guarantees and Investments
The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
Fixed Deposits
During the year, your company did not accept any deposits or renewed the existing deposits from the public.
The total outstanding deposits with the Company as on 31st March 2018 were Rs.94.77 million (Rs.150.21 million as on 31st March 2017) which include deposits for an aggregate value of Rs.14.09 million (Rs.16.62 million as on 31st March 2017) not claimed by the depositors.
Directors and other Key Managerial Personnel (KMPs)
Board Composition and Independent Directors
The Board consists of the Executive Chairman, four Executive Directors and seven Independent Directors. Independent directors are appointed for a term of five years and are not liable to retire by rotation.
All Independent Directors have given their declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (b) of the SEBI Listing Regulations.
Retirement by Rotation
Pursuant to Section 152 of the Companies Act 2013, Smt.Preetha Reddy, Director retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.
Key Managerial Personnel
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan Akhileswaran, Chief Financial Officer and Shri. S.M. Krishnan, Company Secretary. There has been no change in the Key Managerial Personnel during the year.
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and in terms of Regulation 17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of the Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration Committee, approved a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.
Meetings of the Board
The Board met six times during the financial year, the details of which are given in the Corporate Governance Report.
The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
Risk Management
The Board of Directors had constituted a Risk Management Committee to identify elements of risk in different areas of operations and to develop a policy for actions associated to mitigate the risks. The Committee on a timely basis informed the members of the Board of Directors about risk assessment and minimization procedures and in the opinion of the Committee there was no risk that may threaten the existence of the Company. The details of the Risk Management Committee are included in the Corporate Governance Report.
Internal Financial Controls and their Adequacy
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. The details of the internal control system and its terms of reference are set out in the Management Discussion and Analysis Report forming part of the Boardâs Report.
The Board of Directors has laid down internal financial controls to be followed by the Company and the policies and procedures to be adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control systems periodically.
Significant and Material Orders passed by the Regulators or Courts
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.
Directorsâ Responsibility Statement
Pursuant to Section 134(5) of the Companies Act 2013, the Board of Directors to the best of their knowledge hereby state and confirm:
a. that in the preparation of the annual financial statements for the year ended March 31, 2018, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
b. that such accounting policies have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2018 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going concern basis;
e. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively.
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
Share Capital
The paid up Equity Share Capital as on March 31, 2018 was Rs.695.63 million. During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. As of March 31, 2018, the details of shareholding in the Company held by the Directors are set out in the Corporate Governance Report forming part of the Boardâs Report and none of the directors hold convertible instruments of the Company.
Contracts and Arrangements with Related Parties
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an armâs length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companyâs website www.apollohospitals.com. Your Directors draw the attention of the members to the Notes to the financial statements which sets out related party disclosures.
None of the Directors have any pecuniary relationships or transactions vis-a-vis the Company.
Particulars of Employees and related disclosures
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are provided in the Annual Report, which forms part of this Report.
Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are also provided in the Annual Report, of this Report.
Having regard to the provisions of Section 136(1) read with the relevant provisions of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours. Any member interested in obtaining such information may write to the Company Secretary and the same will be furnished free of cost.
Employee Stock Options
No Employee Stock Options have been granted to the employees of the Company and thus no disclosure is required.
Corporate Social Responsibility Initiatives
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Rural Development, Healthcare, Education & Skill Development and Research in Healthcare. These projects are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities for the financial year 201 7-2018 is annexed herewith as âAnnexure Aâ.
Statutory Auditors
The Members at the Annual General Meeting held on 20th September 2017 approved the appointment of Deloitte Haskins & Sells LLP, Chartered Accountants as statutory auditors for a period of five years commencing from the Thirty Sixty Annual General Meeting till the conclusion of the Forty First Annual General Meeting subject to ratification by the Members every year.
The Ministry of Corporate Affairs vide its notification dated 7th May 2018 has notified that the requirement of ratification of appointment of the statutory auditor, under section 139, at each annual general meeting has now been dispensed with and therefore it is not required to ratify the appointment of the statutory auditors at every Annual General Meeting and the appointment of Deloitte Haskins & Sells LLP, Chartered Accountants as statutory auditors is valid till the conclusion of the Forty First Annual General Meeting to be held during the year 2022.
There are no qualifications, reservation or adverse remarks made by the statutory auditors in the audit report.
Cost Auditors
Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the Directors on the recommendation of the Audit Committee, appointed M/s. Raman & Associates, Cost Accountants, Chennai (ICWA Registration No.000050) to audit the cost accounts of the Company for the financial year 2018-2019 on a remuneration of Rs.1.50 million.
As required under the Companies Act, 2013, the remuneration payable to the cost auditor is required to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Memberâs ratification for the remuneration payable to M/s. Raman & Associates, Cost Accountants, Chennai (ICWA Registration No.000050) is included at Item No. 7 of the Notice convening the Annual General Meeting.
The Company has maintained cost records in accordance with the provisions of Companies Act, 2013 read with Companies (Cost Records and Audit) Amendment Rules, 2014 in respect of the healthcare services.
Secretarial Auditors
The Board had appointed Smt. Lakshmmi Subramanian, Senior Partner, M/s. Lakshmmi Subramanian & Associates, a firm of Company Secretaries in Practice, to conduct Secretarial Audit for the financial year 201 7-2018. The Secretarial Audit Report for the financial year ended March 31, 2018 is annexed herewith as âAnnexure Bâ. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
Statutory Auditors and Secretarial Auditors Report
The Directors hereby confirm that there is no qualification, reservation or adverse remark made by the statutory auditors of the company or in the secretarial audit report by the practicing company secretary for the year ended 31st March, 2018.
Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
Information as required to be disclosed on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as âAnnexure Câ.
Extract of Annual Return
The details forming part of the extract of the Annual Return in Form MGT-9 is annexed herewith as âAnnexure Dâ.
Acknowledgement
Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, towards the continued growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : May 30, 2018 Executive Chairman
Mar 31, 2017
The Directors are pleased to present the THIRTY SIXTH ANNUAL REPORT and the audited financial statements for the year ended 31st March 2017.
Financial Results (Standalone)
(Rs. in million)
For the year ended |
March 31, 2017 |
March 31, 2016 |
Income from operations |
64,417 |
55,883 |
Profit before Exceptional Items and Taxation |
3,589 |
4,428 |
Exceptional Items |
- |
(257) |
Profit after Exceptional Items before Tax |
3,589 |
4,171 |
Provision for Tax |
738 |
832 |
Profit for the Period |
2,851 |
3,339 |
Earning per Share (Rs.) |
20.50 |
23.91 |
Indian Accounting Standards
The Ministry of Corporate Affairs vide a notification dated February 16, 2015, notified the Indian Accounting Standards (âInd ASâ) to be applicable to a certain class of companies including listed companies, for the accounting periods beginning on or after April 1,2016, with comparatives to be provided for the period ending on March 31, 2016. Ind AS has replaced the existing Indian GAAP prescribed under section 133 of the Companies Act, 2013. Accordingly, the standalone and consolidated financial statements for the financial year ended March 31, 2017, forming part of this Annual Report, have been prepared in accordance with Ind AS with a transition date of April 1, 2015.
The reconciliations and descriptions of the effect of the transition from previous GAAP to Ind AS have been provided in the notes to accounts to the standalone and consolidated financial statements.
Results of Operations
During the year under review, the income from operations of the Company increased to Rs.64,417 million compared to Rs.55,883 million in the previous year, registering a growth of 15%. The profit after tax for the year declined by 15% to Rs.2,851 million compared to Rs.3,339 million in the previous year.
During the year under review, the consolidated gross revenue of the Company increased to Rs.72,549 million compared to Rs. 62,146 million registering an impressive growth of 17%. Net profit after minority interest for the group stood at Rs.1,990 million.
Consolidated Financial Statements
In accordance with Companies Act, 2013 (âthe Actâ) and Ind AS 110 - Consolidated Financial Statements read with Ind AS 28 - Investments in Associates and Ind AS 31 - Interests in Joint Ventures, the audited consolidated financial statements form part of the Annual Report.
In terms of provision to sub section (3) of Section 129 of the Act, the salient features of the financial statements of the Subsidiaries, Associates and Joint Venture Companies are set out in the prescribed Form AOC-1, which forms a part of the Annual Report.
In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements of the Company and audited accounts of the subsidiaries are available at the Companyâs website: www.apollohospitals.com. The documents will also be available for inspection during business hours at the registered office of the Company.
Material Changes affecting the Company
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report. There has been no change in the nature of business of the Company.
Dividend
The Board of Directors has recommended a dividend of Rs.6.00 per equity share (120% on face value of Rs.5/-per share) on the paid-up equity share capital of the company for the financial year ended 31st March 2017 amounting to Rs.1,004 million inclusive of tax of Rs.170 million, which if approved at the forthcoming Annual General Meeting on 20th September 2017, will be paid to those shareholders whose names appear in the Register of Members as at the closing hours of business on 8th September 2017. In respect of shares held in electronic form, the dividend will be paid on the basis of beneficial ownership furnished by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed from Saturday, 9th September 2017 to 20th September 2017 (both days inclusive).
The Board approved and adopted a dividend distribution policy at its meeting held on 30th May 2017 which is annexed herewith as Annexure-I to this Report and also posted in the Companyâs website: www.apollohospitals.com.
Credit Rating
CRISIL has rated the companyâs debt instruments as AA indicating a high degree of safety.
India Ratings and Research (Ind-RA) (a Fitch Group Company) has assigned the Companyâs long term debt and Non-Convertible Debentures (NCDs), an IND AA Rating with a stable outlook.
Subsidiaries, Associate Companies and Joint Ventures.
At the beginning of the year, your Company had Sixteen direct subsidiaries and five step down subsidiaries, six joint ventures and three associate companies. As on 31st March 2017, your Company had eighteen direct subsidiaries, four step down subsidiaries, three joint ventures, and four associate companies.
The statement containing the summarized financial position of the subsidiary companies viz., Apollo Home Healthcare (I) Ltd (AHHCL), AB Medical Centres Limited (ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL), Apollo Hospitals Singapore Pte Limited (AHSPL), Apollo Health and Lifestyle Limited (AHLL), Western Hospitals Corporation Pvt Limited (WHCPL), Total Health (TH), Imperial Hospital and Research Centre Limited (IHRCL), Apollo Home Healthcare Limited (AHHL), Apollo Nellore Hospital Limited (ANHL), Sapien Bio Sciences Pvt Limited (SBPL), Apollo Rajshree Hospitals Pvt Limited (ARHL), Apollo Lavasa Health Corporation Limited (ALHCL), Assam Hospitals Limited (AHL), Apollo Hospitals International Limited (AHIL), Future
Parking Private Ltd (FPPL), Apollo Healthcare Technology Solutions Limited (AHTSL), Apollo Sugar Clinics Limited (ASCL), Apollo Specialty Hospitals Pvt Limited (ASHPL), Alliance Dental Care Limited (ADCL) and Apollo Dialysis Private Limited (ADPL), pursuant to Section 129 and Rules 5 of the Companies (Accounts) Rules, 2014 is contained in Form AOC-1, which forms part of the Annual Report.
Apollo Home Healthcare (India) Limited (AHHCL)
AHHCL, a wholly owned subsidiary of the Company recorded a revenue of Rs.0.01 million, and net profit of Rs.0.01 million.
AB Medical Centres Limited (ABMCL)
ABMCL, a wholly owned subsidiary of the Company does not have any commercial operations as it has leased out its infrastructure viz., land and building to the company for running a hospital. For the year ended 31st March, 2017, ABMCL recorded an income of Rs.6.76 million and a net profit of Rs.4.80 million.
Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a wholly owned subsidiary of the company, runs a 120 bed multi speciality hospital at Kakinada. For the year ended 31st March, 2017, SHEL recorded an income of Rs.309.16 million and a net loss of Rs.31.96 million.
Apollo Health and Lifestyle Limited (AHLL)
AHLL, is a 68.64% subsidiary of the Company engaged in the business of providing primary healthcare facilities through a network of owned/franchised clinics across India offering specialist consultations, diagnostics, preventive health checks, telemedicine facilities and a 24-hour pharmacy all under one roof. For the year ended 31st March, 2017, AHLL recorded an income of Rs.3,899.13 million and a net loss of Rs.1,418.04 million.
Western Hospitals Corporation Private Limited (WHCPL)
WHCPL, a wholly owned subsidiary of the Company, for the year ended 31st March 2017, recorded an income of Rs.17.31 million and a net profit of Rs.11.18 million.
Total Health (TH)
TH, a wholly owned subsidiary of the Company registered under Section 8 of the Companies Act, 2013, is engaged in carrying on CSR activities in the field of community/rural development.
Apollo Hospital (UK) Limited (AHUKL)
AHUKL is a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
Apollo Hospitals Singapore Pte Limited (AHSPL)
AHSPL is a wholly owned subsidiary of the Company and has not yet commenced its operations.
Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, a 90% subsidiary of the company owns a 240 bed multi-specialty hospital at Bengaluru. For the year ended 31st March, 2017, IHRCL recorded an income of Rs.2,111.93 million and a net profit of Rs.82.03 million.
Apollo Home Healthcare Limited (AHHL)
AHHL, a 80.87% subsidiary of the Company is engaged in the business of providing high quality, personalized and professional healthcare services at the doorsteps of the patients. AHHL recorded revenues of Rs.190.98 million and a net loss of Rs.104.93 million.
Apollo Nellore Hospital Limited (ANHL)
ANHL a 79.44% subsidiary of the Company has leased out its land at Nellore to the Company. ANHL recorded revenues of Rs.7.80 million and a net profit of Rs.5.90 million.
Sapien Biosciences Pvt Ltd (SBPL)
SBPL, is a 70% subsidiary of the company which is engaged in the business of bio-banking of tissues. For the year ended 31st March, 2017, SBPL recorded revenues of Rs.10.55 million and a net loss of Rs.3.22 million.
Apollo Rajshree Hospitals Pvt Ltd (ARHL)
ARHL, a 54.63% subsidiary of the company, runs a multi speciality hospital at Indore. For the year ended 31st March, 2017, ARHL recorded an income of Rs.355.03 million and a net loss of Rs.60.77 million.
