Notes to Accounts of Aster DM Healthcare Ltd.

Mar 31, 2025

3.6 Provisions (other than employee benefits)

A provision is recognised if, as a result of a past event, the
Company has a present legal or constructive obligation that
can be estimated reliably, and it is probable that an outflow of
economic benefits will be required to settle the obligation. The
amount recognised as a provision is the best estimate of the
consideration required to settle the present obligation at the
reporting date, taking into account the risks and uncertainties
surrounding the obligation. Where a provision is measured using
the cash flows estimated to settle the present obligation, its
carrying amount is the present value of those cash flows (when
the effect of the time value of money is material).

A contract is considered to be onerous when the expected
economic benefits to be derived by the Company from the
contract are lower than the unavoidable cost of meeting its
obligations under the contract. The provision for an onerous
contract is measured at the present value of the lower of the
expected cost of terminating the contract and the expected net
cost of continuing with the contract. Before such a provision
is made, the Company recognises any impairment loss on the
assets associated with that contract.

3.7 Revenue

The Company generates revenue from rendering of hospital services
(hospital and medical services), revenue from sale of pharmacy,
revenue from canteen services, revenue from consultancy
services and other operating income. Revenue from Contracts
with Customers (“Ind AS 115"), establishes a comprehensive
framework for determining whether, how much and when revenue
is recognised. Under Ind AS 115, revenue is recognised when a
customer obtains control of the goods or services in an amount that
reflects the consideration which the Company expects to receive in
exchange for those products or services. In calculating the variable
considerations, the Company considers the nature and coverage
through insurance and other parties, the history of adjustments
and rejections, and the probability of rejections, discounts, rebates,
price concessions, or other similar items. The impact of these
considerations is reflected as adjustments to revenue.

Disaggregation of revenue

The Company disaggregates revenue from hospital services
(hospital and medical services), revenue from sale of pharmacy,

revenue from canteen services, revenue from consultancy
services and other operating income.The company further
disaggregates revenue from hospital and medical services
based on category of customers (cash and credit) and based
on nature of treatment (In-patient and Out-patient). The
Company believes that this disaggregation best depicts how the
nature, amount, timing and certainty of Company''s revenues
and cash flows are affected by industry, market and other
economic factors.

Contract balances

The Company classifies the right to consideration in exchange
for sale of services where invoice is raised as trade receivables,
where invoice has not been raised as unbilled revenue and
advance consideration as advance from customers.

Performance obligations and revenue recognition policies

Revenue is measured based on the consideration specified in
a contract with a customer. The Company recognises revenue
when it transfers control over a good or service to a customer

i.e. at the transaction price when each performance obligation
is satisfied at a point in time when inpatient/outpatients has
actually received the service except for few services where
the performance obligation is satisfied over a period of time.
The following details provide information about the nature
and timing of the satisfaction of performance obligations in
contracts with customers, including significant payment terms,
and the related revenue recognition policies.

(a) Revenue from hospital and medical services

The Company''s revenue from hospital and medical
services comprises of income from hospital services.

Revenue from hospital services to patients is recognised
as revenue when the related services are rendered unless
significant future uncertainties exist. Revenue is also
recognised in relation to the services rendered to the
patients who are undergoing treatment/ observation
on the balance sheet date to the extent of the services
rendered. Revenue is recognised net of discounts,
concessions given to the patients and estimated
disallowances for patients covered under insurance.

Unbilled receivable represents value to the extent of
hospital and medical services are rendered to the patients
who are undergoing treatment/observation on the balance
sheet date and is not billed as at the balance sheet date.

(b) Revenue from sale of pharmacy

Revenue from sale of pharmacy within the hospital
premises is recognised when the control in the goods are
transferred to the customer and no significant uncertainty
exists regarding the amount of the consideration that will
be derived from the sale of the goods and regarding its

collection. The amount of revenue recognised is net of
sales returns, taxes and duties, wherever applicable.

(c) Other operating income

The Company''s revenue from other operating income
comprises primarily of revenue from medical courses
conducted at the hospital and income from revenue
sharing agreements.

(d) Revenue from consultancy services

The Company''s revenue from consultancy services is
based on the agreements/arrangements with the
customers as the service is performed.

(e) Revenue from canteen services

Revenue from canteen services is recognised at a point in
time when control is transferred.

3.8 Foreign currency transactions and translations

Transactions in foreign currencies are recorded in the functional
currency of the Company at the exchange rates at the dates
of the transactions or an average rate if the average rate
approximates the actual rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign
currencies are translated into the functional currency at the
exchange rate at the reporting date. Non-monetary assets and
liabilities that are measured at fair value in a foreign currency
are translated into the functional currency at the exchange rate
when the fair value was determined. Non-monetary assets
and liabilities that are measured based on historical cost in a
foreign currency are translated at the exchange rate at the date
of the transaction. Exchange differences are recognised in the
standalone statement of profit and loss.

3.9 Leases

Determining whether an arrangement contains a lease

At inception of an arrangement, it is determined whether
the arrangement is or contains a lease. At inception or on
reassessment of the arrangement that contains a lease,
the payments and other consideration required by such an
arrangement are separated into those for the lease and those
for other elements on the basis of their relative fair values.

i. Company as a lessee

The Company accounts for each lease component
within the contract as a lease separately from non¬
lease components of the contract and allocates the
consideration in the contract to each lease component
on the basis of the relative stand-alone price of the lease
component and the aggregate stand-alone price of the
non-lease components.

The Company recognises right-of-use asset representing
its right to use the underlying asset for the lease term at the
lease commencement date. The cost of the right-of-use
asset measured at inception shall comprise of the amount
of the initial measurement of the lease liability adjusted for
any lease payments made at or before the commencement
date less any lease incentives received, plus any initial direct
costs incurred and an estimate of costs to be incurred by
the lessee in dismantling and removing the underlying
asset or restoring the underlying asset or site on which
it is located. The right-of-use assets is subsequently
measured at cost less any accumulated depreciation,
accumulated impairment losses, if any and adjusted for
any remeasurement of the lease liability. The right-of-use
assets is depreciated using the straight-line method from
the commencement date over the shorter of lease term
or useful life of right-of-use asset. The estimated useful
lives of right-of-use assets are determined on the same
basis as those of property, plant and equipment. Right-
of-use assets are tested for impairment whenever there
is any indication that their carrying amounts may not be
recoverable. Impairment loss, if any, is recognised in the
standalone statement of profit and loss.

The Company measures the lease liability at the present
value of the lease payments that are not paid at the
commencement date of the lease. The lease payments
are discounted using the interest rate implicit in the lease,
if that rate can be readily determined. If that rate cannot
be readily determined, the Company uses incremental
borrowing rate. The lease payments shall include fixed
payments, variable lease payments that depend on an
index or rate, initially measured using the index or rate
at the commencement date, residual value guarantees,
exercise price of a purchase option where the Company is
reasonably certain to exercise that option and payments of
penalties for terminating the lease, if the lease term reflects
the lessee exercising an option to terminate the lease. The
lease liability is subsequently remeasured by increasing
the carrying amount to reflect interest on the lease liability,
reducing the carrying amount to reflect the lease payments
made and remeasuring the carrying amount to reflect any
reassessment or lease modifications or to reflect revised in¬
substance fixed lease payments. The Company recognises
the amount of the re-measurement of lease liability due to
modification as an adjustment to the right-of-use asset and
the statement of profit and loss depending upon the nature
of modification. Where the carrying amount of the right-of-
use asset is reduced to zero and there is a further reduction
in the measurement of the lease liability, the Company
recognises any remaining amount of the re-measurement
in the standalone statement of profit and loss.

The Company has elected not to apply the requirements
of Ind AS 116, Leases, to short-term leases of all assets
that have a lease term of 12 months or less. The lease
payments associated with these leases are recognized as
an expense on a straight-line basis over the lease term.

Variable rents that do not depend on an index or rate are
not included in the measurement of the lease liability
and the right-of-use asset. The related payments are
recognised as an expense in the period in which the event
or condition that triggers those payments occurs and are
included in the line “Other expenses" in the standalone
statement of profit and loss.

ii. Company as a lessor

At the inception of the lease the Company classifies each
of its leases as either an operating lease or a finance lease.
Whenever the terms of the lease transfer substantially
all the risks and rewards of ownership to the lessee, the
contract is classified as a finance lease. All other leases are
classified as operating leases. The Company recognises
lease payments received under operating leases as income
on a straight- line basis over the lease term. In case of a
finance lease, finance income is recognised over the lease
term based on a pattern reflecting a constant periodic rate
of return on the lessor''s net investment in the lease.

Amounts due from lessees under finance leases are
recognised as receivables at the amount of the Company''s
net investment in the leases. When the Company is an
intermediate lessor, it accounts for its interests in the
head lease and the sub-lease separately. It assesses
the lease classification of a sub-lease with reference to
the right-of-use asset arising from the head lease, not
with reference to the underlying asset. If a head lease
is a short-term lease to which the Company applies the
exemption described above, then it classifies the sub¬
lease as an operating lease.

If an arrangement contains lease and non-lease
components, the Company applies Ind AS 115
Revenue from contracts with customers to allocate the
consideration in the contract.

3.10 Recognition of dividend income, interest income or interest

expense

(a) Dividend income is recognised in the standalone
statement of profit and loss on the date on which the right
to receive payment is established.

(b) Interest on deployment of surplus funds is recognized
using the time proportionate method, based on the
transactional interest rates.

(c) Interest income or expense is recognised using the
effective interest method.

The ''effective interest rate'' is the rate that exactly
discounts estimated future cash payments or receipts
through the expected life of the financial instrument to
the gross carrying amount of the financial asset or the
amortised cost of the financial liability.

(d) In calculating interest income and expense, the effective
interest rate is applied to the gross carrying amount of
the asset (when the asset is not credit-impaired) or to the
amortised cost of the liability.