Apollo Lavasa Health Corporation Limited (ALHCL)
ALHCL, a 51% subsidiary of the company, runs a hospital at Lavasa. For the year ended 31st March, 2017, ALHCL recorded an income of Rs.7.03 million and a net loss of Rs.39.06 million.
Assam Hospitals Limited (AHL)
AHL, a 59.08% subsidiary of the company, runs a multi speciality hospital at Guwahati. For the year ended 31st March, 2017, AHL recorded an income of Rs.1,109.78 million and a net profit of Rs.51.34 million.
Apollo Hospitals International Limited (AHIL)
AHIL, a 50% subsidiary of the company, runs a multi speciality hospital at Ahmedabad. For the year ended 31st March, 2017, AHIL recorded an income of Rs.1,729.39 million and a net loss of Rs.12.34 million.
Future Parking Private Limited (FPPL)
FPPL, a subsidiary of the company, has been promoted for the development of Multi level Car parking at Walace Garden, Nungambakkam, Chennai. FPPL recorded and income of Rs.41.95 Million and a net loss of Rs.27.53 million.
Apollo Healthcare Technology Solutions Limited (AHTSL)
AHTSL a subsidiary of the Company is in the process of setting up the Proton Therapy Centre in Chennai which will be the first of its kind in southern hemisphere offering advanced oncology care. AHTSL is yet to commence operations.
Apollo Speciality Hospitals Pvt Limited (ASHPL)
ASHPL, a subsidiary Company of Apollo Health and Lifestyle Limited, is engaged in the business of running day surgery centres. For the year ended 31st March, 2017, ASHPL recorded an income of Rs.1,812.52 million and a net loss of Rs.1,138.63. million.
Apollo Sugar Clinics Limited (ASCL)
ASCL, a subsidiary company of Apollo Health and Lifestyle Limited, is engaged in the business of running diabetes management centres. For the year ended 31st March, 2017, ASCL recorded an income of Rs.173.77 million and a net loss of Rs.107.55 million.
Alliance Dental Care Limited (ADCL)
ADCL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dental clinics. For the year ended 31st March 2017, ADCL recorded a revenue of Rs.335.12 million and a net loss of Rs.75.90 million.
Apollo Dialysis Pvt Ltd (ADPL)
ADPL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dialysis centres. For the year ended 31st March 2017, ADPL recorded a revenue of Rs.55.12 million and a net loss of Rs.0.42 million.
Corporate Governance
The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on corporate governance as required under the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter Listing Regulations), forms an integral part of this report. The requisite certificate from the Auditors of the Company confirming compliance with the conditions of corporate governance is attached to the report on Corporate Governance.
Management s Discussion and Analysis Report
Managementâs Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations is presented in a separate section forming part of the Annual Report.
Business Responsibility Report
As stipulated under the Listing Regulations, the Business Responsibility Report describing the initiatives taken by the Company from an environmental, social and governance perspective is attached as part of the Annual Report.
Sexual Harassment
The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company received 2 complaints under the policy, all of which were disposed off.
Vigil Mechanism/Whistle Blower Policy
The Company has established a vigil mechanism for Directors and Employees to report their genuine concerns, the details of which are given in the Corporate Governance Report. The policy on Vigil Mechanism and Whistle Blower Policy has been posted on the website of the Company www.apollohospitals.com.
Particulars of Loans, Guarantees and Investments
The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
Fixed Deposits
During the year, your company did not accept any deposits from the public.
The total outstanding deposits with the Company as on 31st March 2017 were Rs.150.21 million (Rs.273.41 million as on 31st March 2016) which include deposits for an aggregate value of Rs.16.12 million (Rs.18.87 million as on 31st March 2016) not claimed by the depositors.
Directors and other Key Managerial Personnel (KMPs)
Board Composition and Independent Directors
The Board consists of the Executive Chairman, four Executive directors and seven Independent directors.
Independent directors are appointed for a term of five years and are not liable to retire by rotation.
All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (b) of the SEBI Listing Regulations.
The Company plans to induct new Independent Directors over the next couple of years to ensure that the process of transition on the Board with regard to Independent Directors is a smooth and gradual one .
Shri Habibullah Badsha, Shri Rafeeque Ahamed and Shri Rajkumar Menon, citing existing Professional Commitments, have resigned from the Board with effect from 14th August 2017. The Board placed on record its sincere appreciation for the valuable services rendered by these Individual Directors during their tenure.
Retirement by Rotation
Pursuant to Section 152 of the Companies Act 2013, Smt.Sangita Reddy, Director retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.
New Directors
Based on the recommendation of the Nomination and Remuneration Committee, the Board has recommended to the members that Dr.T. Rajgopal, and Shri. BVR Mohan Reddy, be appointed as Independent Directors for a term of 5 (five) consecutive years, with effect from their repective dates of appointment viz., 30th May 2017 and 14th August 2017 respectively.
The Company has received declarations from Dr.T. Rajgopal and Shri. BVR Mohan Reddy confirming that they meet the criteria of independence prescribed under the Act and the Listing Regulations.
Key Managerial Personnel
Pursuant to the provisions of Section 203 of the Companies Act 2013, the Key Managerial Personnel of the Company are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan Akhileswaran, Chief Financial Officer and Shri. S.M. Krishnan, Company Secretary. There has been no change in the Key Managerial Personnel during the year.
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and in terms of Regulation 17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of the Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration Committee approved a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.
Meetings of the Board
The Board metsix times during the financialyear, the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
Risk Management
The Board of Directors had constituted a Risk Management Committee to identify elements of risk in different areas of operations and to develop a policy for actions associated to mitigate the risks. The Committee on a timely basis informed the members of the Board of Directors about risk assessment and minimization procedures and in the opinion of the Committee there was no risk that may threaten the existence of the Company. The details of the Risk Management Committee are included in the Corporate Governance Report.
Internal Financial Controls and their Adequacy
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. The details of the internal control system and its terms of reference are set out in the Management Discussion and Analysis Report forming part of the Boardâs Report.
The Board of Directors has laid down internal financial controls to be followed by the Company and the policies and procedures to be adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control systems periodically.
Significant and Material Orders passed by the Regulators or Courts.
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.
Directorsâ Responsibility Statement
Pursuant to Section 134(5) of the Companies Act 2013, the Board of Directors to the best of their knowledge hereby state and confirm:
a. that in the preparation of the annual financial statements for the year ended March 31, 2017, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
b. that such accounting policies have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2017 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going concern basis;
e. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively.
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
Share Capital
The paid up Equity Share Capital as on March 31, 2017 was Rs.695.63 million. During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. As of March 31, 2017, the details of shareholding in the Company held by the Directors are set out in the Corporate Governance Report forming part of the Boardâs Report and none of the directors hold convertible instruments of the Company.
Rights Issue
The Board at its meeting held on 28th May 2015 approved the proposal to undertake an issue of equity shares to the existing shareholders on a Rights basis of a sum of upto Rs.7,500 million.
The purpose of the Rights Issue was to raise long term equity capital for the Company. The Company is awaiting necessary approvals for going ahead with the Rights Issue.
Contracts and Arrangements with Related Parties
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an armâs length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companyâs website www.apollohospitals.com. Your Directors draw the attention of the members to the Notes to the financial statements which sets out related party disclosures.
None of the Directors have any pecuniary relationships or transactions vis-a-vis the Company.
Particulars of Employees and related disclosures
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are provided in the Annual Report, which forms part of this Report.
Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(l) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are also provided in the Annual Report, which forms part of this Report.
Having regard to the provisions of Section 136(l) read with the relevant provisions of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours. Any member interested in obtaining such information may write to the Company Secretary and the same will be furnished free of cost.
Employee Stock Options
No Employee Stock Options have been given to the employees of the Company and thus no disclosure is required.
Corporate Social Responsibility Initiatives
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Rural Development, Education and Health. These projects are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities for the financial year 2016-2017 is annexed herewith as âAnnexure Aâ.
Statutory Auditors
The Companies Act, 2013 (âthe Actâ) was notified effective April 1, 2014. Section 139 of the Act lays down the criteria for appointment and mandatory rotation of statutory auditors. Pursuant to Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014, it is mandatory to rotate the statutory auditors on completion of two terms of five consecutive years. The Rules also lay down the transitional period that can be served by the existing auditors depending on the number of consecutive years for which an audit firm has been functioning as auditor in the same company. The existing auditors, S. Viswanathan, LLP, Chartered Accountants (Firm Registration No. 004770S/S200025) have served the Company for over 10 years before the Act was notified and will be completing the maximum number of transitional period (three years) at the ensuing thirty sixth Annual General Meeting.
Based on the recommendations of the Audit Committee, the Board has proposed the appointment of Deloitte Haskins & Sells, LLP, Chartered Accountants (Firm Registration Number 117366 W/W100018) as the statutory auditors of the Company in the place of S. Viswanathan LLP, Charterd Accountant for approval of the members. Deloitte Haskins & Sells, LLP will hold office for a period of five consecutive years from the conclusion of the Thirty Sixth Annual General Meeting of the Company till the conclusion of the forty First Annual General Meeting to be held in 2022 subject to ratification at every Annual General Meeting. The first year of audit will be concerning the financial statements for the year ending March 31, 2018.
The auditors have consented and confirmed their eligibility for appointment as statutory auditors of the Company.
Cost Auditors
Pursuant to Section 148 of the Companies Act, 2013 read with The Companies (Cost Records and Audit) Amendment Rules, 2014, the Directors on the recommendation of the Audit Committee, appointed M/s. Raman & Associates, Cost Accountants, Chennai (ICWA Registration No.000050) to audit the cost accounts of the Company for the financial year 2017-2018 on a remuneration of Rs.1.50 million.
As required under the Companies Act, 2013, the remuneration payable to the cost auditor is required to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Memberâs ratification for the remuneration payable to M/s. Raman & Associates, Cost Accountants, Chennai (ICWA Registration No.000050) is included at Item No. 9 of the Notice convening the Annual General Meeting.
Secretarial Auditors
The Board has appointed Smt. Lakshmmi Subramanian, Senior Partner, M/s. Lakshmmi Subramanian & Associates, a firm of Company Secretaries in Practice, to conduct Secretarial Audit for the financial year 2016-2017. The Secretarial Audit Report for the financial year ended March 31, 2017 is annexed herewith as âAnnexure Bâ. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
Statutory Auditors and Secretarial Auditors Report
The Directors hereby confirm that there is no qualification, reservation or adverse remark made by the statutory auditors of the company or in the secretarial audit report by the practicing company secretary for the year ended 31st March, 2017.
Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo.
Information as required to be disclosed on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as âAnnexure Câ.
Extract of Annual Return
The details forming part of the extract of the Annual Return in Form MGT-9 is annexed herewith as âAnnexure Dâ.
Acknowledgement
Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, towards the continued growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : 14th August 2017 Executive Chairman
Mar 31, 2016
The Directors are pleased to present the THIRTY FIFTH ANNUAL REPORT and the audited financial statements for the year ended 31st March 2016.
Financial Results (Standalone)
(Rs. in million)
For the year ended |
March 31, 2016 |
March 31, 2015 |
Income from operations |
54,091 |
45,928 |
Profit before Extraordinary Items and Taxation |
4,778 |
4,820 |
Provision for Taxation |
827 |
1,207 |
Net Profit before Extraordinary Item after Taxation |
3,951 |
3,613 |
Exceptional Items |
(257) |
(147) |
Net Profit after Exceptional Items |
3,694 |
3,466 |
Balance of Profit brought forward |
3,144 |
3,165 |
Profit Available for appropriations |
6,838 |
6,631 |
Appropriations |
||
Dividend (inclusive of dividend tax) |
1,004 |
964 |
Transfer to General Reserve |
2,000 |
1,500 |
Transfer to Debenture Redemption Reserve |
- |
485 |
Amount charged off in accordance with the transitional provisions of the Companies Act, 2013 |
- |
539 |
Balance carried forward to the Balance Sheet |
3,834 |
3,143 |
Results of Operations
During the year under review, the income from operations of the Company increased to Rs.54,091 million compared to Rs.45,928 million in the previous year, registering an impressive growth of 18%. The profit after tax for the year increased by 7% to Rs.3,694 million compared to Rs.3,466 million in the previous year.
During the year under review, the consolidated gross revenue of the Company increased to Rs.60,856 million compared to Rs.51,785 million in the previous year, registering an impressive growth of 18%. Net profit after minority interest for the group stood at Rs.3,310 million.
Consolidated Financial Statements
In accordance with the Companies Act, 2013 (âthe Actâ) and Accounting Standard (AS)-21 on Consolidated Financial Statements read with AS-23 on Accounting for Investments in Associates and AS-27 on Financial Reporting of Interests in Joint Ventures, the audited consolidated financial statements form part of the Annual Report.
In terms of provision to sub section (3) of Section 129 of the Act, the salient features of the financial statements of the Subsidiaries, Associates and Joint Venture Companies are set out in the prescribed Form AOC-1, which forms a part of the Annual Report.
In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements of the Company and audited accounts of the subsidiaries are available at companyâs website www.apollohospitals.com. The documents will also be available for inspection during business hours at the registered office of the Company.
Dividend
During the year, your Company declared an interim dividend of Rs.6.00 per eguity share. Your Directors have considered it financially prudent in the long-term interests of the Company to reinvest the profits into the business of the Company to build a strong reserve base and grow the business of the Company. No final dividend has therefore been recommended for the year ended March 31, 2016.
Transfer of Reserves
Your Company proposes to transfer Rs.2,000 million to the general reserves out of the amount available for appropriations. An amount of Rs.3,834 million is proposed to be retained in the profit and loss account.
Credit Rating
CRISIL has rated the companyâs debt instruments as AA indicating a high degree of safety.
India Ratings and Research (Ind-RA) (a Fitch Group Company) has assigned the Companyâs long term debt and Non-Convertible Debentures (NCDs), an IND AA Rating with a stable outlook.
Subsidiaries, Associate Companies and Joint Ventures.
At the beginning of the year, your Company had twelve direct subsidiaries and five step down subsidiaries, seven joint ventures and three associate companies. As on 31st March 2016, your Company has sixteen direct subsidiaries and five step down subsidiaries, six joint ventures and three associate companies.