3.11 Income tax

Income tax comprises current and deferred tax. It is recognised
in the standalone statement of profit and loss except to the
extent that it relates to an item recognised directly in equity or
in other comprehensive income.

i. Current tax

Current tax comprises the expected tax payable or
receivable on the taxable income or loss for the year and
any adjustment to the tax payable or receivable in respect
of previous years. The amount of current tax reflects the
best estimate of the tax amount expected to be paid or
received after considering the uncertainty, if any, related to
income taxes. It is measured using tax rates (and tax laws)
enacted or substantively enacted by the reporting date.

Current tax assets and current tax liabilities are offset
only if there is a legally enforceable right to set off the
recognised amounts, and it is intended to realise the asset
and settle the liability on a net basis or simultaneously.

A provision is recognised for those matters for which
the tax determination is uncertain but it is considered
probable that there will be a future outflow of funds to
a tax authority. The provisions are measured at the best
estimate of the amount expected to become payable.
The assessment is based on the judgement of tax
professionals within the Company supported by previous
experience in respect of such activities and in certain cases
based on specialist independent tax advice.

ii. Deferred tax

Deferred tax is recognised in respect of temporary
differences between the carrying amounts of assets
and liabilities for financial reporting purposes and the
corresponding tax bases used for taxation purposes.
Deferred tax assets are recognised for carry forward of
unused tax losses and tax credits to the extent that it is
probable that future taxable profit will be available against
which such losses and credits can be utilised. Deferred tax
assets are recognised to the extent that it is probable that
future taxable profits will be available against which they
can be utilised. The existence of unused tax losses is strong
evidence that future taxable profit may not be available.

Therefore, in case of a history of recent losses, the Company
recognises a deferred tax asset only to the extent that it
has sufficient taxable temporary differences or there is
convincing other evidence that sufficient taxable profit will
be available against which such deferred tax asset can be
realised. Deferred tax assets - unrecognised or recognised,
are reviewed at each reporting date and are recognised/
reduced to the extent that it is probable/ no longer probable
respectively that the related tax benefit will be realised.

Deferred tax is measured at the tax rates that are
expected to apply to the period when the asset is realised
or the liability is settled, based on the laws that have
been enacted or substantively enacted by the reporting
date. The measurement of deferred tax reflects the tax
consequences that would follow from the manner in which
the Company expects, at the reporting date, to recover or
settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset if there is a
legally enforceable right to offset current tax liabilities and
assets, and they relate to income taxes levied by the same
tax authority on the same taxable entity, or on different
tax entities, but they intend to settle current tax liabilities
and assets on a net basis or their tax assets and liabilities
will be realised simultaneously.

3.12 Borrowings and Borrowing costs

Borrowings are recognised initially at fair value, net of
transaction costs incurred. Borrowings are subsequently stated
at amortised cost. Any difference between the proceeds (net of
transaction costs) and the redemption value is recognised in the
statement of profit and loss over the period of the borrowings
using the effective interest rate method. Borrowings are
classified as current liabilities unless the Company has an
unconditional right to defer settlement of the liability for at least
12 months after the reporting date.

Borrowing costs are interest and other costs (including exchange
differences relating to foreign currency borrowings to the extent
that they are regarded as an adjustment to interest costs)
incurred in connection with the borrowing of funds. Borrowing
costs directly attributable to acquisition or construction of an
asset which necessarily take a substantial period of time to get
ready for their intended use are capitalised as part of the cost of
that asset until such time as the asset is substantially ready for
their intended use or sale. Other borrowing costs are recognised
as an expense in the period in which they are incurred.

3.13 Financial instruments

i. Recognition and initial measurement

Trade receivables and debt securities issued are initially
recognised when they are originated. All other financial
assets and financial liabilities are initially recognised
when the Company becomes a party to the contractual
provisions of the instrument.

A financial asset or financial liability is initially measured
at fair value, except for trade receivables that do not have
a significant financing component which are measured
at transaction price. Transaction costs that are directly
attributable to the acquisition or issue of financial assets
and financial liabilities (other than financial assets and
financial liabilities at fair value through profit or loss -
FVTPL) are added to or deducted from the fair value of the
financial assets or financial liabilities, as appropriate, on
initial recognition. Transaction costs directly attributable
to the acquisition of financial assets or financial liabilities
at fair value through profit or loss are recognised
immediately in standalone statement of profit and loss.

ii. Classification and subsequent measurement

Financial assets

On initial recognition, a financial asset is classified as

either at amortised cost, FVTPL or fair value through other
comprehensive income (FVOCI).

Financial assets are not reclassified subsequent to their
initial recognition, except if and in the period the Company
changes its business model for managing financial assets.

A financial asset is measured at amortised cost if it meets
both of the following conditions:

- the asset is held within a business model whose
objective is to hold assets to collect contractual

cash flows; and

- the contractual terms of the financial asset give
rise on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding.

On initial recognition of an equity investment that is not
held for trading, the Company may irrevocably elect to
present subsequent changes in the investment''s fair value
in OCI (designated as FVOCI - equity investment). This
election is made on an investment-by-investment basis.

All financial assets not classified as measured at amortised
cost or FVOCI as described above are measured at FVTPL.
This includes all derivative financial assets. On initial

recognition, the Company may irrevocably designate a
financial asset that otherwise meets the requirements to
be measured at amortised cost or at FVOCI as at FVTPL if
doing so eliminates or significantly reduces an accounting
mismatch that would otherwise arise.

Financial assets: Business model assessment

The Company makes an assessment of the objective
of the business model in which a financial asset is held

at investment level because this best reflects the way

the business is managed and information is provided to
management. The information considered includes:

- the stated policies and objectives for each of such
investments and the operation of those policies in
practice. These include whether Management''s
strategy focuses on earning contractual interest
income, maintaining a particular interest rate profile,
matching the duration of the financial assets to
the duration of any related liabilities or expected
cash outflows or realising cash flows through the
sale of the assets;

- the risks that affect the performance of the business
model (and the financial assets held within that
business model) and how those risks are managed;

- the frequency, volume and timing of sales of financial
assets in prior periods, the reasons for such sales
and expectations about future sales activity.

Transfers of financial assets to third parties in transactions
that do not qualify for derecognition are not considered
sales for this purpose, consistent with the Company''s
continuing recognition of the assets.

Financial assets that are held for trading or are managed
and whose performance is evaluated on a fair value basis
are measured at FVTPL.

Financial assets: Assessment whether contractual cash flows
are solely payments of principal and interest

For the purposes of this assessment, ''principal'' is defined
as the fair value of the financial asset on initial recognition.
''Interest'' is defined as consideration for the time value of
money and for the credit risk associated with the principal
amount outstanding during a particular period of time and
for other basic lending risks and costs (e.g., liquidity risk
and administrative costs), as well as a profit margin.

In assessing whether the contractual cash flows are
solely payments of principal and interest, the Company
considers the contractual terms of the instrument. This
includes assessing whether the financial asset contains
a contractual term that could change the timing or
amount of contractual cash flows such that it would
not meet this condition. In making this assessment, the
Company considers:

- contingent events that would change the amount or
timing of cash flows;

- terms that may adjust the contractual coupon rate,
including variable interest rate features;

- prepayment and extension features; and

- terms that limit the Company''s claim to cash flows
from specified assets (e.g., non-recourse features).

Financial assets: Subsequent measurement and

gains and losses

Financial liabilities: Classification, subsequent measurement
and gains and losses

Financial liabilities are classified as measured at amortised
cost or FVTPL. A financial liability is classified as FVTPL if

it is classified as held for trading, or it is a derivative or
it is designated as such on initial recognition. Financial

liabilities at FVTPL are measured at fair value and net gains
and losses, including any interest expense, are recognised
in standalone statement of profit and loss.

Other financial liabilities are subsequently measured
at amortised cost using the effective interest method.
Interest expense and foreign exchange gains and losses
are recognised in standalone statement of profit and loss.
Any gain or loss on derecognition is also recognised in
standalone statement of profit and loss.

iii. Derecognition

Financial assets

The Company derecognises a financial asset when the
contractual rights to the cash flows from the financial asset
expire, or it transfers the rights to receive the contractual
cash flows in a transaction in which substantially all of

the risks and rewards of ownership of the financial asset
are transferred or in which the Company neither transfers
nor retains substantially all of the risks and rewards of
ownership and does not retain control of the financial asset.

If the Company enters into transactions whereby it
transfers assets recognised on its balance sheet, but
retains either all or substantially all of the risks and
rewards of the transferred assets, the transferred assets
are not derecognised.

Financial liabilities

The Company derecognises a financial liability when
its contractual obligations are discharged or cancelled,
or expire. The Company also derecognises a financial
liability when its terms are modified and the cash flows
under the modified terms are substantially different. In
this case, a new financial liability based on the modified
terms is recognised at fair value. The difference between
the carrying amount of the financial liability extinguished
and the new financial liability with modified terms is
recognised in standalone statement of profit and loss.

iv. Offsetting

Financial assets and financial liabilities are offset and the
net amount presented in the balance sheet when, and only
when, the Company currently has a legally enforceable
right to set off the amounts and it intends either to settle
them on a net basis or to realise the asset and settle the
liability simultaneously.

v. Derivative financial instruments

The Company holds derivative financial instruments to
hedge its foreign currency and interest rate risk exposures.
Derivatives are initially measured at fair value. Subsequent
to initial recognition, derivatives are measured at fair value,
and changes therein are recognised in the standalone
statement of profit and loss.

3.14 Earnings / (Loss) per share

The basic earnings / (loss) per share (''EPS'') is computed by
dividing the net profit / (loss) after tax for the year attributable
to equity shareholders by the weighted average number of
equity shares outstanding during the year.

Diluted earnings per share is computed by dividing the profit/
(loss) after tax (including the post tax effect of extraordinary
items, if any) as adjusted for dividend, interest and other
charges to expense or income (net of any attributable taxes)
relating to the dilutive potential equity shares, by the weighted
average number of equity shares considered for deriving basic
earnings per share and the weighted average number of equity
shares which could have been issued on the conversion of all
dilutive potential equity shares.

Dilutive potential equity shares are deemed converted as of
the beginning of the period unless issued at a later date. In
computing dilutive earnings per share, only potential equity
shares that are dilutive, i.e., which reduces earnings per share
or increases loss per share are included. The dilutive potential
equity shares are adjusted for the proceeds receivable had the
shares been actually issued at fair value (i.e. average market
value of the outstanding shares). Dilutive potential equity shares
are determined independently for each period presented. The
number of equity shares and potentially dilutive equity shares
are adjusted for share splits/reverse share splits and bonus
shares, as appropriate.

3.15 Cash-flow statement

Cash flows are reported using the indirect method, whereby
profit before tax is adjusted for the effects of transactions of a
non-cash nature and any deferrals or accruals of past or future
cash receipts or payments. The cash flows from regular revenue
generating, investing and financing activities of the Company
are segregated.

3.16 Government Grants

Government grants are recognised where there is reasonable
assurance that the grant will be received and all attached
conditions will be complied with. Where the Company receives
grants relating to assets, including non-monetary grants, the
asset and the related grants are accounted at fair value and
recognised in the standalone statement of profit and loss
over the expected useful life of the asset. Government grants

related to assets, including non-monetary grants at fair value,
shall be presented in the balance sheet by setting up the
grant as deferred income.The grant set up as deferred income
is recognised in standalone statement of profit and loss on a
systematic basis over the useful life of the asset.

3.17 Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on
hand and short-term deposits with an original maturity of
three months or less which are subject to insignificant risk of
changes in value.

3.18 Operating segments

The Company publishes the standalone financial statements
along with the consolidated financial statements. In accordance
with Ind AS 108, Operating Segments, the Company has
disclosed the segment information in the consolidated
financial statements.

3.19 Operating cycle

The operating cycle is the time between the acquisition of
assets for processing and their realisation in cash and cash
equivalents. Based on the nature of products / activities of the
Company and the normal time between acquisition of assets
and their realisation in cash or cash equivalents, the Company
has determined its operating cycle as 12 months for the
purpose of classification of its assets and liabilities as current
and non-current.

3.20 Exceptional items

An item of income or expense which by its size, nature or incidence
requires disclosure in order to improve an understanding of the
performance of the Company is treated as an exceptional item
and disclosed separately in the financial statements.

14.2 Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. All equity shares rank equally with regard to dividends and share in the Company''s residual
assets. The equity shares are entitled to receive dividend as declared from time to time and subject to dividend payable to preference
shareholder. The voting rights of an equity shareholder on a poll (not on show of hands) is in proportion to the shareholders'' share of the
paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently
payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after
distribution of all preferential amounts in proportion to the number of equity shares held.

14.6 Details of bonus shares issued during the past 5 years immediately preceeding 31 March 2025:

The Company has not issued bonus shares during the period of five years immediately preceding 31 March 2025.

14.7 Details of shares issued for consideration other than for cash during the past 5 years immediately preceeding 31 March 2025:

The Company has not allotted any equity shares as fully paid-up without consideration being received in cash during the past 5 years
immediately preceeding 31 March 2025.

14.8 Details of buybac2k of shares during the past 5 years immediately preceeding 31 March 2025:

The Company has not bought back any equity shares during the past 5 years immediately preceeding 31 March 2025.

14.9 The Board of Directors at its meeting held on 29 November 2024, approved a Scheme of Amalgamation by way of Merger (""Scheme"") of
Quality Care India Limited (Transferor Company) with Aster DM Healthcare Limited (Transferee Company) and their respective shareholders
and creditors, under Sections 230 to 232 of the Companies Act, 2013. The share exchange ratio shall be 0.977 equity shares of the face
value of Rs. 10 of Transferee Company, credited as fully paid-up, for every 1 equity shares of the face value of INR 10 each fully paid-up
held by such member in the Transferor Company. The Scheme is subject to the receipt of requisite approvals from Statutory and Regulatory
authorities, the respective shareholders and creditors, under applicable laws. As per the scheme, the appointed date for the amalgamation
shall be the effective date of the scheme, or such other date as may be mutually agreed between the parties. The Scheme has been
filed with the National Stock Exchange and the Bombay Stock Exchange on 18 December 2024 and 19 December 2024 respectively for
their approval.

On April 15, 2025 the Company has received the Competition Commission of India (CCI) approval for allotting 1,86,07,969 equity shares on
a preferential basis to the proposed allottees and proceed with the scheme of amalgamation.

The transaction was completed by acquiring 1,90,46,028 equity shares of QCIL by Aster DM Healthcare from BCP and TPG for a value of
INR 849.13 crores. As discharge of the total purchase consideration payable, Aster DM Healthcare has allotted 1,86,07,969 equity shares
(face value INR 10 each) to BCP and Centella.

14 Share capital (Contd..)

14.10 On 12 April 2024, the Board of Directors of the Company have approved a special dividend of INR 118.00/- (par value of INR 10 each) per
equity share. The special dividend resulted in a cash outflow of INR 5,894.25 crores.

14.11 On 28 May 2024, the Board of Directors of the Company have approved a final dividend of INR 2.00/- (par value of INR 10 each) per equity
share in respect of the year ended 31 March 2024, shareholders approved the same at the Annual General Meeting held on 29 August
2024. This dividend resulted in a cash outflow of INR 99.90 crores.

14.12 The Board of Directors at its meeting held on 31 January 2025 approved an interim dividend of INR 4 per equity share. The same has been
distributed to the shareholders of the Company post the approval of the Board of Directors of the Company. This dividend resulted in a cash
outflow of INR 199.80 crores.

14.13 On 20 May 2025, the Board of Directors of the Company have proposed a final dividend of INR 1.00/-(par value of INR 10 each) per equity
share in respect of the year ended 31 March 2025, subject to the approval of shareholders at the Annual General Meeting. If approved, the
dividend would result in a cash outflow of INR 51.81 crores.

17 Trade payables (Contd..)

Note: The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends
that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number
as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at March
31, 2025 has been made in the financial statements based on information received and available with the Company. Further in view of
the management, the impact of interest, if any, that may be payable in accordance with the provisions of the Micro, Small and Medium
Enterprises Development Act, 2006 (''The MSMED Act'') is not expected to be material. The Company has not received any claim for interest
from any supplier.

33 Contingent liabilities and commitments (Contd..)

Note 1: The Company has received income tax assessment orders for AY 2014-15 & 2015-16 wherein the assessing officer has raised
net demand of INR 20.08 crores (on account of disallowance of Foreign Tax Credit claimed as per provisions of Section 90/90A of Income
Tax Act, 1961 and the disallowance under section 14A. The Company has also received income tax demand order of INR 0.18 crores for
AY 2012-13 where in assessing officer denied legal and professional fee and business promotion expenses. The Company also received
income tax demand order of INR 2.28 crores and INR 2.15 crore for AY 16-17 and AY 17-18 respectively where assessing officer contended
TDS deducted from doctors are subject to section 192 rather than section 194J of income tax act 1961 based on the terms of arrangements
with the doctors . The Company had also received income tax demand order of INR 0.20 crore for AY 17-18 wherein assessing officer
made disallowances on account of delayed payment of provident fund deducted from employees.The Company has filed an appeal with
Commissioner of Income Tax (CIT) appeals, against these demand orders received and has paid INR 4.03 crores under protest for the above
cases. The Company has also created provision amounting to INR 2.48 crores for AY 2014-15 (refer Note 13).

Note 2: The Company has received a Show Cause Notice (SCN) from Additional/Joint Commissioner of Central Tax regarding the alleged
non-payment of GST on COVID-19 vaccination services. The SCN has been issued to the Company in its entirety, including its Kerala
registration. In response, the Company has submitted that the vaccination services are classified as healthcare services and should be
treated as a composite supply incidental to healthcare, which is exempt from GST. Despite this position, the Department has issued a
demand order amounting to INR1.08 crore along with the 100% penalty amounts to INR 1.08 crore against which the Company is in the
process of filing appeal. The Additional/Joint Commissioner of Central Tax alleges that the Company has not paid GST on accommodation
services extended to bystanders and outpatients at its guest facility,Aster suites.

The Department contends that the nature of accommodation provided at Aster Suites is same as that of hotel services and is therefore
subject to GST. The Company has taken the position that these services forms an integral part of a composite supply of healthcare
services. It is contended that such accommodation is ancillary and naturally bundled with the principal supply of healthcare services
provided to patients.

In contradiction to this view, the Additional/Joint Commissioner of Central Tax has issued a demand notice amounting to INR 2.91 crore
along with the 100% penalty amounts to INR 2.91 crore. In response, the Company has filed an appeal challenging the demand, reiterating
its stance and paid INR 0.30 crores under protest for the above cases.

The Company has also received Show Cause Notice (SCN) from Commercial Tax Officer (CTO) where department enquired about the reason
for difference in output tax liability between GSTR 1 and GSTR 3B returns for the period FY 2022-23 and issue the demand order amounting
to INR 0.25 Crore. The Company has responded against the said SCN. (refer Note 13).

Note 3: The Company has obtained duty free / concessional duty licenses for import of capital goods by undertaking export obligations
under the EPCG scheme. As at 31 March 2025, the custom duty obligations remaining to be fulfilled amounts to INR 17.95 crores (31
March 2024: INR 16.93 crores). In the event that export obligations are not fulfilled, the Company would be liable to pay the levies.

Note 4: On 23 April 2018, the Government of Kerala issued an order revising the minimum wages of medical and nursing staff. The
order mentions that the changes would be effective retrospectively from 1 October 2017. Since the legislation was issued in April 2018,
Management has started paying the revised salary with effect from 1 April 2018. The Company filed an appeal against the retrospective
application of this order with the High Court of Kerala which has issued an interim stay order on 26 July 2018. The Writ Petition WP (c)
No. 25109/2018 challenging the retrospective effect of minimum wage order passed by the Government of Kerala is pending before the
Hon''ble High Court of Kerala in hearing list. Based on the stay order and legal advise, Management believes that their position will be
upheld and therefore has not provided for the incremental cost for the period October 2017 to March 2018.