The statement containing the summarized financial position of the subsidiary companies viz., Apollo Home Healthcare (I) Ltd (formerly known as Unigue Home Healthcare Limited) (AHHCL), AB Medical Centres Limited (ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL), Apollo Hospitals Singapore Pte Limited (AHSPL), Apollo Health and Lifestyle Limited (AHLL), Western Hospitals Corporation Pvt Limited (WHCPL), Total Health (TH), Apollo Healthcare Technology Solutions Limited (AHTSL), Imperial Hospital and Research Centre Limited (IHRCL), Apollo Home Healthcare Limited (AHHL), Apollo Nellore Hospital Limited (ANHL), Sapien Bio Sciences Pvt Limited (SBPL), Apollo Rajshree Hospitals Pvt Limited (ARHL), Apollo Lavasa Health Corporation Limited (ALHCL), Assam Hospitals Limited (AHL), Apollo Cosmetic Surgical Centre Pvt Limited (ACSPL), Apollo Sugar Clinics Limited (ASCL), Akeso Healthcare Private Limited (AKESO), Alliance Dental Care Limited (ADCL) and Apollo Dialysis Private Limited (ADPL) pursuant to Section 129 and Rules 5 of the Companies (Accounts) Rules, 2014 is contained in Form AOC-1, which forms part of the Annual Report.
Apollo Home Healthcare (India) Limited (AHHCL)
(Formerly known as Unigue Home Healthcare Limited)
AHHCL, a wholly owned subsidiary of the Company provides medical and paramedical services including doctorâs consultation, physiotherapy direct to patient homes and also offers paramedical services in hospitals to critically ill patients. During the year AHHCL, recorded a revenue of Rs.12.53 million, and net profit of Rs.0.11 million.
AB Medical Centres Limited (ABMCL)
ABMCL, a wholly owned subsidiary of the Company does not have any commercial operations as it has leased out its infrastructure viz., land and building to the company for running a hospital. For the year ended 31st March, 2016, ABMCL recorded an income of Rs.6.79 million and a net profit of Rs.4.66 million.
Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a wholly owned subsidiary of the company, runs a 120 bed multi speciality hospital at Kakinada. For the year ended 31st March, 2016, SHEL recorded an income of Rs.266.40 million and a net profit of Rs.4.49 million.
Apollo Health and Lifestyle Limited (AHLL)
AHLL, is a 99.29% subsidiary of the Company is engaged in the business of providing primary healthcare facilities through a network of owned/franchised clinics across India offering specialist consultations, diagnostics, preventive health checks, telemedicine facilities and a 24-hour pharmacy all under one roof. For the year ended 31st March, 2016, AHLL recorded an income of Rs.2,000.13 million and a net loss of Rs.56.86 million.
Western Hospitals Corporation Private Limited (WHCPL)
WHCPL, a wholly owned subsidiary of the Company, for the year ended 31st March 2016, recorded an income of Rs.14.44 million and a net profit of Rs.9.60 million.
Total Health (TH)
TH, a wholly owned subsidiary of the Company registered under Section 8 of the Companies Act, 2013, is engaged in carrying on CSR activities in the field of community/rural development.
Apollo Healthcare Technology Solutions Limited (AHTSL)
AHTSL, a wholly owned subsidiary of the Company is in the process of setting up the Proton Therapy Centre in Chennai which will be the first of its kind in the Southern Hemisphere and offering advanced oncology care. AHTSL is yet to commence operations.
Apollo Hospital (UK) Limited (AHUKL)
AHUKL is a wholly owned foreign subsidiary of the Company and has not yet commenced its operations.
Apollo Hospitals Singapore Pte Limited (AHSPL)
AHSPL is a wholly owned subsidiary of the Company and has not yet commenced its operations.
Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, a 90% subsidiary of the company owns a 240 bed multi-specialty hospital at Bengaluru. For the year ended 31st March, 2016, IHRCL recorded an income of Rs.1,839.90 million and a net profit of Rs.61.70 million.
Apollo Home Healthcare Limited (AHHL)
AHHL, a 80.87% subsidiary of the Company is engaged in the business of providing high guality, personalized and professional healthcare services at the doorsteps of the patients. AHHL recorded revenues of Rs.59.88 million and a net loss omi3.64 million.
Apollo Nell ore Hospital Limited (ANHL)
ANHL has leased out its land at Nellore to the Company. ANHL recorded revenues of Rs.8.01 million and a net profit of Rs.6.18 million.
Sapien Biosciences Pvt Ltd (SBPL)
SBPL, is a 70% subsidiary of the company which is engaged in the business of bio-banking of tissues. For the year ended 31st March, 2016, SBPL recorded revenues of Rs.5.95 million and a net loss of Rs.10.37 million.
Apollo Rajshree Hospitals Pvt Ltd (ARHL)
ARHL, a 57.27% subsidiary of the company, runs a multi speciality hospital at Indore. For the year ended 31st March, 2016, ARHL recorded an income of Rs.201.70 million and a net loss of Rs.83.87 million.
Apollo Lavasa Health Corporation Limited (ALHCL)
ALHCL, a 51% subsidiary of the company, runs a hospital at Lavasa. For the year ended 31st March, 2016, ALHCL recorded an income of Rs.7.20 million and a net loss of Rs.39.45 million.
Assam Hospitals Limited (AHL)
AHL, a 51% subsidiary of the company, runs a multi speciality hospital at Guwahati. For the year ended 31st March, 2016, AHL recorded an income of Rs.869.55 million and a net profit of Rs.18.00 million.
Apollo Sugar Clinics Limited (ASCL)
ASCL, a subsidiary company of Apollo Health and Lifestyle Limited, is engaged in the business of running diabetes management centres. For the year ended 31st March, 2016, ASCL recorded an income of Rs.190.46 million and a net loss of Rs.171.01 million.
Apollo Cosmetic Surgical Centre Pvt Ltd (ACSPL)
ACSPL, a subsidiary company of Apollo Health and Lifestyle Limited, is engaged in the business of running cosmetic surgical centres. For the year ended 31st March, 2016, ACSPL recorded an income of Rs.12.24 million and a net loss omo.ll million.
Akeso Healthcare Private Limited (AKESO)
AKESO, a wholly owned subsidiary company of Apollo Health and Lifestyle Limited, is engaged in the business of healthcare services. For the year ended 31st March, 2016, it recorded an income of Rs.45.86 million and a net loss of Rs.0.62 million.
All lance Dental Care Limited ^ AD CL^
ADCL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dental clinics. For the year ended 31st March 2016, ADCL recorded a revenue of Rs.382.34 million and a net loss of Rs.62.68 million.
Apollo Dialysis Pvt Ltd (ADPL)
ADPL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in the business of running dialysis centres. For the year ended 31st March 2016, ADPL recorded a revenue of Rs.49.13 million and a net loss of Rs.6.30 million.
Corporate Governance
The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance reguirements set out by SEBI. The report on corporate governance as reguired under the Securities Exchange Board of India (Listing Obligations and Disclosure Reguirements) Regulations, 2015 (hereinafter Listing Regulations), forms an integral part of this report. The reguisite certificate from the Auditors of the Company confirming compliance with the conditions of corporate governance is attached to the report on Corporate Governance.
Managementâs Discussion and Analysis Report
Managementâs Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations is presented in a separate section forming part of the Annual Report.
Business Responsibility Report
The SEBIâs Listing Regulations mandates inclusion of the Business Responsibility Report (BRR) as part of the Annual Report for top 500 listed entities based on market capitalisation. In compliance with the regulation, BRR is presented in a separate section forming part of the Annual Report.
Sexual Harassment
The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. The Company received 3 complaints under the policy, all of which were disposed off.
Vigil Mechanism/Whistle Blower Policy
The Company has established a vigil mechanism for Directors and Employees to report their genuine concerns, the details of which are given in the Corporate Governance Report. The policy on Vigil Mechanism and Whistle Blower Policy has been posted on the website of the Company www.apollohospitals.com.
Particulars of Loans, Guarantees and Investments
The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
Fixed Deposits
During the financial year, your company had not accepted deposits from the public.
The total outstanding deposits with the Company as on 31st March 2016 were Rs.273.41 million (Rs.339.27 million as on 31st March 2015) which include deposits for an aggregate value of Rs.18.87 million (Rs.1.49 million as on 31st March 2015) not claimed by the depositors.
Directors and other Key Managerial Personnel (KMPs)
Board Composition and Independent Directors
The Board consists of the Executive Chairman, four Executive directors and eight Independent directors.
Independent directors are appointed for a term of five years and are not liable to retire by rotation.
All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (b) of the SEBI Listing Regulations.
Retirement by Rotation
Pursuant to Section 152 of the Companies Act 2013, Smt.Shobana Kamineni, Director retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.
Key Managerial Personnel
Pursuant to the provisions of Section 203 of the Companies Act 2013, the Key Managerial Personnel of the Company are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan Akhileswaran, Chief Financial Officer and Shri. S.M. Krishnan, Company Secretary. There has been no change in the Key Managerial Personnel during the year.
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and in terms of Regulation 17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of the Audit and the Nomination & Remuneration Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration Committee approved a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.
Meetings of the Board
The Board met five times during the financial year, the details of which are given in the Corporate Governance Report.
The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
Risk Management
The Board of Directors had constituted a Risk Management Committee to identify elements of risk in different areas of operations and to develop a policy for actions associated to mitigate the risks. The Committee on a timely basis informed the members of the Board of Directors about risk assessment and minimization procedures and in the opinion of the Committee there was no risk that may threaten the existence of the Company. The details of the Risk Management Committee are included in the Corporate Governance Report.
Internal Financial Controls and their Adequacy
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. The details of the internal control system and its terms of reference are set out in the Management Discussion and Analysis Report forming part of the Boardâs Report.
The Directors had laid down internal financial controls to be followed by the Company and the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control systems periodically.
Significant and Material Orders passed by the Regulators or Courts.
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.
Directorsâ Responsibility Statement
Pursuant to Section 134(5) of the Companies Act 2013, the Board of Directors to the best of their knowledge hereby state and confirm:
a. that in the preparation of the annual financial statements for the year ended March 31, 2016, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
b. that such accounting policies have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2016 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken for the maintenance of adeguate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. that the annual financial statements have been prepared on a going concern basis;
e. that proper internal financial controls were in place and that the financial controls were adeguate and were operating effectively.
f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adeguate and operating effectively.
Share Capital
The paid up Eguity Share Capital as on March 31, 2016 was Rs.695.63 Million. During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat eguity. As on March 31, 2016, the details of the shareholding by the Directors of the Company are set out in the Corporate Governance Report forming part of the Boardâs Report and none of the directors hold convertible instruments of the Company.
Rights Issue
The Board at its meeting held on 28th May 2015 approved the proposal to undertake an issue of eguity shares to the existing shareholders on a Rights basis of a sum of upto Rs.7,500 million.
The purpose of the Rights Issue was to raise long term equity capital for the Company. The Company is awaiting necessary approvals for going ahead with the Rights Issue.
Contracts and Arrangements with Related Parties
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an armâs length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companyâs website www.apollohospitals.com. Your Directors draw the attention of the members to the Notes to the financial statements which sets out related party disclosures.
None of the Directors have any pecuniary relationships or transactions vis-a-vis the Company.
Particulars of Employees and related disclosures
In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said Rules is provided in the Annual Report.
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(l) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in the Annual Report.
Having regard to the provisions of Section 136(1) read with the relevant provisions of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any member interested in obtaining such information may write to the Company Secretary and the same will be furnished free of cost.
Employee Stock Options
No Employee Stock Options have been given to the employees of the Company and thus no disclosure is required.
Corporate Social Responsibility Initiatives
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Rural Development, Education and Health. These projects are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities for the financial year 2015-16 is annexed herewith asâAnnexure Aâ.
Statutory Auditors
The Auditors S. Viswanathan LLP, Chartered Accountants retire at the ensuing Annual General Meeting and have confirmed their eligibility and willingness to accept office, if reappointed.
The Audit Committee and the Board recommend the re-appointment of S. Viswanathan LLP, Chartered Accountants, as Auditors of the Company, to hold office till the conclusion of the next Annual General Meeting.
It may please be noted that this would be the last year of appointment of the existing Statutory Auditor under the transitional provisions contained in the Companies Act, 2013.
The Company engages the services of the Big Four consulting firms on compliance, regulatory and tax matters including enterprise risk management, review of internal financial controls which also covers Information Technology related controls etc and provides periodic updates to the Board on an ongoing basis .
Cost Auditors
Pursuant to Section 148 of the Companies Act, 2013 read with The Companies (Cost Records and Audit) Amendment Rules, 2014, your Directors had, on the recommendation of the Audit Committee, appointed M/s. Raman & Associates, Cost Accountants, Chennai (ICWA Registration No.000050) to audit the cost accounts of the Company for the financial year 2016-17 on a remuneration of Rs.1.50 million.
As reguired under the Companies Act, 2013, the remuneration payable to the cost auditor is reguired to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Memberâs ratification for the remuneration payable to M/s. Raman & Associates, Cost Accountants, Chennai (ICWA Registration No.000050) is included at Item No. 8 of the Notice convening the Annual General Meeting.
Secretarial Auditors
The Board has appointed Smt. Lakshmmi Subramanian, Senior Partner, M/s. Lakshmmi Subramanian & Associates, a firm of Company Secretaries in Practice, to conduct Secretarial Audit for the financial year 2015-2016. The Secretarial Audit Report for the financial year ended March 31, 2016 is annexed herewith as âAnnexure Bâ. The Secretarial Audit Report does not contain any gualification, reservation or adverse remark.
Statutory Auditors and Secretarial Auditors Report
The Directors hereby confirm that there is no gualification, reservation or adverse remark made by the statutory auditors of the company or in the secretarial audit report by the practicing company secretary for the year ended 31st March, 2016.
Particulars regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo.
Information as reguired to be disclosed on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as âAnnexure Câ.
Extract of Annual Return
The details forming part of the extract of the Annual Return in Form MGT-9 is annexed herewith as âAnnexure Dâ.
Acknowledgement
Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, towards the continued growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : 25th May, 2016 Executive Chairman
Mar 31, 2013
The Directors are pleased to present the THIRTY SECOND ANNUAL REPORT
and the audited statements of accounts for the year ended 31st March
2013.
FINANCIAL RESULTS (STANDALONE)
(Rs. in million)
For the year ended March 31, 2013 March 31, 2012
Income from operations 33,178 28,001
Profit before Extraordinary Items
and Taxation 4,034 3,375
Provision for Taxation 988 1,066
Net Profit before Extraordinary
Items after Taxation 3,046 2,309
Extraordinary Item 45 -
Net Profit after Extraordinary Item 3,091 2,309
Balance of Profit brought forward 1,763 1,649
Dividend paid on equity shares 22 -
(arising on conversion of FCCB
loan & share warrants)
Profit Available for appropriations 4,832 3,958
Appropriations
Dividend (inclusive of dividend tax) 895 625
Transfer to General Reserve 1,000 1,500
Transfer to Debenture Redemption Reserve 630 70
Balance carried forward to Balance sheet 2,307 1,763
RESULTS OF OPERATIONS
During the year under review, the income from operations of the Company
increased to Rs. 33,178 million compared to Rs. 28,001 million in the
previous year, registering an impressive growth of 18%. The profit
after tax for the year increased by 34% to Rs. 3,091 million compared
to Rs. 2,309 million in the previous year.
During the year under review, the consolidated gross revenue of the
Company increased toRs. 37,687 million compared to Rs. 31,475 million
in the previous year, registering an impressive growth of 20%. Net
profit after minority interest for the group increased to Rs. 3,045
million from Rs. 2,194 million representing a growth of 39%.
CONSOLIDATED FINANCIAL STATEMENTS
The Ministry of Corporate Affairs (MCA) vide its circular No.
5/12/2007-CL-lll dated 8th February 2011 has granted general exemption
under Section 212(8) of the Companies Act, 1956 to companies from
attaching the accounts of their subsidiaries in their annual reports
subject to fulfillment of certain conditions prescribed. The Board of
Directors of the Company at its meeting held on 20th May 2013, noted
the provisions of the MCA circular cited and passed the necessary
resolution granting requisite approvals for not attaching the Balance
Sheet, Profit & Loss Account, Report of the Board of Directors and
Report of the Auditors of each of the subsidiary companies to the
accounts of the Company. A statement of summarized financials of all
subsidiaries of your Company, pursuant to Section 212(8) of the
Companies Act, 1956 forms part of this report. Any further information
in respect of the annual report and the financial statements of the
subsidiary companies of your Company will be made available to the
members on request and will also be available for inspection for any
member at its Registered Office. In accordance with the Accounting
Standard, AS-21 issued by the Institute of Chartered Accountants of
India, the Consolidated Financial Statement presented by your Company
includes the financial information of all its subsidiaries.
DIVIDEND
The Board of Directors recommend a dividend of Rs. 5.50 per Equity
Share (110% on face value of Rs. 5/ - per share) (as againstRs. 4/- per
Equity share on face value ofRs. 5/- each, 80% in the previous year) on
the paid up equity share capital of the company for the financial year
ended 31st March 2013, which if approved at the forthcoming Annual
General Meeting on 7th August 2013 will be paid to those shareholders
whose names appear in the Register of Members as at the closing hours
of business on 26th July 2013. In respect of shares held in electronic
form, the dividend will be paid on the basis of beneficial ownership
furnished by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed
from Saturday, 27th July 2013 to Wednesday, 7th August 2013 (both days
inclusive).
TRANSFER OF RESERVES
Your Company proposes to transfer Rs. 1,000 million to the general
reserve out of the amount available for appropriations. An amount of
Rs. 2,307 million is proposed to be retained in the Profit & Loss
Account.
CREDIT RATING
The Company continues to have the credit rating of AA from CRISIL for
its debt instruments which indicates a high degree of safety.
CRISIL Equities has upgraded the Company''s CRISIL IER fundamental grade
to 5/5 from 4/5. The grade indicates that the company''s fundamentals
are ''excellent'' relative to other listed equity securities in India.
SUBSIDIARIES
Your Company has sixteen subsidiary companies (including fellow
subsidiaries) as on March 31, 2013. The statement in respect of the
details of the subsidiary companies viz., Unique Home Health Care
Limited (UHHCL), AB Medical Centres Limited (ABMCL), Samudra Healthcare
Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL),
Apollo Health and Lifestyle Limited (AHLL), Western Hospitals
Corporation Pvt Limited (WHCPL), Apollo Cosmetic Surgical Centre Pvt
Limited (ACSPL), Apollo Nellore Hospital Limited (ANHL) (formerly known
as Pinakini Hospitals Limited), Imperial Hospital and Research Centre
Limited (IHRCL), Alliance Medicorp (India) Limited (Alliance), Alliance
Dental Care Limited (Alliance Dental), Sapien Bio Sciences Pvt Limited
(SBPL), ISIS Healthcare India Private Limited (ISIS), Mera Healthcare
India Private Limited (MERA), Apollo Koramangala Cradle Limited (AKCL)
and Apollo Clinics (Gujarat) Limited (ACGL) pursuant to section 212 of
the Companies Act, 1956, is attached to this report.
Unique Home Health Care Limited (UHHCL)
UHHCL, a wholly owned subsidiary of the Company provides medical and
paramedical services including doctor''s consultation, physiotherapy
direct to patient homes and also offers paramedical service in
hospitals to critically ill patients. For the year ended 31st March
2013 UHHCL, recorded a revenue of Rs. 40.05 million and net profit of
Rs. 17.88 million.
AB Medical Centres Limited (ABMCL)
ABMCL, a wholly owned subsidiary of the Company does not have any
commercial operations as it has leased out its infrastructure viz.,
land, building and medical equipment to the Company for running the
hospital. For the year ended 31st March 2013, ABMCL recorded an income
of Rs. 6.40 million and a net profit of Rs. 4.11 million.
Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a wholly owned subsidiary of the company, runs a 120 bed multi
speciality hospital at Kakinada. For the year ended 31st March 2013,
SHEL recorded revenue of Rs. 282.89 million and a net profit of Rs.
5.88 million.
Apollo Hospital (UK) Limited (AHUKL)
AHUKL is a wholly owned foreign subsidiary of the Company and has not
yet commenced its operations.
Apollo Health and Lifestyle Limited (AHLL)
AHLL, a wholly owned subsidiary of the Company is engaged in the
business of providing primary healthcare facilities through a network
of owned/franchised clinics across India offering specialist
consultation, diagnostics, preventive health checks, telemedicine
facilities and a 24-hour pharmacy all under one roof. For the year
ended 31st March 2013, AHLL recorded a consolidated revenue of Rs.
566.94 million and a net loss of Rs. 167.03 million.
Western Hospitals Corporation Private Limited (WHCPL)
For the year ended 31st March 2013, WHCPL, a wholly owned subsidiary of
the company, recorded revenue of Rs. 10.80 million and a net profit of
Rs. 7.81 million.
Apollo Nellore Hospital Limited (ANHL)
As a part of its strategy to reach out to the tier II towns and cities,
the Company intends to build a hospital in Nellore through a subsidiary
company, Apollo Nellore Hospital Limited (formerly known as Pinakini
Hospitals Limited). ANHL recorded revenue of Rs. 7.42 million and a
net profit of Rs. 5.60 million.
Apollo Cosmetic Surgical Centre Pvt Limited (ACSPL)
ACSPL, a 69.40% subsidiary of the company is engaged in the business of
running cosmetic surgical centres. For the year ended 31st March 2013,
ACSPL recorded a revenue of Rs. 28.09 million and a net profit of Rs.
0.93 million.
Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, a 85.76% subsidiary of the company owns a 240 bed multi
speciality hospital at Bengaluru. For the year ended 31st March 2013,
IHRCL recorded a revenue of Rs. 1,241.72 million and a net profit of
Rs. 2.30 million.
Alliance Medicorp India Limited (Alliance)
Alliance, a 51 % subsidiary of the Company is engaged in the business
of running dialysis clinics. For the year ended 31st March 2013,
Alliance recorded consolidated revenue of Rs. 184.87 million and a net
loss of Rs. 31.84 million.
Sapien Biosciences Pvt Ltd (SBPL)
SBPL, a 70% subsidiary of the company which is engaged in the business
of bio-banking of tissues is currently in the startup stage . For the
year ended 31st March 2013, SBPL recorded pre-operative expenses of Rs.
0.91 million.
ISIS Health Care India Private Limited (ISIS)
ISIS, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of providing healthcare services. For the year ended 31st
March 2013, ISIS recorded a revenue of Rs. 18 million and a net profit
of Rs. 0.21 million.
Mera Health Care India Private Limited (MERA)
MERA, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of healthcare services. For the year ended 31st March
2013, MERA recorded a revenue of Rs. 11 million.
Apollo Koramangala Cradle Limited (AKCL)
AKCL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of healthcare services. For the year ended 31st March
2013, AKCL recorded a revenue of Rs. 25 million and a net loss of Rs.
34 million.
Apollo Clinics (Gujarat) Limited (ACGL)
ACGL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of healthcare services. Alliance Dental Care Limited
(Alliance Dental)
Alliance Dental, a subsidiary of Alliance Medicorp (India) Limited is
engaged in the business of running dental clinics. For the year ended
31st March 2013, Alliance Dental recorded a revenue of Rs. 156.59
million and a net loss of Rs. 24.33 million.
INCREASE IN THE PAID-UP SHARE CAPITAL
The paid-upshare capitalof the Company increased fromRs. 672.33 million
(consisting of 134,466,618equitysharesof Rs. 5/- each) to Rs. 695.63
million (consisting of 139,125,159 equity shares ofRs. 5/- each)
consequent to the allotment of:-
(i) 1,381,619 equity shares to International Finance Corporation,
Washington upon conversion of 750 Foreign Currency Convertible Bonds of
USD 10,000/- each aggregating to USD 7.5 million at a price of Rs.
302.50 per share of Rs. 5/- each, including a premium of Rs. 297.50 per
share on 7th June 2012.
(ii) 3,276,922 equity shares to Dr. Prathap C Reddy, one of the
promoters of the Company on 25th July 2012 upon conversion of warrants
issued to him on 5th February 2011 at a price of Rs. 472.46 per share
including a premium of Rs. 467.46 per share.
These shares have been listed at Bombay Stock Exchange Limited (BSE)
and National Stock Exchange India Limited, (NSE), Mumbai.
ISSUE OF NON CONVERTIBLE DEBENTURES
During the year under review, your Company privately placed 2,250
Secured Redeemable Non Convertible Debentures of Rs. 1 million each
aggregating to Rs. 2,250 million to Banks and Financial Institutions.
CORPORATE GOVERNANCE
Pursuant to Clause 49 (VII) of the Listing Agreement with the Stock
Exchanges, a separate report on Corporate Governance forms part of the
Directors'' Report in the Annual Report. Your Company has been complying
with the requirements of the Listing Agreement and necessary
disclosures have been made in this regard in the Corporate Governance
Report.
A certificate from the Auditors of the Company regarding compliance
with the conditions of Corporate Governance as stipulated under Clause
49 of the Listing Agreement is attached to this report.
HUMAN RESOURCES DEVELOPMENT
Millions of patients from all across the world come to Apollo Hospitals
with great hope in their hearts, looking for a cure and it is the
dedication and commitment of every member of the Apollo family that
makes this possible.
For us at Apollo Hospitals, patient-centricity is not a mere goal, but
the very core of our existence. Several employees work closely with the
patient and many more work indirectly to support the delivery of
superior healthcare. Therefore, all employees, both individually and
collectively are key to Apollo Hospitals being renowned as a trusted
healthcare provider. The mantra of ''Tender Loving Care'' has a profound
impact on everything we do and is the bedrock of the Apollo culture.
With immense compassion and commitment, the doctors, nurses and every
employee of the organization come together and transform Apollo into a
warm, helpful and friendly environment for patients and their families.
Apollo Hospitals recognises that its greatest differentiator is its
human resources capital. Therefore, the human resources systems,
procedures and the organizational environment are all designed to
nurture creativity, innovation and greater efficiencies in its human
capital. Training is an integral element of the HR system and empowers
employees to work towards shared goals and the common purpose of
providing superior patient care.
Apollo Hospitals firmly believes in maintaining and encouraging an
organizational climate conducive to developing satisfied and productive
employees. In keeping with this, the Organizational Climate Survey
(OCS) is conducted on a regular basis to assess and ascertain employee
feedback. The Organizational Climate Survey 2012 elicited responses
from employees on diverse themes such as sense of belonging, role of
HOD and superior communication, decision making processes, training,
team building, compensation & patient satisfaction. Based on the
feedback received from the OCS, robust action plans were mapped out for
continuous improvements.
Apollo values every individual''s performance and thus the Apollo
Performance Management System encompassing the management cadre
employees across the Group was instituted focusing on alignment,
measurement, reward and recognition including Personal Development Plan
(PDP). As a part of Rewards and Recognition scheme, the following
awards were introduced to promote greater employee performance and
engagement:
1. Award for Best Ideas & Suggestion
2. Award for Best Talent
3. Award for Service Excellence & Wellness.
Leadership development through programs such as FLDP & CCP was also
initiated this year. Future Leaders Development program (FLDP) at
Apollo Hospital was organized primarily with the aim to prepare 2nd and
3rd level Executives for Senior Leadership roles. Competency Coaching
Program (CCP) for nursing leaders is a structured approach to enhance
skill and competencies required in different application areas in
business to achieve desired outcomes.
The total number of employees increased from 32,991 as on March 31,
2012 to 35,348 as on March 31, 2013.
HR INITIATIVES AT APOLLO
Apollo Acculturation Program for imbibing excellence is a detailed
3-day Induction program which is followed by an on-line test.
Wellness at Apollo is an imperative and to encourage focus on
preventive healthcare, the Annual Master Health Check-up for
consultants and their spouses was initiated and made mandatory. An
Incentive for employees on referring their friends and family for
Health check-ups was also introduced this year.
In our continuous quest towards improving healthcare and in achieving
superior standards of excellence, we launched the Employee Suggestion
Program Apollo Big Minds''. A new Intranet initiative christened Apollo
Space'' was launched. The online environment encourages open
communication and Apolloites can now Connect, Communicate & Collaborate
with greater ease and make collective discoveries.
An exciting corporate tie-up was introduced as a welfare measure for
all employees and their family members enabling them to avail discounts
and other benefits in amusement parks, apparel stores, restaurants,
beauty salons, optical stores and travel agencies.