Note 5 : On 28 February 2019, the Hon''ble Supreme Court of India has delivered a judgment clarifying the principles that need to be applied
in determining the components of salaries and wages on which Provident Fund (PF) contributions need to be made by establishments.
Basis this judgment, the Company has re-computed its liability towards PF from the month of March 2019 and has paid PF as per Supreme
Court judgement. In respect of the earlier periods/years, the Company has been legally advised that there are numerous interpretative
challenges on the application of the judgment retrospectively. Based on such legal advice, the Management believes that it is impracticable
at this stage to reliably measure the provision required, if any, and accordingly, no provision has been made towards the same. Necessary
adjustments, if any, will be made to the books as more clarity emerges on this subject.

Note 6 : The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are
required and disclosed as contingent liability where applicable, in its standalone financial statements. The Company does not expect the
outcome of these proceedings to have a materially adverse effect on its financial position.

Note 7 : Bank guarantee is issued by various bankers on behalf of the Company with respect to its commitment to various parties.

33 Contingent liabilities and commitments (Contd..)

Note 8 : Letter of credit is issued by various bankers on behalf of the Company to foreign vendors with respect to various international
trade viz., Capital asset procurement.

Note 9 : The Company does not have any long-term commitments or material non-cancellable contractual commitments/contracts, including
derivative contracts for which there were any material foreseeable losses other than disclosed in then standalone financial statements.

Note 10 : Affinity Holdings Private Limited (Affinity) is wholly owned subsidiary of the Company. Affinity held 100% ownership of Aster
DM Healthcare FZC (GCC). On April 3, 2024, Affinity sold its stake in GCC to Alpha GCC Holdings Limited (Refer note 6). With respect to this
transaction, Affinity has provided certain indemnities, warranties, obligations, undertakings as outlined in the share purchase agreement,
which have been guaranteed by the Company through a deed of guarantee dated November 28, 2023 upto the sale consideration
received by Affinity.

Note 11 : The Board of Directors at its meeting held on 29 November 2024, approved a Scheme of Amalgamation by way of Merger
("Scheme") of Quality Care India Limited (Transferor Company/QCIL) with Aster DM Healthcare Limited (Transferee Company) and their
respective shareholders and creditors. The Scheme is subject to the receipt of requisite approvals from Statutory and Regulatory authorities,
the respective shareholders and creditors, under applicable laws. An amount of INR 82.00 Crore may be payable to the financial advisors/
regulators/bankers in connection with the Company''s proposed merger, upon receipt of all necessary regulatory approvals including but
not limited to approvals from the Competition Commission of India (CCI) and the National Company Law Tribunal (NCLT) and completion
of such intended Transaction and satisfaction of other closing conditions as set forth in the relevant definitive agreement(s) to complete
the Acquisition.

Note 12 : The Company has given letter of support to its subsidiary namely Aster Dm Multispecialty Hospital Private Limited (formerly
known as Aster DM Healthcare (Trivandrum) Private Limited). Under the letter of support, the Company is committed to provide financial
and other support necessary to the said entity at least 12 months from the date of the financial statements adoption to enable the
Company to continue the construction from end of financial year 2024-25.

34 Earnings per share

A. Basic earnings per share

The calculation of profit attributable to equity share holders and weighted average number of equity shares outstanding for the purpose of
basic earnings per share calculations are as follows:

B Financial risk management

The Company''s activities expose it to a variety of financial risks: credit risk, market risk and liquidity risk.

i) Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the risk management framework.

The Company''s audit and risk management committee oversees how management monitors compliance with the risk management
policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company.
The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad-hoc reviews of risk
management controls and procedures, the results of which are reported to the audit and risk management committee.

ii) Credit risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading
to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its investing
activities, including deposits with banks and financial institutions and other financial instruments.

Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom credit has been
granted after obtaining necessary approvals for credit. The collection from the trade receivables are monitored on a continuous basis
by the receivables team.

The Company always measures the loss allowance for trade receivables at an amount equal to lifetime ECL. The expected credit
losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtors and an
analysis of the debtors'' current financial position, adjusted for factors that are specific to the debtors, general economic conditions
of the industry in which the debtors operate, and an assessment of both the current as well as the forecast direction of conditions at
the reporting date.

No single customer accounted for more than 10% of the revenue as of 31 March 2025 and 31 March 2024. There is no significant
concentration of credit risk.

Credit risk on cash and cash equivalent and other bank balances is limited as the Company generally transacts with banks and
financial institutions with high credit ratings assigned by international and domestic credit rating agencies.

iii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. Ultimate responsibility for liquidity risk management rests with the
board of directors, which has established an appropriate liquidity risk management framework for management of the Company''s
short, medium and long-term funding and liquidity management requirements. The Company''s approach to managing liquidity is to
ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed
conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

Financial assets of INR 2,980.02 crores (including restricted deposits of INR 14.26 crores) as at 31 March 2025 is in the form of
cash and cash equivalents, bank balances other than cash and cash equivalents above, investments, trade receivables, loans and
other financial assets where the Company has assessed the counterparty credit risk. Trade receivables of INR 138.13 crores (net of
provision of INR 21.72 crores) as at 31 March 2025 carried at amortised cost and is valued considering provision for allowance using
expected credit loss method (if any). In addition to the historical pattern of credit loss, we have considered the likelihood of increased
credit risk. The Company has specifically evaluated the potential impact with respect to Healthcare service sector. The Company
closely monitors its customers who are being impacted. Also a substantial portion of the financial asset is related to investments
in subsidiaries and associate companies (INR 1,008.96 crores) and loans and advances to subsidiaries and associate companies
(INR 316.12 crores, net of provision of INR 13.48 crores) wherein Management has considered on the projections while doing its
assessment for impairment testing.

Financial assets of INR 2,959.74 crores (including restricted deposits of INR 6.57 crores) as at 31 March 2024 is in the form of
cash and cash equivalents, bank balances other than cash and cash equivalents above, investments, trade receivables, loans and
other financial assets where the Company has assessed the counterparty credit risk. Trade receivables of INR 127.55 crores (net of
provision of INR 12.24 crores) as at 31 March 2024 carried at amortised cost and is valued considering provision for allowance using
expected credit loss method (if any). In addition to the historical pattern of credit loss, we have considered the likelihood of increased
credit risk. The Company has specifically evaluated the potential impact with respect to Healthcare service sector. The Company
closely monitors its customers who are being impacted. Also a substantial portion of the financial asset is related to investments
in subsidiaries and associate companies (INR 2,175.55 crores) and loans and advances to subsidiaries and associate companies
(INR 454.95 crores, net of provision of INR 13.48 crores) wherein Management has considered on the projections while doing its
assessment for impairment testing.

iv) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices, such as foreign exchange rates, interest rates and equity prices.

(a) Foreign currency risk

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate

fluctuations arise. The Company is mainly exposed to AED, OMR and US dollar.

Sensitivity analysis

The sensitivity of profit or loss to changes in exchange rates arises mainly from foreign currency denominated financial
instruments. One per cent is the sensitivity rate used when reporting foreign currency risk internally to key management
personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The
sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the
year-end for a one per cent change in foreign currency rates. A positive number below indicates an increase in profit and other
equity where currency units strengthens one per cent against the relevant currency. For a one per cent weakening of currency
units against the relevant currency, there would be a comparable impact on the profit and other equity, and the balances below
would be negative.

38 Financial Instruments - Fair values and risk management (Contd..)

(b) Interest rate risk

The Company is exposed to interest rate risk because the Company borrows funds at both fixed and floating interest rates.
The Company''s significant interest rate risk arises from long-term borrowings with variable interest rates, which expose the
Company to cash flow interest rate risk. The interest rate on the Company''s financial instruments is based on market rates. The
Company monitors the movement in interest rates on an ongoing basis. The risk is managed by the Company by maintaining an
appropriate mix between fixed and floating rate borrowings.

The analysis is prepared assuming the amount of liability outstanding at the reporting date was outstanding for the whole
year. A one per cent increase or decrease is used when reporting interest rate risk internally to key management personnel
and represents management''s assessment of the reasonably possible change in interest rates. The Company''s sensitivity to
interest rates has increased in the current year due to the additional variable rate long term borrowings taken during the year.

(c) Equity price risk

The Company is exposed to price risks arising from investments in equity share. The Company''s investment are held strategically
rather than for trading purpose.

39 Employee benefits

A The Company has a unfunded defined benefit gratuity plan as per the Payment of Gratuity Act, 1972 (''Gratuity Act''). Under the Gratuity Act,
employee who has completed five years of service is entitled to specific benefit. The gratuity benefit provides for a lump sum payment to
vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 / 26 days''
salary payable for each completed year of service. The gratuity obligation is recognized subject to a maximum limit of INR 20,00,000, as
prescribed under the Payment of Gratuity Act, 1972.

Based on an actuarial valuation, the following table sets out the status of the gratuity plan and the amounts recognised in the Company''s
standalone financial statements as at balance sheet date:

42 Share based payments

A Description of share-based payment arrangements- Share option plans (equity-settled)

The Company has issued stock options under the DM Healthcare Employees Stock Option Plan 2013 (“DM Healthcare ESOP 2013" or
“2013 Plan") during the financial year ended 31 March 2013. The 2013 Plan covers all non-promoter directors and employees of the
Company and its subsidiaries (collectively referred to as “eligible employees"). Under this plan, holders of ves

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Mar 31, 2024

14.2 Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. All equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time and subject to dividend payable to preference shareholder. The voting rights of an equity shareholder on a poll (not on show of hands) is in proportion to the shareholders'' share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

14.3 Employee stock options

Terms attached to stock options granted to employees are described in Note 41 regarding employee share based payments.

14.6 Details of bonus shares issued during the past 5 years immediately preceding 31 March 2024:

The Company has not issued bonus shares during the period of five years immediately preceding 31 March 2024.

14.7 Details of shares issued for consideration other than for cash during the past 5 years immediately preceding 31 March 2024:

The Company has not allotted any equity shares as fully paid-up without consideration being received in cash during the past 5 years immediately preceding 31 March 2024.

14.8 Details of buyback of shares during the past 5 years immediately preceding 31 March 2024:

The Company bought back 57,14,285 equity shares for an aggregate amount of INR 120 crores at INR 210 per equity share. The equity shares bought back were extinguished on 18 March 2020.

14.9 On 12 April 2024, the Board of Directors of the Company have approved a special dividend of INR 118.00/- (par value of INR 10 each) per equity share. The special dividend would result in a cash outflow of INR 5,894.25 crores.

14.10 On 28 May 2024, the Board of Directors of the Company have proposed a final dividend of INR 2.00/- (par value of INR 10 each) per equity share in respect of the year ended 31 March 2024, subject to the approval of shareholders at the Annual General Meeting. If approved, the dividend would result in a cash outflow of INR 99.90 crores.

A Secured bank loans

Note 1: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 8.40% p.a (linked to RBI repo rate). These loans are originally repayable in 96 monthly instalments (51 monthly instalments remaining as at 31 March 2024). The term loans is secured by:

a) Hypothecation of all movable fixed assets relating to Aster Medcity Hospital, Kochi (comprising plant and machinery,

furniture fixture, vehicles and other movable assets), present and future;

b) Equitable mortgage of 8.50 acres of landed property of the Company and 8.81 acres of landed property of DM Med City Hospitals (India) Private Limited, a wholly owned subsidiary of the Company;

c) First charge on entire cashflows of the Aster Medcity Hospital, Kochi; and

d) Assignment of contractor guarantees, liquidated damages, letter of credit, guarantee or performance bonds that

may be provided by any counter party under project agreement or contract and insurance policies in favour of the borrower, related to Aster Medcity, Kochi.

Note 2: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 8.40% p.a (linked to RBI repo rate). These loans are originally repayable in 60 monthly instalments (16 monthly instalments remaining as at 31 March 2024). The term loans is secured by:

a) Exclusive first charge by way of hypothecation on all movable fixed assets of the Company relating to Aster Medcity Hospital, Kochi including plant & machinery, furniture, fixture, vehicles and other movable assets, both present and future;

b) Exclusive first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited. (Collateral); First charge on current assets of the Company.

Note 3: The term loans from bank (including current portion) includes Indian rupee term loan taken from HDFC Bank, which carries interest from 8.21% to 9.18% p.a (linked to 3 months T-Bills). These loans are originally repayable in 20 quarterly instalments (7 quarterly instalments remaining as at 31 March 2024). The loans is secured by:

a) First pari passu charge by way of hypothecation on all movable fixed assets of the Company relating to Aster Medcity Hospital, Kochi; Aster CMI, Bangalore and RV Hospital, Bangalore including plant & machinery, furniture, fixture, vehicles and other movable assets, both present and future;

b) Exclusive first charge by way of equitable mortgage on 11.68 acres in Cheranellor belonging to Ambady Infrastructure Private Limited, a wholly owned subsidiary of Aster DM Healthcare Limited with aggregate value of INR 118.9 crores approx (Date of valuation May 2020)

c) First charge on current assets, operating cashflows, receivables, commissions, revenues of whatsoever nature and wherever arising, present and future of the Aster DM Healthcare Limited;

d) Fixed Deposit- DSRA for 1 quarter for the Term Loan of INR 35 crores for INR 3 crores.

e) Irrevocable, Unconditional corporate guarantee of Ambady Infrastructure Private Limited, a wholly owned subsidiary of Aster DM Healthcare Limited.

Note 4: The term loans from bank (including current portion) includes Indian rupee term loan taken from Axis Bank, which carries interest from 8.10% to 8.35% p.a (linked to RBI repo rate). These loans are originally repayable in 24 quarterly instalments (19 quarterly instalments remaining as at 31 March 2024). The loans is secured by:

a) Exclusive first charge on all movable fixed assets of the project.

b) Extension of first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited with hospital building valued at INR 288.83 crores .(Currently charged to Federal Bank)

c) Minimum collateral coverage of 100% to be maintained during the currency of the facility

d) Corporate Guarantee of DM Medcity Hospitals Private Limited.

Note 5: The term loans from bank (including current portion) includes Indian rupee term loan taken from Axis Bank, which carries interest at 8.10% to 8.35% p.a (linked to RBI repo rate). These loans are originally repayable in 28 quarterly instalments (26 quarterly instalments remaining as at 31 March 2024). The loans is secured by:

a) Exclusive first charge on all movable fixed assets of the project - Block A and B of Whitefield Hospital,Bangalore.

b) Extension of first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited with hospital building. (Currently charged to Federal Bank);

c) Minimum collateral coverage of 100% to be maintained during the currency of the facility;

d) Corporate Guarantee of DM Medcity Hospitals Private Limited and Ambady Infrastructure Private Limited;

e) First pari passu charge by way of equitable mortgage on land commensuring 11.53 acres in Cheranelloor belonging to Ambady Infrastructure Private Limited, a wholly owned subsidiary of Aster DM Healthcare Limited; and

f) Exclusive first charge on leasehold rights of the project building.

Note 6: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 8.40% p.a (linked to RBI repo rate). These loans are originally repayable in 48 monthly instalments (24 monthly instalments remaining as at 31 March 2024). The loans is secured by:

a) Exclusive first charge by way of hypothecation on all movable/immovable fixed assets of the Company created out of the said loan;

b) Second charge on current assets of the Company;

c) Hypothecation of machinery entire unencumbered movable fixed assets of the hospital; and

d) Cash margin @10% (Letter of Credit/ Bank Guarantee).

e) Equitable mortgage of Land & Building charged to the existing limit.

Note 7: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 8.40% (linked to RBI Repo rate). These loans are originally repayable in 84 monthly instalments 69 monthly instalments remaining as at 31 March 2024). The loans is secured by:

a) Exclusively first charge by way of hypothecation on all the movable fixed assets of the company including plant and machinery, furniture and fixtures, vehicles and other movable assets both present and future.

b) First charge on the following properties for all limits of Aster DM Healthcare Limited on pari passu bases with Axis Bank and HDFC Bank. 13.12 acres of landed property at Kochi owned by DM Medcity Hospital India Private Limited, 13.53 acres of landed property at Kochi owned by Aster DM Healthcare Ltd with hospital buildings, 11.68 acres of landed property at Kochi owned by Ambady Infrastructure Private Limited.

Note 8: The term loans from NBFC (including current portion) includes Indian rupee term loan taken from Bajaj Finserv, which carries interest at 9.40% to 10.70% p.a . These loans are originally repayable in 22 quarterly instalments (19 quarterly instalments remaining as at 31 March 2024).

The loans is secured by:

a) First pari passu charge on immovable fixed assets valued at INR 553.3 crores with minimum FACR of 1.3x along with HDFC, AXIS and Federal Bank.

b) Immovable fixed asset details as below:

Pari passu charge on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospital India Private Limited, 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Ltd with hospital building and 11.68 acres in Cheranalloor owned by Ambady Infrastructure Private Limited wholly subsidiary of Aster DM Healthcare Ltd ;and

c) Corporate Gurantee - DM Medcity Hospitals India Private Limited and Ambady Infrastructure Private Limited.

Note 9: a) The Term Loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 7.95%. These loans are originally repayable in 72 monthly instalments (72 monthly instalments remaining as at 31 March 2024).

(i) 13.12 acres of land property at Kochi owned by Aster D M Medcity Hospital Private Limited with hospital buildings there on

(ii) 13.53 acres of landed property at Kochi owned by Aster DM Health Care Limited with hospital buildings and there on with aggregate value land -INR 80 Crores building INR 173 Crores with total value INR 253 Crores

(iii) 11.68 acres of landed property at Kochi owned by Ambady infrastructure Private Limited with aggregate value INR 60 Crores

b) Charge on entire fixed assets of company (Excluding those assets funded out of term loan''s)

c) Pari passu first charge on proportionate cash flows of Aster Medcity, Aster CMI. Aster RV and Aster Whitefield Hospital

Note 10: a) The Term Loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 8.50%. These loans are originally repayable in 72 monthly instalments (72 monthly instalments remaining as at 31 March 2024)

(i) 13.12 acres of landed property at Kochi owned by D M Medcity Hospital India Private Limited with hospital buildings thereon

(ii) 13.53 acres of landed property at Kochi owned by Aster DM Healthcare Limited with hospital buildings thereon

(iii) 11.68 acres of landed property at Kochi owned by Ambady Infrastructures Private Limited (Wholly owned subsidiaries of Aster DM Healthcare Limited) with aggregate value INR 394 Crores (Date of valuation 22 June 2023)

b) Charge on entire fixed assets of the company (excluding those assets funded out of term loans)

c) Pari passu first charge on cash flows of Aster Medcity, Aster CMI, Aster RV and Aster Whitefield hospital

d) Exclusive first charge on assets acquired out of term loan.

Note 11: There are no continuing defaults in the repayment of the principal loan and interest amounts.

B Secured overdraft/cash credit facilities from bank

Note 1: Overdraft and Working Capital Loan facility from Federal bank availed and carries and interest at 8.32% to 8.40% p.a (linked to RBI repo rate). The facility is secured by way of exclusive first charge on the current assets of the Company (present and future) of with Axis bank and HDFC bank. Cash margin and additional charge on the current assets and movable fixed assets of the Company. Second charge on all primary and collateral securities, which includes:

a. Hypothecation of current assets;

b. Charge on entire fixed assets of the company (excluding those funded out of term loan)

c. Pari Passu first charge on proportionate cash flows of Aster Medcity, Aster CMI, Aster RV and Aster

Whitefield Hospital.

Note 2: Cash credit facility from Axis bank availed and carries interest of 9.45% to 9.75% p.a (linked to 3 months MCLR). The facility is secured by way of exclusive first charge on the current assets of the Company (present and future).

Note 3: Bank Gurantee and Buyers credit facility availed from Federal Bank and secured by 10% cash margin and additional charge

on current assets and movable fixed assets with interest as per bank card rate.