Apollo Hospitals was a recipient of several awards at prestigious
forums this year. Significant awards and accolades received during the
year are detailed below:
- Asian Learning & Development Leadership Awards for "Best Induction
Program".
- 21st Global HR Excellence Awards 2013 for" Institution Building".
- 7th Employer Branding Awards 2013 for "Talent Management" and "Best
HR Strategy in line with Business".
- AIMA Award for "Best Innovation in Service Delivery".
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies (Amendment) Act 2000, the
Directors of the Company hereby state and confirm that:
- In the preparation of the annual accounts for the year, the
applicable accounting standards had been followed along with proper
explanations and there were no material departures;
- The Directors had 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 affairs
of the Company at the end of the financial year and of the profit of
the Company for that period;
- The Directors had taken proper and sufficient care 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;
- The Directors had prepared the annual accounts on a going concern
basis.
FIXED DEPOSITS
The total deposits with the Company as on 31st March 2013 was Rs.
364.94 million (Rs. 490.47 million as on 31st March 2012) which include
deposits for an aggregate of value of Rs. 23.09 million (Rs. 16.67
million as on 31st March 2012) not claimed by the depositors. Out of
these deposits, an aggregate value of Rs. 15.78 million have since been
repaid / renewed.
DIRECTORS
As per the provisions of the Articles of Association of the Company,
four directors of the company viz., Shri. Habibullah Badsha, Shri.
Khairil Anuar Abdullah, Smt. Suneeta Reddy and Smt. Shobana Kamineni
retire by rotation at the ensuing Annual General Meeting and are
eligible for re-appointment.
Shri. Sandeep Naik and Shri. Michael Fernandes both resigned from the
position of Director of the Company w.e.f 9th November 2012 due to
their inability to continue in view of increased professional
commitments.
Pursuant to the Shareholders Agreement (Agreement) entered into between
the Company and the Apax Group, HSTN Acquisition (FI I) Limited (HSTN),
an Apax group Company, had nominated Shri.Shashank Singh and he was
appointed by the Company as an additional director on 9th November
2012. As per the terms of the agreement, upon the Apax Group''s equity
holding falling below a minimum threshold limit of 5.65% of the total
capital of the company, their entitlement to nominate a director on the
board of the Company ceases. Since the Apax Group''s equity holding is
currently below 5.65%, Shri. Shashank Singh will only hold the office
till the date of the Annual General Meeting.
The Board wishes to place on record its appreciation of the
contributions made by Shri.Sandeep Naik, Shri. Michael Fernandes and
Shri. Shashank Singh during their tenure as Directors of the Company.
AUDITORS
The Auditors, M/s. S. Viswanathan, Chartered Accountants, retire at the
ensuing Annual General Meeting and have confirmed their eligibility and
willingness to accept office, if reappointed.
PARTICULARS OF EMPLOYEES AS PER SECTION 217(2A) OF THE COMPANIES ACT,
1956.
In terms of provisions of Section 217(2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, the
names and other particulars of employees are set out in the Annexure to
the Directors'' Report. However, having regard to the provisions of
Section 219(1 )(b)(iv) of the Companies Act, 1956, the Annual Report
excluding the aforesaid information is being sent to all the members of
the Company and others entitled thereto. Any member interested in
obtaining such particulars may write to the Company Secretary at the
Registered Office of the Company.
PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNINGS AND OUTGO.
Particulars as required to be disclosed as per the Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 are set out in the statement attached herewith as Annexure - A.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation of the
contributions made by the employees at all levels, to the continued
growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of
business constituents, banks and other financial institutions and
shareholders, of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : 20th May 2013 Executive Chairman
Mar 31, 2012
The Directors are pleased to present the THIRTY FIRST ANNUAL REPORT
and the audited statements of accounts for the year ended March 31,
2012.
FINANCIAL RESULTS (STANDALONE)
(Rs in million)
For the year ended March
31, 2012 March
31, 2011
Income from operations 28,001 23,319
Profit before Taxation 3,375 2,693
provision for taxation 1,066 876
Net profit after taxation 2,310 1,817
Balance of profit brought forward 1,648 1,474
Profit Available for appropriations 3,958 3,291
Appropriations
Dividend (inclusive of dividend tax) 625 544
transfer to General Reserve 1,500 1,000
transfer to Debenture Redemption Reserve 70 100
Balance carried forward to Balance sheet 1,763 1,647
RESULTS OF OPERATIONS
During the year under review, the income from operations of the Company
increased to Rs 28,001 million compared to Rs 23,319 million in the
previous year, registering an impressive growth of 20%. The profit
after tax for the year increased by 27% to Rs 2,310 million compared to
Rs 1,817 million in the previous year.
During the year under review, the consolidated gross revenue of the
Company increased to Rs 31,475 million compared to Rs 26,054 million in
the previous year, registering an impressive growth of 21%. Net profit
after minority interest for the group increased to Rs 2,194 million from
Rs 1,839 million representing a growth of 19%.
CONSOLIDATED FINANCIAL STATEMENTS
The Ministry of Corporate Affairs (MCA) vide its circular No.
5/12/2007-CL-Ill dated February 8, 2011 had granted general exemption
under Section 212(8) of the Companies Act, 1956 to companies from
attaching the accounts of their subsidiaries in their annual reports
subject to fulfillment of certain conditions prescribed. The Board of
Directors of the Company at its meeting held on May 29, 2012 noted the
provisions of the circular of the MCA and passed the necessary
resolution granting the requisite approvals for not attaching the
Balance Sheet, Profit & Loss Account, Report of the Board of Directors
and Report of the Auditors of each of the Subsidiary Companies to the
accounts of the Company. A statement of summarized financials of all
subsidiaries of your Company, pursuant to Section 212(8) of the
Companies Act, 1956 forms part of this report. Any further information
in respect of the annual report and the financial statements of the
subsidiary companies of your Company will be made available to the
members on request and will also be available for inspection for any
member at its Registered Office. In accordance with the Accounting
Standard, AS-21 issued by the Institute of Chartered Accountants of
India, the Consolidated Financial Statements presented by your Company
includes the financial information of all its subsidiaries.
DIVIDEND
The Board of Directors recommend a dividend of Rs 4 per equity share
(80% on face value of Rs 5/ - per share) (as against Rs 3.75 per equity
share on face value of Rs 5/- each, 75% in the previous year) on the
paid up equity share capital of the company for the financial year
ended March 31, 2012, which if approved at the forthcoming Annual
General Meeting on August 9, 2012 will be paid to those shareholders
whose names appear in the Register of Members as at the closing hours
of business on July 27, 2012. In respect of shares held in electronic
form, the dividend will be paid on the basis of beneficial ownership
furnished by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed
from July 28, 2012 to August 9, 2012 (both days inclusive).
TRANSFER OF RESERVES
Your Company proposes to transfer Rs 1,500 million to the general
reserve out of the amount available for appropriations. An amount of Rs
1,763 million is proposed to be retained in the Profit & Loss Account.
CREDIT RATING
CRISIL has rated the company's debt instruments as AA indicating high
degree of safety.
CRISIL Equities has upgraded Company's CRISIL IER fundamental grade to
5/5 from 4/5. The grade indicates that the Company's fundamentals are
'excellent' relative to other listed equity securities in India.
SUBSIDIARIES
Your Company has fourteen subsidiary companies (including fellow
subsidiaries) as on March 31, 2012. The statement in respect of the
details of the subsidiary companies viz., Unique Home Health Care
Limited (UHHCL), AB Medical Centres Limited (ABMCL), Samudra Healthcare
Enterprises Limited (SHEL), Apollo Hospital (UK) Limited (AHUKL),
Apollo Health and Lifestyle Limited (AHLL), Western Hospitals
Corporation Pvt Limited (WHCPL), Apollo Cosmetic Surgical Centre Pvt
Limited (ACSPL), Pinakini Hospitals Limited (PHL), Imperial Hospital
and Research Centre Limited (IHRCL), Alliance Medicorp (India) Limited
(Alliance), ISIS Healthcare India Private Limited (ISIS), Mera
Healthcare India Private Limited (MERA), Apollo Koramangala Cradle
Limited (AKCL) and Alliance Dental Care Private Limited (Alliance
Dental) pursuant to Section 212 of the Companies Act, 1956, is attached
to this report.
Unique Home Health Care Limited (UHHCL)
UHHCL, a Wholly-owned subsidiary of the Company provides medical and
paramedical services including doctor's consultation, physiotherapy
direct to patient homes and also offers paramedical service in
hospitals to critically ill patients. For the year ended March 31, 2012
UHHCL, recorded a revenue of Rs 18.23 million and net profit of Rs 1.01
million.
AB Medical Centres Limited (ABMCL)
ABMCL, a Wholly-owned subsidiary of the Company does not have any
commercial operations as it has leased out its infrastructure viz.,
land, building and medical equipment to the Company for running the
hospital. For the year ended March 31, 2012, ABMCL recorded an income
of Rs 6.52 million and a net profit of Rs 4.44 million.
Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a Wholly-owned subsidiary of the company, runs a 120 bed multi
speciality hospital at Kakinada. For the year ended March 31, 2012,
SHEL recorded revenues of Rs 263.14 million and a net profit of Rs 13.08
million.
Apollo Hospital (UK) Limited (AHUKL)
AHUKL is a Wholly-owned foreign subsidiary of the Company and is yet to
commence its operations.
Apollo Health and Lifestyle Limited (AHLL)
AHLL, a Wholly-owned subsidiary of the Company is engaged in the
business of providing primary healthcare facilities through a network
of franchised clinics across India offering specialist consultation,
diagnostics, preventive health checks, telemedicine facilities and a
24-hour pharmacy all under one roof. For the year ended March 31, 2012,
AHLL recorded a consolidated revenue of Rs 363.02 million and a net loss
of Rs 11.16 million.
Western Hospitals Corporation Private Limited (WHCPL)
During the year under review, your Company acquired a 60% equity stake
held by Eleanor Holdings in Western Hospitals Corporation Private
Limited (WHCPL), consequently, WHCPL has become a 100% subsidiary of
the Company.
Pinakini Hospitals Limited (PHL)
As a part of its strategy to reach out to the Tier II towns and cities,
the Company intends to build a hospital in Nellore through a subsidiary
company, Pinakini Hospitals Limited.
Apollo Cosmetic Surgical Centre Pvt Limited (ACSPL)
ACSPL, a 69.40% subsidiary of the Company is engaged in the business of
running cosmetic surgical centres. For the year ended March 31, 2012,
ACSPL recorded a revenue of Rs 40.45 million and a net loss of Rs 3.24
million.
Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, a 85.76% subsidiary of the Company owns a 240 bed multi
speciality hospital at Bengaluru. For the year ended March 31, 2012,
IHRCL recorded a revenue of Rs 1016.45 million and a net loss of Rs 30.80
million.
Alliance Medicorp India Limited (Alliance)
Alliance, a 51% subsidiary of the Company is engaged in the business of
running dialysis clinics. For the year ended March 31, 2012, Alliance
recorded consolidated revenue of Rs 122.47 million and a net loss of Rs
14.14 million.
ISIS Health Care India Private Limited (ISIS)
ISIS, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of providing healthcare services. For the year ended March
31, 2012,, ISIS recorded a revenue of Rs 13.08 million and a net profit
of Rs 0.39 million.
Mera Health Care India Private Limited (MERA)
MERA, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of healthcare services. For the year ended March 31,
2012,, MERA recorded a revenue of Rs 10.52 million and a net profit of Rs
0.06 million.
Apollo Koramangala Cradle Limited (AKCL)
AKCL, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of healthcare services and is yet to commence its
operations.
Alliance Dental Care Private Limited (Alliance Dental)
Alliance Dental, a subsidiary of Alliance Medicorp (India) Limited is
engaged in the business of running dental clinics. For the year ended
March 31, 2012, Alliance Dental recorded a revenue of Rs 98.24 million
and a net loss of Rs 13.51 million.
QUALIFIED INSTITUTIONAL PLACEMENT (QIP) SCHEME
During the year under review, your Company successfully completed the
issue of 6,666,666 equity shares of Rs 5/- each, at a price of Rs 495 per
equity share, including a premium of Rs 490 per equity share,
aggregating to Rs 3,300 million to Qualified Institutional Buyers (QIBs)
under Qualified Institutional Placement Scheme in terms of Chapter VIII
of the Securities and Exchange Board of India (Issue of Capital and
Disclosure Requirements) Regulations, 2009 (SEBI ICDR Regulations), as
amended. The QIP issue was opened for subscription to QIBs on Thursday,
July 14, 2011 and closed on Monday, July 18, 2011. There was a strong
response for the said QIP issue from institutional investors and the
issue was successfully subscribed. The equity shares were allotted on
July 20, 2011.
The proceeds of the QIP issue would be utilized substantially for
expansion activities of the Company.
INCREASE IN THE PAID-UP SHARE CAPITAL
During the year, the paid-up share capital of the Company increased
from Rs 623.55 million (consisting of 124,710,710 equity shares of Rs 5/-
each) to Rs 672.33 million (consisting of 134,466,618 equity shares of Rs
5/- each) consequent to the allotment of :-
i) 6,666,666 equity shares to Qualified Institutiona1 Buyers (QIBs) on
July 20, 2011 under Qualified Institutional Placement (QIP) Scheme at a
price of Rs 495 per share of Rs 5/- each including a premium of Rs 490 per
share.
ii) 3,089,242 equity shares to Dr. Prathap C Reddy, one of the
promoters of the Company on December 10, 2011 upon conversion of
warrants issued to him on June 12, 2010 at a price of Rs 385.88 per
share including a premium of Rs 380.88 per share.
These shares have been listed at Bombay Stock Exchange Limited (BSE)
and National Stock Exchange of India Limited, (NSE), Mumbai.
ISSUE OF WARRANTS CONVERTIBLE INTO EQUITY SHARES TO DR. PRATHAP C REDDY
Your Company allotted 3,276,922 convertible share warrants to
Dr.Prathap C Reddy, one of the promoters of the Company on a
preferential basis on February 5, 2011 under the applicable SEBI
guidelines.
These warrants have been issued with a conversion option to be
exercised within a period of 18 months from the date of allotment.
Each warrant issued is convertible into one equity share of the company
of nominal value of Rs 5/- each at a price of Rs 472.46 which includes a
premium of Rs 467.46 per share calculated in accordance with the
Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2009.