Note 4 : Secondary collateral charge on the following properties for all limits of Aster DM Healthcare Limited on pari passu basis with respect to note 1, note 2 & note 3; 13.12 acres of landed property at Kochi owned by DM Medcity Hospital India Private Limited, 13.53 acres of landed property at Kochi owned by Aster DM Healthcare Limited with hospital buildings, 11.68 acres of landed property at Kochi owned by Ambady Infrastructure Private Limited. Also, corporate guarantee given by DM Medcity Hospital India Private Limited and Ambady Infrastructure Private Limited.

C Unsecured overdraft facilities from bank

Overdraft facility from Yes Bank availed and carries interest at 9.05% - 9.75% (linked to 1 month MCLR).

The Company offsets deferred tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities related to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Note i) Deferred tax assets have not been recognized in respect of the capital losses, because it is not probable that future taxable profit will be available against which the Company can use the benefits. The above is arrived basis the balances as on date. The deductible temporary difference do not expire under the current tax legislation.

32 Contingent liabilities and commitments

Particulars	For the year ended 31 March 2024	For the year ended 31 March 2023
Contingent liabilities
Claims against the Company not acknowledged as debts (refer below note 1 and 5)	109.94	56.60
Export commitments under EPCG scheme (refer below Note 2)	16.93	16.00
Corporate guarantees to various subsidiaries [refer note 35B(c)]	459.50	341.50
Letter of credit (refer below Note 7)	4.57	43.04
Additional salary payable under minimum wages act for retrospective periods (refer below Note 3)	6.84	6.84
Bank guarantees (refer below Note 6)	7.52	7.58
Commitments
Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for (refer below Note 8)	60.31	18.77

Note 1 : The Company has received income tax assessment orders for AY 2014-15 & 2015-16 wherein the assessing officer has raised net demand of INR 20.08 crores (net of taxes paid amounting to INR 4.28 crores) on account of disallowance of Foreign Tax Credit claimed as per provisions of Section 90/90A of Income Tax Act, 1961 and the disallowance under section 14A. The Company has also received income tax demand order of INR 0.18 crores for AY 2012-13 where in assessing officer denied legal and professional fee and business promotion expenses. The Company also received income tax demand order of INR 2.28 crores, INR 2.15 crore and INR 2.87 crores for AY 16-17, AY 17-18 and AY 18-19 respectively where assessing officer contended TDS deducted from doctors are subject to section 192 rather than section 194J of income tax act 1961 based on the terms of arrangements with the doctors . The Company had also received income tax demand order of INR 0.20 crore for AY 17-18 wherein assessing officer made disallowances on account of delayed payment of provident fund deducted from employees. The Company had also received income tax assessment orders for AY 21-22 & AY 22-23 where in assessing officer

has raised ICDS adjustments as per ITR Vs form 3CD of INR 14.06 crore and INR 36.02 crore respectively. In all above cases, the Management believes that the position taken by it on the matter is tenable and hence, no adjustment has been made on the financial statements. The Company has filed an appeal against these demand orders received and has paid INR 4.61 crores under protest for the above cases (refer Note 13).

Note 2 : The Company has obtained duty free / concessional duty licenses for import of capital goods by undertaking export obligations under the EPCG scheme. As at 31 March 2024, the customs duty obligations remaining to be fulfilled amounts to INR 16.93 crores (31 March 2023: INR 16.00 crores). In the event that export obligations are not fulfilled, the Company would be liable to pay the levies.

Note 3 : On 23 April 2018, the Government of Kerala issued an order revising the minimum wages of medical and nursing staff. The order mentions that the changes would be effective retrospectively from 1 October 2017. Since the legislation was issued in April 2018, Management has started paying the revised salary with effect from 1 April 2018. The Company filed an appeal against the retrospective application of this order with the High Court of Kerala which has issued an interim stay order on 26 July 2018. The Writ Petition WP (c) No. 25109/2018 challenging the retrospective effect of minimum wage order passed by the Government of Kerala is pending before the Hon''ble High Court of Kerala in hearing list. Based on the stay order and legal advise, Management believes that their position will be upheld and therefore has not provided for the incremental cost for the period October 2017 to March 2018.

Note 4 : On 28 February 2019, the Hon''ble Supreme Court of India has delivered a judgment clarifying the principles that need to be applied in determining the components of salaries and wages on which Provident Fund (PF) contributions need to be made by establishments. Basis this judgment, the Company has re-computed its liability towards PF from the month of March 2019 and has paid PF as per Supreme Court judgement. In respect of the earlier periods/years, the Company has been legally advised that there are numerous interpretative challenges on the application of the judgment retrospectively. Based on such legal advice, the Management believes that it is impracticable at this stage to reliably measure the provision required, if any, and accordingly, no provision has been made towards the same. Necessary adjustments, if any, will be made to the books as more clarity emerges on this subject.

Note 5 : The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liability where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position. The Company does not expect any reimbursement in respect of the above contingent liabilities.

Note 6 : Bank guarantee is issued by various bankers on behalf of the Company with respect to its commitment to various parties.

Note 7 : Letter of credit is issued by various bankers on behalf of the Company to foreign vendors with respect to various international trade viz., Capital asset procurement.

Note 8 : The Company does not have any long-term commitments or material non-cancellable contractual commitments/contracts, including derivative contracts for which there were any material foreseeable losses other than disclosed in then standalone financial statements.

33 Earnings per share

A. Basic earnings per share

The calculation of profit attributable to equity share holders and weighted average number of equity shares outstanding for the purpose of

basic earnings per share calculations are as follows:

B Financial risk management

The Company''s activities expose it to a variety of financial risks: credit risk, market risk and liquidity risk.

i) Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the risk management framework. The Company''s audit and risk management committee oversees how management monitors compliance with the risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad-hoc reviews of risk management controls and procedures, the results of which are reported to the audit and risk management committee.

ii) Credit risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its investing activities, including deposits with banks and financial institutions and other financial instruments.

Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom credit has been granted after obtaining necessary approvals for credit. The collection from the trade receivables are monitored on a continuous basis by the receivables team.

The Company always measures the loss allowance for trade receivables at an amount equal to lifetime ECL. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtors and an analysis of the debtors'' current financial position, adjusted for factors that are specific to the debtors, general economic conditions of the industry in which the debtors operate, and an assessment of both the current as well as the forecast direction of conditions at the reporting date.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to INR 127.55 crores (31 March 2023: INR 111.33 crores) and unbilled receivables (net of advances from patient) as given in note 12 amounting to INR 18.33 crores (31 March 2023: INR 13.51 crores).

No single customer accounted for more than 10% of the revenue as of 31 March 2024 and 31 March 2023. There is no significant concentration of credit risk.

Credit risk on cash and cash equivalent and other bank balances is limited as the Company generally transacts with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.

iii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

Financial assets of INR 2,959.74 crores (including restricted deposits of INR 6.40 crores) as at 31 March 2024 is in the form of cash and cash equivalents, bank balances other than cash and cash equivalents above, investments, trade receivables, loans and other financial assets where the Company has assessed the counterparty credit risk. Trade receivables of INR 127.55 crores (net of provision of INR 12.24 crores) as at 31 March 2024 carried at amortised cost and is valued considering provision for allowance using expected credit loss method (if any). In addition to the historical pattern of credit loss, we have considered the likelihood of increased credit risk. The Company has specifically evaluated the potential impact with respect to Healthcare service sector. The Company closely monitors its customers who are being impacted. Also a substantial portion of the financial asset is related to investments in subsidiaries and associate companies (INR 2,175.55 crores) and loans and advances to subsidiaries and associate companies (INR 454.95 crores, net of provision of INR 13.48 crores) wherein Management has considered on the projections while doing its assessment for impairment testing.

Financial assets of INR 2,817.08 crores (including restricted deposits of INR 4.15 crores) as at 31 March 2023 is in the form of cash and cash equivalents, bank balances other than cash and cash equivalents above, investments, trade receivables, loans and other financial assets where the Company has assessed the counterparty credit risk. Trade receivables of INR 111.33 crores (net of provision of INR 10.90 crores) as at 31 March 2023 carried at amortised cost and is valued considering provision for allowance using expected credit loss method (if any). In addition to the historical pattern of credit loss, we have considered the likelihood of increased credit risk. The Company has specifically evaluated the potential impact with respect to Healthcare service sector. The Company closely monitors its customer who are being impacted. Also a substantial portion of the financial asset is related to investments in subsidiary companies (INR 2,141.10 crores) and loans and advances to subsidiary companies (INR 353.05 crores, net of provision of INR 13.48 crores) wherein Management has considered on the projections while doing its assessment for impairment testing

iv) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange rates, interest rates and equity prices.

(a) Foreign currency risk

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The Company is mainly exposed to AED, OMR and US dollar.

The carrying amounts of the Company''s foreign currency denominated monetary assets and monetary liabilities at the reporting date are as follows:

Sensitivity analysis

The sensitivity of profit or loss to changes in exchange rates arises mainly from foreign currency denominated financial instruments. One per cent is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year-end for a one per cent change in foreign currency rates. A positive number below indicates an increase in profit and other equity where currency units strengthens one per cent against the relevant currency. For a one per cent weakening of currency units against the relevant currency, there would be a comparable impact on the profit and other equity, and the balances below would be negative.

(b) Interest rate risk

The Company is exposed to interest rate risk because the Company borrows funds at both fixed and floating interest rates. The Company''s significant interest rate risk arises from long-term borrowings with variable interest rates, which expose the Company to cash flow interest rate risk. The interest rate on the Company''s financial instruments is based on market rates. The Company monitors the movement in interest rates on an ongoing basis. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings,

The analysis is prepared assuming the amount of liability outstanding at the reporting date was outstanding for the whole year. A one per cent increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management''s assessment of the reasonably possible change in interest rates. The Company''s sensitivity to interest rates has increased in the current year due to the additional variable rate long term borrowings taken during the year.

(c) Equity price risk

The Company is exposed to price risks araising from investments in equity share. The Company''s investment are help strategically rather than for trading purpose.

38 Employee benefits

A The Company has a defined benefit gratuity plan as per the Payment of Gratuity Act, 1972 (''Gratuity Act''). Under the Gratuity Act, employee who has completed five years of service is entitled to specific benefit. The gratuity benefit provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 / 30 days'' salary payable for each completed year of service.