The objective of this preferential issue was to part fund the expansion
activities, finance additional working capital requirements and for
general corporate purposes.
ISSUE OF NON CONVERTIBLE DEBENTURES
During the year under review, your Company privately placed 1,000
Secured Redeemable Non-Convertible Debentures of Rs 1 million each
aggregating to Rs 1,000 million to Banks and Financial Institutions.
PROCEEDS OF THE SECURITIES ISSUED
The details of utilization of proceeds of the securities issued up to
March 31, 2012, are set out in the statement attached herewith as
Annexure - A.
CORPORATE GOVERNANCE
Pursuant to Clause 49 (VII) of the Listing Agreement with the Stock
Exchanges, a separate report on Corporate Governance forms part of the
Directors' Report in the Annual Report. Your Company has been complying
with the requirements of the Listing Agreement and necessary
disclosures have been made in this regard in the Corporate Governance
Report.
A certificate from the Auditors of the Company regarding compliance
with the conditions of Corporate Governance as stipulated under Clause
49 of the Listing Agreement is attached to this report.
HUMAN RESOURCES DEVELOPMENT
Apollo warmly acknowledges the contribution by all its employees for
ensuring its success as a leading tertiary healthcare provider in
India. The talent and passion of our people is critical to our success
and we foster it by providing an exhilarating working environment that
inspires lateral thinking, fosters team spirit and encourages open
communication.
Apollo's HR vision is to be an employer of choice where every employee
is a brand ambassador of our superior medical service delivery, and an
organization, where every individual shares the pride and commitment in
taking Apollo to its next phase of development "to touch a Billion
lives".
The Apollo's People Survey (Organisation Climate Survey) is one of the
principal tools used to measure employee engagement; the degree of
affiliation and commitment to the organization. It provides valuable
insights into employees' views, and it has had a consistently high
response rate.
We have a long-standing commitment to create a culture that embraces
diversity and fosters inclusion. By embedding these principles in our
operations, we understand better the needs of our varied customers,
partners and stakeholders.
As a continuous learning and development process each member of the
Apollo family is facilitated and encouraged to unleash their potential
in a focused manner to deliver world class service to achieve
organisational objectives. Apollo practices an ongoing learning process
such as CME (Continuous Medical Education) and CNE (Continuous Nurses
Education). Apollo also sponsors education programmes and has tie ups
with leading institutions like XLRI, IIMs and CII for conducting
various Management Development programmes.
As a part of the Reward & Recognition scheme, awards for 'Employee(s)
of the year' , 'Outstanding Leader of the year' and 'Young Leader
of the year' were institutionalized to recognise our employees who
demonstrated exemplary leadership qualities by leading a high
performing team with a focus on growth and development of team members.
Leadership development is a continuous process; it evolves as an
individual gains experiences, assumes greater levels of responsibility,
and faces increasing levels of complex organizational demands and
problems. Hence, a 360 degree feedback process focusing on leadership
competencies was implemented across the Group.
We value patients' satisfaction enormously and realize that the skill
and service of trained manpower are key for maintenance of the trust
reposed in us as a quality healthcare provider by our patients. Thus
attrition of trained human capital can pose a challenge to effective
service delivery to our patients and hence needs to be tackled
systematically. We have devised an effective recruitment and human
resources management process to prevent existing attrition of
clinical/non-clinical manpower from impacting Apollo's superior
healthcare delivery model. This robust process ensures a continuous
supply of clinical manpower to support the organization's patient care
delivery process. Total number of employees increased from 30,975 as on
March 31, 2011 to 32,991 as on March 31, 2012.
Cognizant of the enormity and the complexity of identifying skilled
resources, the Apollo Hospitals group is furthering its initiatives in
the domain of Health Education - skilling & up-skilling in the
healthcare space. The Group has been involved in reversing the brain
drain of talented Indian doctors and has built quality education
infrastructure which includes Nursing colleges, Courses for Allied
Health professionals, Hospital Management programs and ongoing CME's
for doctors and nurses. To meet the challenge of aligning Medical
education to the healthcare needs of tomorrow, a vertical focused
exclusively on Healthcare Education is being created.
A fair, structured and standardized Compensation and Benefits programme
is followed across all levels. Salary revisions are sanctioned based on
the individual performance ratings on Key Result Areas and
Competencies. Periodical wages surveys are conducted to ensure that we
remain competitive in the healthcare sector.
Apollo Hospitals won several awards at prestigious forums this year.
Some of the major awards won by us this year are:
- ASIA's BEST EMPLOYER BRAND AWARDS for Innovation in Career
Development.
- ASIAN LEADERSHIP AWARD for Best In Diversity And Impact Management.
- World HR Congress Awards in 3 categories :
- Leading HR Practices in Learning & Human Capital Development
- Talent Leadership & HR: HR Excellence award for Innovation in HR
- Global HR Excellence Awards: Organization with Innovative HR
Practices
CORPORATE SOCIAL RESPONSIBILITY
Touching lives is the goal at Apollo Hospitals, India. We are committed
to the well-being of not just our patients, but society as a whole.
Towards this end, several initiatives have been started by the Apollo
Hospitals Group. Initiatives like SACHi, SAHI, CURE and DISHA aim to
reach out and provide healthcare measures to the economically backward.
Saving a Child's Heart Initiative
Saving A Child's Heart initiative (SACHi) is one of Asia's largest
voluntary organizations, dedicated to paediatric cardiac care for the
underprivileged. In order to combat the escalating problem of
congenital cardiac issues in children, Dr. Prathap C. Reddy, Chairman,
Apollo Group of Hospitals established the Children's Cardiac Wing in
the hospitals. SACHi exists today due to his vision towards removing
barriers that deny any child the right to breathe freely, play, study
and most importantly, live a full life. Ours is a story of positive
change that has only just begun its journey.
SACHi Camps
Our team of doctors and paramedical staff offer free cardiac screening
at medical camps in cities, towns and villages across India, for all
children under 12 years of age. SACHi has conducted camps and screens
children on a regular basis in Kolkata, Warangal, Vijayawada, Guntur,
Karimnagar, West Godavari, Kurnool, and Medak in Andhra Pradesh;
Ahmedabad, Nadiad, Vadodara and Surat in Gujarat; Bhubaneswar, Cuttack
and Rourkela in Orissa; Pune, Nagpur, Chandrapur and Pusad in
Maharashtra.
SAHI- Society to Aid the Hearing Impaired
SAHI strives to help poor children with hearing impairment. Every year
in Andhra Pradesh approximately 2,500 children are born totally deaf.
If not treated in the first 3-5 years of life they will remain hearing
and speech challenged all their lives.
SAHI seeks to identify and treat children mainly in rural areas with
little or no access to modern medical treatment. Since it was
established, SAHI has been trying to address this problem by conducting
camps in remote areas of the state. It is a well known that as children
grow and develop, they learn about sound with little effort. But it can
be a daunting task for a child with hearing impairment to understand
sounds and develop language & communication skills, which in turn
affects personal development and the process of reasoning and
education.
Gift a Ear Project
The Cochlear implant surgery can help these children grow up as normal
adults and lead a successful life. Unfortunately very few can afford
this surgical treatment, as the cost of the Cochlear implant system, is
very expensive. SAHI looks for sponsors who would fund the surgery of
the children and give them a gift of senses.
Many generous donors have come forward to help the children and ensured
a bright future for the children.
On August, 2011 SAHI and Apollo Cochlear Implant Clinic had their 500th
Cochlear Implant surgery which made us one of the leading Cochlear
Implant Clinics in the country having, in addition to India, patients
from Sri Lanka, Oman, Kuwait, Dubai, Saudi Arabia, Tanzania, Nigeria,
USA and Canada.
SAHI holds the world record for the largest number of Cochlear Implant
surgeries done in a single day i.e. 24th Oct 2008. This is mentioned in
the Limca Book of world records - 2010.
SAHI has conducted free camps in various districts of Andhra Pradesh
like Kurnool, Guntur, Nalgonda, Kadapah, Anatapur, Mahbubnagar etc.
Cure Foundation
CURE Foundation is a spirited initiative to create consciousness on
cancer prevention, early detection, cure & rehabilitation. In addition
to spreading awareness for the benefit of the society, the Foundation
has so far made available, quality cancer treatment, both free and
subsidized, to more than 500 needy patients, and engaged in numerous
rehabilitation, research and education programs. CURE is a non-profit
organization.
CURE aims to spread awareness about cancer, its causes, symptoms and
treatment options. This will benefit not only the population at large
but also those at a high risk, such as chronic tobacco users, people
with a family history of cancer etc. It will also guide general
practitioners and health professionals in early detection of the
disease.
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 n the preparation of the annual accounts for the year, the
applicable accounting standards had been followed along with proper
explanations and there were no material departures;
- The Directors had 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 affairs
of the Company at the end of the financial year and of the profit of
the Company for that period;
- The Directors had taken proper and sufficient care 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;
- The Directors had prepared the annual accounts on a going concern
basis.
fixed deposits
The total deposits with the Company as on March 31, 2012 was Rs 490.47
million (Rs 579.16 million as on March 31, 2011) which include deposits
for an aggregate of value of Rs 16.67 million (Rs 9.17 million as on
March 31, 2011) not claimed by the depositors. Out of these deposits,
an aggregate value of Rs 11.78 million have since been repaid / renewed.
DIRECTORS
As per the provisions of the Articles of Association of the Company,
four directors of the company viz., Shri. N. Vaghul, Shri. T.K. Balaji,
Shri. Rajkumar Menon and Shri. G. Venkatraman retire by rotation at the
ensuing Annual General Meeting and are eligible for re-appointment.
AUDITORS
The Auditors, M/s. S. Viswanathan, Chartered Accountants, retire at the
ensuing Annual General Meeting and have confirmed their eligibility and
willingness to accept office, if reappointed.
PARTICULARS OF EMPLOYEES AS PER SECTION 217(2A) OF THE COMPANIES ACT,
1956
In terms of provisions of Section 217(2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, the
names and other particulars of employees are set out in the Annexure to
the Directors' Report. However, having regard to the provisions of
Section 219(1)(b)(iv) of the Companies Act, 1956, the Annual Report
excluding the aforesaid information is being sent to all the members of
the Company and others entitled thereto. Any member interested in
obtaining such particulars may write to the Company Secretary at the
Registered Office of the Company.
PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN ExCHANGE EARNINGS AND OUTGO
Particulars as required to be disclosed as per the Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 are set out in the statement attached as Annexure - B.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation of the
contribution made by the employees at all levels, to the continued
growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of
business constituents, banks and other financial institutions and
shareholders, of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : 29th May 2012 Executive Chairman
Mar 31, 2011
The Directors are pleased to present the THIRTIETH ANNUAL REPORT and
the audited statements of accounts for the year ended 31st March 2011.
Financial Results (Standalone) (Rs.in million)
For the year ended 31st March 2011 31st March 2010
Total Income 23533 18587
Profit before Extraordinary Items
and Taxation 2693 2222
Provision for Taxation 876 702
Net Profit before Extraordinary
Item after Taxation 1817 1520
Net Profit after Extraordinary
Item and Taxation 1817 1520
Balance of Profit brought forward 1474 1209
Profit Available for appropriations 3291 2729
Appropriations
Dividend (inclusive of dividend tax) 544 504
Transfer to General Reserve 1000 750
Transfer to Debenture Redemption Reserve 100 -
Balance carried forward to Balance sheet 1647 1475
Results of Operations
During the year under review, the gross revenue of the Company
increased to Rs.23533 million compared to Rs. 18587 million in the
previous year, registering an impressive growth of 27%. The profit
after tax for the year increased by 20% to Rs.1817 million compared to
Rs. 1520 million in the previous year.
During the year under review, the consolidated gross revenue of the
Company increased to Rs.26240 million compared to Rs. 20587 million in
the previous year, registering an impressive growth of 27%. Net profit
after minority interest for the group increased to Rs. 1839 million
from Rs. 1376 million representing a growth of 34%.
Consolidated Financial Statements
In accordance with the general circular No. 5/12/2007-CL-lll dated 8th
February 2011 issued by the Ministry of Corporate Affairs, the Balance
Sheet, Profit and Loss Account and other documents of the subsidiary
companies are not being attached with the Annual Report of the Company.
A statement of summarized financials of all subsidiaries of your
Company, pursuant to Section 212(8) of the Companies Act, 1956 forms
part of this report. Any further information in respect of the annual
report and the financial statements of the subsidiary companies of your
Company will be made available to the members on request. In accordance
with the Accounting Standard, AS-21 issued by the Institute of
Chartered Accountants of India, Consolidated Financial Statements
presented by your Company include the financial information of all its
subsidiaries.
Dividend
The Board of Directors recommend a dividend of Rs.3.75 per Equity Share
(75% on face value of Rs. 5/- per share) (as against Rs.7/- per Equity
share on face value of Rs.10/- each, 70% in the previous year) on the
paid up equity share capital of the company for the financial year
ended 31st March 2011, which if approved at the forthcoming Annual
General Meeting on 22nd July 2011 will be paid to those shareholders
whose names appear in the Register of Members as at the closing hours
of business on 8th July 2011. In respect of shares held in electronic
form, the
dividend will be paid on the basis of beneficial ownership furnished by
the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed
from 9th July 2011 to 22nd July 2011 (both days inclusive).
Transfer of Reserves
Your Company proposes to transfer Rs.1000 million to the general
reserve out of the amount available for appropriations. An amount of
Rs. 1647 million is proposed to be retained in the Profit & Loss
Account.
Credit Rating
CRISIL has upgraded the rating on the companys debt instruments from
AA- to AA.
CRISIL Equities upgraded Companys CRISIL IER fundamental grade to 5/5
from 4/5. It is only the second Company in India to receive this
rating. The grade indicates that the companys fundamentals are
excellent relative to other listed equity securities in India.
Subsidiaries
Your Company has twelve subsidiary companies as on March 31, 2011. The
statement in respect of the details of the subsidiary companies viz.,
Unique Home Health Care Limited (UHHCL), AB Medical Centres Limited
(ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital
(UK) Limited (AHUKL), Apollo Health and Lifestyle Limited (AHLL),
Apollo Cosmetic Surgical Centre Pvt Limited (ACSPL), Pinakini Hospitals
Limited (PHL), Imperial Hospital and Research Centre Limited (IHRCL),
Alliance Medicorp (India) Limited (Alliance), ISIS Healthcare India
Private Limited (ISIS), Mera Healthcare India Private Limited (MERA)
and Alliance Dental Care Private Limited (Alliance Dental) pursuant to
section 212 of the Companies Act, 1956, is attached to this report.