The Company assesses these assumptions with its projected long-term plans of growth and prevalent industry standards. The discount rate is based on the government securities yield.

Gratuity is applicable only to employees drawing a salary in Indian rupees and there are no other foreign defined benefit gratuity plans.

(ii) Sensitivity analysis

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and withdrawal rate. Reasonably possible changes at the reporting date to one of the actuarial assumptions, holding all other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the changes in assumptions would occur in isolation of one another as some of the assumptions may be correlated. In presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

39 Leases

The Company has taken hospital premises on lease from various parties from where healthcare and management services are rendered. The leases typically run for a period of 1 year - 29 years. Lease payments are renegotiated nearing the expiry to reflect market rentals.

40 Capital management

The Company''s policy is to maintain a stable capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors capital on the basis of return on capital employed as well as the debt to total equity ratio.

For the purpose of debt to total equity ratio, debt considered is long-term and short-term borrowings. Total equity comprise of issued share capital and all other equity reserves.

41 Share based payments

A Description of share-based payment arrangements- Share option plans (equity-settled)

The Company has issued stock options under the DM Healthcare Employees Stock Option Plan 2013 (“DM Healthcare ESOP 2013" or “2013 Plan") during the financial year ended 31 March 2013. The 2013 Plan covers all non-promoter directors and employees of the Company and its subsidiaries (collectively referred to as “eligible employees"). Under this plan, holders of vested options are entitled to purchase shares at the exercise price approved by the Nomination and Remuneration Committee (agreed at 25% discount at previous day closing traded share price in case of performance options and Rs. 10 in case of loyalty options). The Nomination and Remuneration Committee granted the options on the basis of performance, criticality, loyalty and potential of the employees as identified by the management. Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry. If the options remain unexercised at the end of the contractual life of the option, the options expire. Options are forfeited if the employee leaves the Company before the options vest.

The Company has granted different categories of options on various dates mentioned in below table on different terms viz; incentive options, milestone options, performance options and loyalty options.

The Company has computed the grant date fair value of the options for the purpose of accounting of employee compensation cost/ expense over the vesting period of the options.

Expected volatility has been based on an evaluation of the historical volatility of the Company''s share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behaviour.

The options outstanding at 31 March 2024 have an exercise price in the range of INR 10 to INR 234 (31 March 2023: INR 10 to INR 155.71) and a weighted average remaining contractual life of 1.12 years (31 March 2023: 4.28 years).

E Expense recognised in statement of profit and loss

For details on the employee benefits expense, see Note 27.

42 The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the international transactions entered into with associated enterprises during the financial period and expects such records to be in existence latest by the date of filing its income tax return as required by the law. The Management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

Notes:

Total debt = Borrowings Lease liabilities - Cash & cash equivalents - Other bank balances - Current investments

Earnings available for debt service = Net profit before taxes Non-cash operating expenses like depreciation and amortisations - Other income Interest Other adjustments (such as loss on sale of property, plant and equipment, fair valuation of put options)

Debt service = Interest Principal repayments Lease payments

Net profit = Net profit after tax

Capital employed = Tangible net worth Total debt

Earnings before interest and taxes = Net profit before taxes - Other income Interest Other adjustments (such as loss on sale of property, plant and equipment, fair valuation of put options)

44 Additional disclosures

a) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property during and as at 31 March 2024 and 31 March 2023.

b) The Company is not declared as wilful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.

c) There are no transactions and balances with companies which have been removed from the Register of Companies [struck off companies] during and as at the reporting periods.

d) The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.

e) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period as at the reporting periods.

f) The Company has not advanced or loaned or invested funds during the reporting periods to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

except loan to Alfaone Medicals Private Limited amounting to INR 80.40 crores out of which INR 74.40 crores was lent to Alfaone Retail Pharmacies Private Limited.

g) The Company has not received any fund during the reporting periods from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

h) The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the reporting periods in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

i) The Group has not granted any loans or advances in the nature of loans to promoters, directors, KMPs and the related parties except note

(j) below (as defined under Companies Act, 2013), either severally or jointly with any other person that are:

(i) repayable on demand; or

(ii) without specifying any terms or period of repayment.

j) The Company has granted loans to below mentioned related party (refer Note 35) for business purpose which is repayable on demand at rate of interest ranging betweem 8.83% to 12% 31 (March 2023: 8% to 12%)

(i) Aster Clinical Lab LLP

(ii) Hindustan Pharma Distributors Private Limited

(iii) Alfaone Medicals Private Limited

(iv) DM Med City Hospitals (India) Private Limited

(v) Aster DM Healthcare (Trivandrum) Private Limited

(vi) Ambady Infrastructure Private Limited

k) The Company has not revalued any of its Property, Plant and Equipment (including Right-of-Use Assets) during the year.

l) The Company has not traded / invested in Crypto currency during the reporting periods.

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Mar 31, 2023

14.2 Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. All equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time and subject to dividend payable to preference shareholder. The voting rights of an equity shareholder on a poll (not on show of hands) is in proportion to the shareholders'' share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

14.3 Employee stock options

Terms attached to stock options granted to employees are described in Note 41 regarding employee share based payments.

14.7 Details of bonus shares issued during the past 5 years immediately preceeding 31 March 2023:

The Company has not issued bonus shares during the period of five years immediately preceding 31 March 2023.

14.8 Details of shares issued for consideration other than for cash during the past 5 years immediately preceeding 31 March 2023:

The Company has not allotted any equity shares as fully paid-up without consideration being received in cash during the past 5 years immediately preceeding 31 March 2023.

14.9 Details of buyback of shares during the past 5 years immediately preceeding 31 March 2023:

The Company bought back 5,714,285 equity shares for an aggregate amount of INR 120 crores at INR 210 per equity share. The equity shares bought back were extinguished on 18 March 2020.

A Secured bank loans

Note 1: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 7.25% to 8.65% p.a (linked to RBI repo rate) These loans are originally repayable in 96 instalments (63 instalments remaining as at 31 March 2023). The term loans is secured by:

a) Hypothecation of all movable fixed assets relating to Aster Medcity Hospital, Kochi (comprising plant and machinery, furniture fixture, vehicles and other movable assets), present and future;

b) Equitable mortgage of 8.50 acres of landed property of the Company and 8.81 acres of landed property of DM Med City Hospitals (India) Private Limited, a wholly owned subsidiary of the Company;

c) First charge on entire cashflows of the Aster Medcity Hospital, Kochi; and

d) Assignment of contractor guarantees, liquidated damages, letter of credit, guarantee or performance bonds that may

be provided by any counter party under project agreement or contract and insurance policies in favour of the borrower,

related to Aster Medcity, Kochi.

Note 2: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 7.25% to 8.65% p.a (linked to RBI repo rate). These loans are originally repayable in 60 instalments (28 instalments remaining as at 31 March 2023). The term loans is secured by:

a) Exclusive first charge by way of hypothecation on all movable fixed assets of the Company relating to Aster Medcity Hospital, Kochi including plant & machinery, furniture, fixture, vehicles and other movable assets, both present and future;

b) Exclusive first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited. (Collateral); First charge on current assets of the Company.

Note 3: The term loans from bank (including current portion) includes Indian rupee term loan taken from HDFC Bank, which carries

interest at 7.25% to 8.75% p.a (linked to 3 months T-Bills). These loans are originally repayable in 20 instalments (11

instalments remaining as at 31 March 2023). The loans is secured by:

a) First pari passu charge by way of hypothecation on all movable fixed assets of the Company relating to Aster Medcity Hospital, Kochi; Aster CMI, Bangalore and RV Hospital, Bangalore including plant & machinery, furniture, fixture, vehicles and other movable assets, both present and future;

b) Exclusive first charge by way of equitable mortgage on 11.68 acres in Cheranellor belonging to Ambady Infrastructure Private Limited, a wholly owned subsidiary of Aster DM Healthcare Limited (Collateral);

c) First charge on current assets, operating cashflows, receivables, commissions, revenues of whatsoever nature and wherever arising, present and future of the Aster DM Healthcare Limited; and

d) Fixed Deposit- DSRA for 1 quarter for the Term Loan of INR 35 crores for INR 3 crores.

Note 4: The term loans from bank (including current portion) includes Indian rupee term loan taken from Axis Bank, which carries

interest at 7.9% to 9.3% p.a (linked to RBI repo rate). These loans are originally repayable in 24 instalments (23 instalments remaining as at 31 March 2023). The loans is secured by:

a) Exclusive first charge on all movable fixed assets of the project.

b) Extension of first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited with hospital building. (Currently charged to Federal Bank)

c) Minimum collateral coverage of 100% to be maintained during the currency of the facility; and

d) Corporate Guarantee of DM Medcity Hospitals Private Limited.

Note 5: The term loans from bank (including current portion) includes Indian rupee term loan taken from Axis Bank, which carries interest at 8.00% to 9.40% p.a (linked to RBI repo rate). These loans are originally repayable in 28 instalments (28 instalments remaining as at 31 March 2023). The loans is secured by:

a) Exclusive first charge on all movable fixed assets of the project;

b) Extension of first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited with hospital building. (Currently charged to Federal Bank);

c) Minimum collateral coverage of 100% to be maintained during the currency of the facility;

d) Corporate Guarantee of DM Medcity Hospitals Private Limited and Ambady Infrastructure Private Limited;

e) First paripasu charge by way of equitable mortgage on land commensuring 11.68 acres in Cheranelloor belonging to Ambady Infrastructure Private Limited, a wholly owned subsidiary of Aster DM Healthcare Limited; and

f) Exclusive first charge on leasehold rights of the project building.

Note 6: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 7.25% to 8.65% p.a (linked to RBI repo rate). These loans are originally repayable in 48 instalments (36 instalments remaining as at 31 March 2023). The loans is secured by:

a) Exclusive first charge by way of hypothecation on all movable fixed assets of the Company created out of the said loan;

b) Second charge on current assets of the Company;

c) Hypothecation of machinery entire unencumbered movable fixed assets of the hospital; and

d) Cash margin @10% (Letter of Credit/ Bank Guarantee).