Unique Home Health Care Limited (UHHCL)
UHHCL, a wholly owned subsidiary of the Company provides medical and
paramedical services including doctors consultation, physiotherapy
direct to patient homes and also offers paramedical service in
hospitals to critically ill patients. For the year ended 31st March
2011 UHHCL, recorded a revenue of Rs. 19.53 million and net profit of
Rs. 2.18 million.
AB Medical Centres Limited (ABMCL)
ABMCL, a wholly owned subsidiary of the Company does not have any
commercial operations as it has leased out its infrastructure viz.,
land, building and medical equipment to the Company for running the
hospital. For the year ended 31st March 2011, ABMCL recorded an income
of Rs.6.55 million and a net profit of Rs.4.28 million.
Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a wholly owned subsidiary of the company, runs a 120 bed multi
speciality hospital at Kakinada. For the year ended 31st March 2011,
SHEL recorded revenues of Rs. 263.31 million and a net profit of Rs.
17.16 million.
Apollo Hospital (UK) Limited (AHUKL)
AHUKL is a wholly owned foreign subsidiary of the Company and is yet to
commence its operations.
Apollo Health and Lifestyle Limited (AHLL)
AHLL, a subsidiary of the Company is engaged in the business of
providing primary healthcare facilities through a network of franchised
clinics across India offering specialist consultation, diagnostics,
preventive health checks, telemedicine facilities and a 24-hour
pharmacy all under one roof. For the year ended 31st March 2011, AHLL
recorded a consolidated revenue of Rs. 154.43 million and a net profit
of Rs. 3.71 million.
Pinakini Hospitals Limited (PHL)
As a part of its strategy to reach out to the tier II towns and cities,
the Company intends to build a hospital in Nellore through a subsidiary
company, Pinakini Hospitals Limited.
Apollo Cosmetic Surgical Centre Pvt Limited (ACSPL)
ACSPL, a 61% subsidiary of the company is engaged in the business of
running cosmetic surgical centres. For the year ended 31st March 2011,
ACSPL recorded a revenue of Rs. 14.65 million and a net loss of Rs.
4.03 million.
Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, a 51% subsidiary of the company owns a 240 bed multi speciality
hospital at Bengaluru. For the year ended 31st March 2011, IHRCL
recorded a revenue of Rs.875.25 million and a net loss of Rs. 29.30
million.
Alliance Medicorp India Limited (Alliance)
Alliance, a 51% subsidiary of the Company is engaged in the business of
running dialysis clinics. For the year ended 31st March 2011, Alliance
recorded consolidated revenue of Rs.102.32 million and a net profit of
Rs. 1.43 million.
ISIS Health Care India Private Limited (ISIS)
ISIS, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of providing healthcare services. For the year ended 31st
March 2011, ISIS recorded a revenue of Rs. 18.67 million and a net loss
of Rs.1.23 million.
Mera Health Care India Private Limited (MERA)
MERA, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of healthcare Services. For the year ended 31st March
2011, MERA recorded a revenue of Rs. 12.20 million and a net profit of
Rs. 1.24 million.
Alliance Dental Care Private Limited (Alliance Dental)
Alliance Dental, a 100% subsidiary of Alliance Medicorp (India) Limited
is engaged in the business of running dental clinics. For the year
ended 31st March 2011, Anjana recorded a revenue of Rs. 84.80 million
and a net profit of Rs. 2.78 million.
Subdivision of Equity Shares
As a step towards better liquidity and increased investor
participation, the Company had undertaken subdivision of one (1) equity
share of face value of Rs.10/-each into two (2) equity shares of face
value of Rs.5/- each with effect from the Record date i.e. 3rd
September 2010. Consequently, new equity shares of face value of Rs.5/-
each were credited to the respective depository accounts of
shareholders holding shares in demat mode and the new share
certificates were issued to shareholders having physical shares.
Pursuant to the sub-division of equity shares of the Company, a New
ISIN INE437A01024 has been allotted by the Depositories.
Increase in the Authorised Share Capital
During the year, the authorized share capital of the Company has been
increased from Rs.850 million divided into 150 million equity shares of
Rs. 5/- each and 1 million preference shares of Rs.100/- each to
Rs.1100 million divided into 200 million equity shares of Rs.5/- each
and 1 million preference shares of Rs.100/- each.
Increase in the Paid-up Share Capital
During the year, the paid-up share capital of the Company increased
from Rs.617.85 million (consisting of 123.56 million equity shares of
Rs.5/- each) to Rs.623.55 million (consisting of 124.71 million equity
shares of Rs.5/- each) consequent to the allotment of 1.14 million
equity shares to International Finance Corporation, Washington upon
conversion of 750 Foreign Currency Convertible Bonds of USD 10,000 each
aggregating to USD 7.5 million at a price of Rs. 302.50 per share of Rs
5/- each including premium of Rs. 297.50 at a premium of 14% over the
floor price determined as per the FCCB Scheme, 1993 and in accordance
with the terms of the FCCB Loan Agreement dated 18th June 2009.
These shares have been listed at the Bombay Stock Exchange Limited
(BSE) and the National Stock Exchange India Limited, (NSE), Mumbai.
Issue of warrants convertible into equity shares to Dr.Prathap C Reddy
(i) During the year, your Company allotted 1.54 million Equity Warrants
with each warrant convertible into one equity share of the Company of
nominal value of Rs.10/- each at a price of Rs.771.76 which includes a
premium of Rs.761.76 per share to Dr. Prathap C Reddy, one of the
Promoters of the Company. These warrants were issued with a convertible
option to be exercised within a period of 18 months from the date of
allotment i.e., on or before 11th December 2011.
The Company has undertaken subdivision of each existing equity share of
face value of Rs.10/- each into 2 equity shares of face value of Rs.5/-
each with effect from the record date i.e., 3rd September 2010.
Accordingly, the 1.54 million warrants allotted to Dr.Prathap C Reddy
shall stand adjusted to 3.08 million warrants of face value of Rs.5/-
each at a price of Rs.385.88 per share.
(ii) On 5th February 2011, your Company allotted 3.27 million
convertible share warrants to Dr. Prathap C Reddy, one of the promoters
of the company on a preferential basis under the applicable SEBI
guidelines.
These warrants have been issued with a conversion option to be
exercised within a period of 18 months from the date of allotment. Each
warrant issued is convertible into one equity share of the company of
nominal value of Rs.5/- each at a price of Rs.472.46 which includes a
premium of Rs.467.46 per share calculated in accordance with the
Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2009.
The objective of this preferential issue was to part fund the expansion
activities, finance additional working capital requirements and for
general corporate purposes.
Corporate Governance
Pursuant to Clause 49 (VII) of the Listing Agreement with the Stock
Exchanges, a separate report on Corporate Governance forms part of the
Directors Report in the Annual Report. Your Company has been complying
with the requirements of the Listing Agreement and necessary
disclosures have been made in this regard in the Corporate Governance
Report.
A certificate from the Auditors of the Company regarding compliance
with the conditions of Corporate Governance as stipulated under Clause
49 of the Listing Agreement is attached to this report.
Human Resources Development
At Apollo, the delivery of superior medical care to millions of
patients looking for a cure is made possible only because of the
dedication and diligent services of our employees, some of whom have a
touch point with patients directly and others who work indirectly to
support the delivery of superior health care. Thus all our employees
are both individually and collectively key for the success of Apollo as
a trusted medical care provider for all our patients. The philosophy of
Tender Loving Care" is not just a motto but a way of life embraced by
every employee of the Apollo family, and is a testimony of the
commitment from our employees towards Apollos vision to touch a
billion lives. Thus Apollo warmly acknowledges the contribution by all
its employees towards its success as a healthcare giant in India and
supports every effort to nourish this invaluable human capital.
At Apollo we are aware that commitment and competence of employees are
key drivers of overall organizational performance and thus we endeavour
to strengthen the organizational culture both to attract and retain the
best talent. The human resource systems, procedures and the
organization environment have been created to ensure creativity,
innovation and efficiency amongst the employees. Training is an
integral part of the HR system and enables employees to align with the
organizations cultural values and develop professional etiquette,
skill and knowledge.
We value patient satisfaction enormously and realize that the skill and
service of trained manpower are key for maintenance of the trust
reposed in us as a quality healthcare provider by our patients.
Attrition of trained human capital can pose a challenge in ensuring
successful delivery to our patients and hence needs to be tackled
systemically. We have devised an effective recruitment and human
resources management process to prevent existing attrition of
clinical/non-clinical manpower from impacting Apollos superior
healthcare delivery model. The robust process ensures a continuous
supply of clinical manpower to support the organizations patient care
delivery process. Total number of employees for the group increased
from 26,659 as on 31st March 2010 to 30,640 as on 31st March 2011.
At Apollo, we believe in maintaining the right organizational climate
conducive to developing satisfied and productive employees. Hence we
carry out organizational climate surveys on a regular basis to
understand the overall organizational climate as perceived by our
employees. The Organization Climate Survey 2010 elicited responses from
employees on diverse organizational themes such as Sense of belonging,
Role of HOD / Superior, Communication, Decision Making process,
Training, Team Building, Compensation a Customer satisfaction and based
on the feedback received, development action plans are evolved for
improvement.
Apollo values every individuals performance and thus Apollo
Performance Management System across the Group covering all Management
cadre employees was instituted focusing on alignment, measurement and
reward and recognition including a Personal Development Plan. As a part
of Reward a Recognition scheme, an award for "Employee(s) of the year"
a "Outstanding Leader of the year" was instituted to recognize Senior
Management employees who demonstrated exemplary leadership qualities by
leading a high performing team with focus on growth and development of
team members. Leadership development is a continuous process; it
evolves as an individual gains experiences, assumes greater levels of
responsibility, and faces increasing level of complex organizational
demands and problems. Hence, a 360 degree feedback process focusing on
leadership competencies was implemented across the Group.
Apollos HR vision is to be an employer of choice where every employee
is a brand ambassador of our superior medical service delivery, and an
organization, where every individual shares the pride and commitment in
taking Apollo to its next phase of development "to touch a Billion
lives".
Directors Responsibility Statement
Pursuant to Section 217(2AA) of the Companies (Amendment) Act 2000, the
Directors of the Company hereby state and confirm that:
-In the preparation of the annual accounts for the year, the applicable
accounting standards had been followed along with proper explanations
and there were no material departures;
-The Directors had 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 affairs of
the Company at the end of the financial year and of the profit of the
Company for that period;
-The Directors had taken proper and sufficient care 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;
-The Directors had prepared the annual accounts on a going concern
basis.
Fixed Deposits
The total deposits with the Company as on 31st March 2011 was Rs.
579.16 million (Rs.510.67 million as on 31st March 2010) which include
deposits for an aggregate of value of Rs. 9.17 million (Rs. 7.53
million as on 31st March 2010) not claimed by the depositors. Out of
these deposits, an aggregate value of Rs.1.62 million have since been
repaid / renewed.
Directors
As per the provisions of the Articles of Association of the Company,
four directors of the company viz., Smt. Suneeta Reddy, Smt. Sangita
Reddy, Shri. Deepak Vaidya and Shri. Rafeeque Ahamed retire by rotation
at the ensuing Annual General Meeting and are eligible for
re-appointment.
Shri. Steven Thompson had resigned from the position of Director of the
Company with effect from 11th February 2011 due to his inability to
continue in view of increased professional commitments.
The Board wishes to place on record its appreciation of the
contributions made by Shri. Steven Thompson during his tenure as a
Director of the Company.
Auditors
The Auditors, M/s. S. Viswanathan, Chartered Accountants, retire at the
ensuing Annual General Meeting and have confirmed their eligibility and
willingness to accept office, if reappointed.
Particulars of Employees as per Section 217(2A) of the Companies Act,
1956.
In terms of provisions of Section 217(2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, the
names and other particulars of employees are set out in the Annexure to
the Directors Report. However, having regard to the provisions of
Section 219(1)(b)(iv) of the Companies Act, 1956, the Annual Report
excluding the aforesaid information is being sent to all the members of
the Company and others entitled thereto. Any members interested in
obtaining such particulars may write to the Company Secretary at the
Registered Office of the Company.
Particulars regarding Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo.
Particulars as required to be disclosed as per the Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 are set out in the statement attached herewith as Annexure - A.
Acknowledgement
Your Directors wish to place on record their appreciation of the
contribution made by the employees at all levels, to the continued
growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of
business constituents, banks and other financial institutions and
shareholders, of the Company for their continued support.
For and on behalf of the Board of Directors
Dr. Prathap C Reddy
Executive Chairman
Place : Chennai
Date : 24th May 2011
Mar 31, 2010
The Directors are pleased to present the TWENTY NINETH ANNUAL REPORT
and the audited statements of accounts for the year ended 31st March
2010.
Financial Results (Rs.in million)
For the year ended 31st March 2010 31st March 2009
Total Income 18587 - 14803
Profit before Extraordinary
Items and Taxation 2222 1763
Provision for Taxation 702 542
Net Profit before
Extraordinary Item
after Taxation 1520 1221
Extraordinary Item - 40
Net Profit after
Extraordinary Item and
Taxation 1520 1181
Balance of Profit brought
forward 1209 1248
Profit Available for
appropriations 2729 2429
Appropriations
Dividend (inclusive of
dividend tax) 504 470
Transfer to General Reserve 750 750
Balance carried forward to
Balance sheet 1475 1209
Results of Operations
During the year under review, the gross revenue of the Company
increased to Rs. 18587 million compared to Rs. 14803 million in the
previous year, registering an impressive growth of 26%. The profit
after tax for the year increased by 29% to Rs.1520 million compared to
Rs. 1181 million in the previous year.
During the year under review, the consolidated gross revenue of the
Company increased to Rs.20587 million compared to Rs. 16350 million in
the previous year, registering an impressive growth of 26%. Net profit
after minority interest for the group increased to Rs.1376 million from
Rs.1025 million representing a growth of 34%
Consolidated Financial Statements
Your Company has been granted exemption from attaching the financial
statements of its subsidiary companies in India and abroad, to the
balance sheet of your Company for the financial year 2009-2010, under
Section 212(8) of the Companies Act, 1956 by
the Ministry of Corporate Affairs (MCA). A statement of summarized
financials of all subsidiaries of your Company, pursuant to the
approval under Section 212(8) of the Companies Act, 1956 forms part of
this report. Any further information in respect of the annual report
and the financial statements of the subsidiary companies of your
Company will be made available to the members on request. In accordance
with the Accounting Standard, AS-21 issued by the Institute of
Chartered Accountants of India, Consolidated Financial Statements
presented by your Company include the financial information of all its
subsidiaries.
Dividend
The Board of Directors recommend a dividend of Rs.7/- per Equity Share
(70% on par value of Rs.10/-) (as against Rs.6.50 per Equity share, 65%
in the previous year) on the paid up equity share capital of the
Company for the financial year ended 31st March 2010, which if approved
at the forthcoming Annual General Meeting on 26th July 2010 will be
paid to those shareholders whose names appear in
the Register of Members as at the closing hours of business on 16th
July 2010. In respect of shares held in electronic form, the dividend
will be paid on the basis of beneficial ownership information furnished
by the depositories viz., NSDL and CDSL for this purpose.
The Register of Members and Share Transfer Books will remain closed
from 17th July 2010 to 26th July 2010 (both days inclusive).
Transfer of Reserves
Your Company proposes to transfer Rs.750 million to the general reserve
out of the amount available for appropriations. An amount of Rs.1475
million is proposed to be retained in the profit 6t loss account.
Credit Rating
CRISIL has assigned to the company a grade of 4/5, indicating a
superior rating with strong fundamentals.
Subsidiaries
Your Company has ten subsidiary companies as on March 31, 2010. The
statement in respect of the details of the subsidiary companies viz.,
Unique Home Health Care Limited (UHHCL), AB Medical Centres Limited
(ABMCL), Samudra Healthcare Enterprises Limited (SHEL), Apollo Hospital
(UK) Limited (AHUKL), Apollo Health and Lifestyle Limited (AHLL),
Apollo Cosmetic Surgical Centre Pvt Limited (ACSPL), Pinakini Hospitals
Limited (PHL), Imperial Hospital and Research Centre Limited (IHRCL),
ISIS Healthcare India Private Limited (ISIS) and Mera Healthcare India
Private Limited (MERA) pursuant to section 212 of the Companies Act,
1956, is attached to this report.
Unique Home Health Care Limited (UHHCL)
UHHCL, a wholly owned subsidiary of the Company provides medical and
paramedical services including doctors consultation, physiotherapy
direct to patient homes and also offers paramedical service in
hospitals to critically ill patients. For the year ended 31st March
2010, UHHCL recorded a revenue of Rs.23.60 million and net profit of
Rs.11.08 million.
AB Medical Centres Limited (ABMCL)
ABMCL, a wholly owned subsidiary of the Company does not have any
commercial operations as it has leased out its infrastructure viz.,
land, building and medical equipment to the Company for running the
hospital. For the year ended 31st March 2010, ABMCL recorded an income
of Rs.6.64 million and a net profit of Rs.3.98 million.
Samudra Healthcare Enterprises Limited (SHEL)
SHEL, a wholly owned subsidiary of the company, runs a 120 bed multi
speciality hospital at Kakinada. For the year ended 31st March 2010
SHEL recorded revenues of Rs.216.79 million and a net profit of Rs.
17.40 million.
Apollo Hospital (UK) Limited (AHUKL)
AHUKL is a wholly owned foreign subsidiary of the Company and is yet to
commence its operations.
Apollo Health and Lifestyle Limited (AHLL)
AHLL, a subsidiary of the Company is engaged in the business of
providing primary healthcare facilities through a network of franchised
clinics across India offering specialist consultation, diagnostics,
preventive health checks, telemedicine facilities and a 24-hour
pharmacy all under one roof. For the year ended 31st March 2010 AHLL
recorded a consolidated revenue of Rs.87.97 million and a net loss of
Rs. 2.45 million.
Pinakini Hospitals Limited (PHL)
As a part of its strategy to reach out to the tier II towns and cities,
the company intends to build a hospital in Nellore at a total project
cost of Rs.600 million through a subsidiary company, Pinakini Hospital
Limited.
Apollo Cosmetic Surgical Centre Pvt Limited (ACSPL)
ACSPL, a 66.91% subsidiary of the company is engaged in the business of
running cosmetic surgical centres. For the year ended 31st March 2010
ACSPL recorded a revenue of Rs.10.72 million and a net loss of Rs.6.88
million
Imperial Hospital and Research Centre Limited (IHRCL)
IHRCL, a 51% subsidiary of the company owns a 240 bed multi speciality
hospital at Bengaluru. For the year ended 31st March 2010 IHRCL
recorded a revenue of Rs.704.17 million and a net loss of Rs. 67.94
million.
ISIS Healthcare India Private Limited (ISIS)
ISIS, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of providing healthcare services. For the year ended 31st
March 2010, ISIS recorded a revenue fo Rs. 14.02 million and a net loss
of Rs.1.58 million.
Mera Healthcare India Private Limited (MERA)
MERA, a subsidiary of Apollo Health and Lifestyle Limited is engaged in
the business of providing healthcare services. For the year ended 31st
March 2010, MERA recorded a revenue of Rs.8.99 million and a net loss
of Rs.0.16 million (Mera was acquired by AHLL on July 11th 2009, the
revenue and profitability is for the period 11th July 2009 to 31st
March 2010)
Corporate Social Responsibility
This year too Apollo Hospitals undertook several initiatives as an
expression of its deep commitment to societal welfare. Some of the more
significant ones are listed below:
- "Billion Hearts Beating" campaign, our Corporate Social initiative in
association with the Times of India Foundation for increasing awareness
of Heart diseases across the country has evoked a tremendous response
with more than 16,000 pledges within three weeks of launch. The
momentum is expected to accelerate with several leading corporates
expressing eagerness to participate in this fight against heart
disease.
- The Apollo Hospitals Group signed a memorandum of understanding with
the Union Government to set up "Central Government Health Scheme -
Apollo Dialysis Clinics" to provide specialised services to kidney
patients enrolled under the CGHS.
- Apollo Group completed 2,500 cardiac surgeries performed under the
auspices of SACH - Save A Childs Heart, our endeavour to support the
medical treatment expenses of underprivileged children ailing with
serious congenital heart disease.
- Under SAHI, our initiative to aid the hearing impaired children,
almost 1,000 children were screened, over 150 were referred for surgery
and 160 were provided with hearing aids.
- Apollo Hospitals set up on-site medical centres, to provide immediate
attention at various international sports events, exhibitions and
pilgrim congregations. This apart different hospitals in the group
conducted several free medical camps in their neighbouring areas, which
were highly appreciated.
Increase in Paid-up Share Capital
During the year, the paid-up share capital of the Company increased
from Rs.602,357,020/- (consisting of 60,235,702 equity shares of
Rs.10/- each) to Rs.617,848,590/- (consistingof 61,784,859 equity
shares of Rs.10/- each) consequent to the allotment of 1,549,157 equity
shares to Dr. Prathap C Reddy upon conversion of 1,549,157 warrants on
18th April 2009 at a price of Rs.497.69 per share including a premium
of Rs. 487.69 per share.
These shares have been listed at Bombay Stock Exchange Limited (BSE)
and National Stock Exchange India Limited, (NSE), Mumbai.
Issue of Foreign Currency Convertible Bonds (FCCBs)
During the year, your company issued 1500 Unsecured Foreign Currency
Convertible Bonds (FCCB) with a face value of USD 10,000 each
aggregating to US$ 15,000,000 to International Finance Corporation,
Washington, with an option of converting the FCCBs into equity shares
at a price of Rs.605/- per share.
Issue of warrants convertible into equity shares to Dr. Prathap C Reddy
Your company has issued 1,544,621 convertible share warrants to Dr.
Prathap C Reddy, one of the promoters of the company on a preferential
basis under the applicable SEBI guidelines.
These warrants have been issued with a convertible option to be
exercised within a period of 18 months from the date of allotment. Each
warrant issued can be converted into one equity share of the company of
nominal value of Rs.10/- each at a price of Rs.771.76 which includes a
premium of Rs.761.76 per share calculated in accordance with the
Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2009.
The objective of this preferential issue was to part fund the expansion
activities, finance additional working capital requirements and general
corporate purposes.
Proceeds of Preferential Issues
The details of utilization of proceeds of preferential issues upto 31st
March 2010, are set out in the statement attached herewith as Annexure
- A.
Corporate Governance
Pursuant to clause 49 (VII) of the Listing Agreement with the Stock
Exchanges, a separate report on Corporate Governance forms part of the
Directors Report in the Annual Report. Your Company is compliant with
the requirements of the Listing Agreement and necessary disclosures
have been made in this regard in the Corporate Governance Report.
A certificate from the Auditors of the Company regarding compliance
with conditions of Corporate Governance as stipulated under Clause 49
of the Listing Agreement is attached to this report.
Human Resources Development
We at Apollo believe that employees are our most valued assets who live
the values of the enterprise in delivering excellence in patient care
at every touch point 24/7 symbolizing a ray of hope for millions,
looking for a cure. All our employees embrace the philosophy of "Tender
Loving Care" (TLC) as a way of life and the entire Apollo family is
committed towards touching a billion lives.
Our human resources team strives to align the HR policies with the
business goals and help in creating a performance driven culture.
Various initiatives such as performance linked to rewards, transparent
and consultative review process, building a high performance work
system have facilitated businesses growth. The total employee strength
as on March 2010 is 21,080 as against 19,088 for the year ended March
2009.
We believe that "employee opinion matters "and hence carry out climate
surveys on a regular basis. The Organization Climate Survey 2009
covered responses from employees on various themes such as Sense of
belonging, Organization, Work environment, Role of HOD / Superior, Role
Clarity, Employees Initiatives, Communication, Decision Making process,
Training, Team Building, Interdepartmental Coordination, Compensation,
Staff Welfare & Customer satisfaction and based on the feedback
development action plans were evolved.
Highly structured Performance Management System (Apollo Performance
Management System) across the Group covering all Management cadre
employees was institutionalized focusing on alignment, measurement and
reward and recognition including Personal Development Plan.
In our endeavour to improve the efficiency and effectiveness of our
processes, we embarked on the journey of Lean Six Sigma (LSS) with an
objective to become the pioneer in Indian Healthcare adopting LSS for
"next practices" in establishing world class reliability standards for
excellence in patient care service.
To integrate Six Sigma with every part of our organization we have
launched Mission 2012 with a unique Apollo Logo - To have certified
50 Black belts, 500 Green belts & 5,000 Yellow belts across the group.
Today we have 400 Trained Green Belts in our group and 12 Black Belts.
Black Belt and Green Belt certification will be based on projects
focusing on cost saving and process improvement which helps in
improving customer satisfaction followed by an examination by the
Indian Statistical Institute.
The HR teams have prioritized Excellence in Patient Care through TLC as
a way of life as the theme for the year with focus on Personal
productivity and Team work, improving young talent ratios and
developing the next generation leadership for the Group.
Directors Responsibility Statement
Pursuant to Section 217(2AA) of the Companies (Amendment) Act 2000, the
Directors of the Company hereby state and confirm that:
- In the preparation of the annual accounts for the year, the
applicable accounting standards had been followed along with proper
explanations and there were no material departures;
- The Directors had 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 affairs of
the Company at the end of the financial year and of the profit of the
Company for that period;
- The Directors had 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;
- The Directors had prepared the annual accounts on a going concern
basis.
Fixed Deposits
The total deposits with the Company as on 31st March 2010 was Rs.510.67
million (Rs.136.15 million as on 31st March 2009) which include
deposits for an aggregate value of Rs. 7.53 million (Rs.4.64 million as
on 31st March 2009) not claimed by the depositors. Out of these
deposits, an aggregate value of Rs.2.37 million have since been repaid
/ renewed.
Directors
As per the provisions of the Articles of Association of Company, four
Directors of the Company viz., Shri. N. Vaghul, Shri. T.K. Balaji,
Shri. Rajkumar Menon and Shri.Khairil Anuar Abdullah retire by rotation
at the ensuing Annual General Meeting and are eligible for
re-appointment.
Shri. Neeraj Bharadwaj resigned as a Director with effect from 29th
October 2009.
Shri. P. Obul Reddy relieved from the Board with effect from 28th
January 2010 consequent to his inability to continue as a director on
health grounds.
The Board wishes to place on record its appreciation for the
contributions made by Shri.P.Obul Reddy and Shri.Neeraj Bharadwaj
during their tenure on the Board of the Company.
New Directors
Shri. Sandeep Naik, was appointed as an Additional Director with effect
from 29th October 2009.
Smt. Shobana Kamineni was appointed as an Additional Director and Whole
Time Director designated as Executive Director - Special Initiatives
with effect from 1st February 2010.
Auditors
The Auditors, M/s. S. Viswanathan, Chartered Accountants, retire at the
ensuing Annual General
Meeting and have confirmed their eligibility and willingness to accept
office, if reappointed.
Particulars of Employees as per Section 217(2A) of the Companies Act,
1956.
In terms of provisions of Section 217(2A) of the Companies Act, 1956,
read with the Companies (Particulars of Employees) Rules, 1975, the
names and other particulars of employees are set out in the Annexure to
the Directors Report. However, having regard to the provisions of
Section 219(1 )(b)(iv) of the Companies Act, 1956, the Annual Report
excluding the aforesaid information is being sent to all the members of
the company and others entitled thereto. Any member interested in
obtaining such particulars may write to the Company Secretary at the
Registered Office of the Company
Particulars regarding Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo.
Particulars as required to be disclosed as per the Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988 are set out in the statement attached herewith as Annexure - B.
Acknowledgement
Your Directors wish to place on record their appreciation of the
contribution made by the employees at all levels, to the continued
growth and prosperity of your company.
Your Directors also wish to place on record their appreciation of
business constituents, banks and other financial institutions and
shareholders, of the Company for their continued support.
For and on behalf of the Board of Directors
Place : Chennai Dr. Prathap C Reddy
Date : 28th May 2010 Executive Chairman
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