Note 7: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 7.25% to 8.65% (linked to RBI Repo rate ). These loans are originally repayable in 240 instalments (240 instalments remaining as at 31 March 2023). The loans is secured by:

a) Exclusively First charge by way of hypotecation on all the movable fixed assets of the company including plant and machinery, furniture and fixtures, vehicles and other movable assets both present and future.

b) First Charge on the following properties for all limits of Aster DM Healthcare Ltd on pari pasu bases with Axis Bank and HDFC Bank. 13.12 acres of landed property at Kochi owned by DM Medcity Hospital India Pvt Ltd, 13.53 acres of landed property at kochi owned by Aster DM Healthcare Ltd with hospital buildings, 11.68 acres of landed property at kochi owned by Ambady Infrastructure Pvt Ltd.

Note 8: The term loans from NBFC (including current portion) includes Indian rupee term loan taken from Bajaj Finserv, which carries

interest at 9.25% p.a . These loans are originally repayable in 22 instalments (22 instalments remaining as at 31 March 2023). The loans is secured by:

a) First Pari Pasu Charge on immovable fixed assets with minimum FACR of 1.3x along with HDFC, AXIS and Federal Bank.

b) Immovable fixed asset details as below:

Pari Pasu charge on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospital India Pvt Ltd, 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Ltd with hospital building and 11.68 acres in Cheranalloor owned by Ambady Infrastructure Pvt Ltd wholly subsidiary of Aster DM Healthcare Ltd ;and

c) Corporate Gurantee - DM Medcity Hospitals India Pvt Ltd and Ambady Infrastructure Pvt Ltd.

Note 9: There are no continuing defaults in the repayment of the principal loan and interest amounts.

B Secured overdraft/cash credit facilities from bank

Note 1: Overdraft and Working Capital Loan facility from Federal bank availed and carries and interest at 7.25% to 8.65% p.a (linked to RBI repo rate). The facility is secured by way of exclusive first charge on the current assets of the Company (present and future). Second charge on all primary and collateral securities, which includes:

a. Hypothecation of current assets;

b. Charge on entire fixed assets of the company (excluding those funded out of TL); and

c. Paripassu first charge on proportionate cash flows of 4 hospitals.

Note 2: Cash credit facility from Axis bank availed and carries interest of 7.9% to 9.00% p.a (linked to 3 months MCLR). The facility is secured by way of exclusive first charge on the current assets of the Company (present and future).

Note 3: Bank Gurantee and Buyers credit facility availed from Federal Bank and secured by 10% cash margin and additional charge on current assets and movable fixed assets with interest as per bank card rate.

Note 4 : Secondary collateral charge on the following properties for all limits of Aster DM Healthcare Ltd on pari pasu basis with respect to note 1, note 2 & note 3; 13.12 acres of landed property at Kochi owned by DM Medcity Hospital India Pvt Ltd, 13.53 acres of landed property at Kochi owned by Aster DM Healthcare Ltd with hospital buildings, 11.68 acres of landed property at Kochi owned by Ambady Infrastructure Pvt Ltd. Also, corporate gurantee given by DM Medcity Hospital India Pvt Ltd and Ambady Infrastructure Pvt Ltd.

32 Contingent Liabilities and Commitments
Particulars	As at 31 March 2023	As at 31 March 2022
Contingent liabilities
Claims against the Company not acknowledged as debts (Refer below note 1 and 5)	56.60	38.50
Export commitments under EPCG scheme (Note 2)	16.00	12.80
Corporate guarantees to various subsidiaries	341.50	319.50
Letter of credit	43.04	2.06
Additional salary payable under minimum wages act for retrospective periods (Note 3)	6.84	6.84
Bank guarantees	7.58	2.36
Commitments
Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for.	18.77	40.82

Note 1 : The Company has received income tax assessment orders for AY 2014-15 & 2015-16 wherein the assessing officer has raised net demand of INR 20.08 crores (net of taxes paid amounting to INR 4.28 crores) on account of disallowance of Foreign Tax Credit claimed as per provisions of Section 90/90A of Income Tax Act 1961 and the disallowance under section 14A. The Company had provision in the books pertaining to the AY 2014-15 & 2015-16, amounting to INR 2.48 . The Company has also received income tax demand order of INR 0.18 crore for AY 2012-13 where in assessing officer denied legal and professional fee and business promotion expenses. The Company also received income tax demand order of INR 2.28 crore for AY 16-17 where assessing officer contended TDS dedcuted from doctors are subject to section 192 rather than section 194J of income tax act 1961 based on the terms of arrangements with the doctors . The Company had also recieved income tax demand order of INR 0.20 crore for AY 17-18 wherein assessing officer made disallowances on account of delayed payment of provident fund deducted from employees. In all above cases, the Management believes that the position taken by it on the matter is tenable and hence, no adjustment has been made on the financial statements. The Company has filed an appeal against the demand received.

Note 2 : The Company has obtained duty free / concessional duty licenses for import of capital goods by undertaking export obligations under the EPCG scheme. As at 31 March 2023, the export obligations remaining to be fulfilled amounts to INR 16.00 crores (31 March 2022: INR 12.80 crores). In the event that export obligations are not fulfilled, the Company would be liable to pay the levies.

Note 3 : On 23 April 2018, the Government of Kerala issued an order revising the minimum wages of medical and nursing staff. The order mentions that the changes would be effective retrospectively from 1 October 2017. Since the legislation was issued in April 2018, Management has started paying the revised salary with effect from 1 April 2018. The Company filed an appeal against the retrospective application of this order with the High Court of Kerala which has issued an interim stay order on 26 July 2018. The Writ Petition WP (c) No. 25109/2018 challenging the retrospective effect of minimum wage order passed by the Government of Kerala is pending before the Hon''ble High Court of Kerala in hearing list. Based on the stay order and legal advise, Management believes that their position will be upheld and therefore has not provided for the incremental cost for the period October 2017 to March 2018.

Note 4 : On 28 February 2019, the Hon''ble Supreme Court of India has delivered a judgment clarifying the principles that need to be applied in determining the components of salaries and wages on which Provident Fund (PF) contributions need to be made by establishments. Basis this judgment, the Company has re-computed its liability towards PF from the month of March 2019 and has paid PF as per Supreme Court judgement. In respect of the earlier periods/years, the Company has been legally advised that there are numerous interpretative challenges on the application of the judgment retrospectively. Based on such legal advice, the Management believes that it is impracticable at this stage to reliably measure the provision required, if any, and accordingly, no provision has been made towards the same. Necessary adjustments, if any, will be made to the books as more clarity emerges on this subject.

Note 5 : The Company has included claims of INR 32.06 crores under “Claims against the company not acknowledged as debt". The cases are compensation demanded by the patient/ their relatives and are pending with various Consumer Disputes Redressal Commission. The management believes that the Company has good chance of success in these cases and has adequate insurance coverage against all these claims.

Note 6 : The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liability where applicable, in its standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position. The Company does not expect any reimbursement in respect of the above contingent liabilities.

Note 7 : The Company has given bank guarantee in respect of certain contingent liabilities listed above.

Note 8 : The Company does not have any long-term commitments or material non-cancellable contractual commitments/contracts, including derivative contracts for which there were any material foreseeable losses other than disclosed in the standalone financials statements.

B Measurement of fair values

The following methods and assumptions were used to estimate the fair values:

The fair value of the derivative put option is determined using Monte Carlo simulation. The significant unobservable inputs used in the fair value measurement are risk free rate, volatility and management projected EBITDA growth rates.

Level 3 fair values

The significant unobservable inputs used in the fair value measurement of the level 3 fair values together with a quantitative sensitivity analysis as at 31 March 2022 and 31 March 2023 are as shown below:

C Financial risk management

The Company''s activities expose it to a variety of financial risks: credit risk, market risk and liquidity risk.

i) Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the risk management framework. The Company''s audit and risk management committee oversees how management monitors compliance with the risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad-hoc reviews of risk management controls and procedures, the results of which are reported to the audit and risk management committee.

ii) Credit risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its investing activities, including deposits with banks and financial institutions and other financial instruments.

Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom credit has been granted after obtaining necessary approvals for credit. The collection from the trade receivables are monitored on a continuous basis by the receivables team.

The Company always measures the loss allowance for trade receivables at an amount equal to lifetime ECL. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtors and an analysis of the debtors'' current financial position, adjusted for factors that are specific to the debtors, general economic conditions of the industry in which the debtors operate, and an assessment of both the current as well as the forecast direction of conditions at the reporting date.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to INR 111.33 crores (31 March 2022: INR 61.55 crores) and unbilled receivables (net of advances from patient) as given in note 12 amounting to INR 13.51 crores (31 March 2022: INR 6.24 crores).

No single customer accounted for more than 10% of the revenue as of 31 March 2023 and 31 March 2022. There is no significant concentration of credit risk.

Credit risk on cash and cash equivalent and other bank balances is limited as the Company generally transacts with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

Financial assets of INR 2,817.08 crores (including restricted deposits of INR 4.15 crores) as at 31 March 2023 carried at amortised cost is in the form of cash and cash equivalents, deposits, etc. where the Company has assessed the counterparty credit risk. Trade receivables of INR 111.33 crores as at 31 March 2023 carried at amortised cost and is valued considering provision for allowance using expected credit loss method (if any). In addition to the historical pattern of credit loss, we have considered the likelihood of increased credit risk. This assessment is not based on any mathematical model but an assessment considering the impact immediately seen in the demand outlook and the financial strength of the customers in respect of whom amounts are receivable. The Company has specifically evaluated the potential impact with respect to Healthcare service sector. The Company closely monitors its customers who are being impacted. Also a substantial portion of the financial asset is related to investments in subsidiary companies (INR 2,141.10 crores) and loans and advances to subsidiary companies (INR 353.05 crores, net of provision of INR 13.48 crores) wherein Management has considered on the projections while doing its assessment for impairment testing.

iv) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange.

Foreign currency risk

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The Company is mainly exposed to AED, OMR and US dollar.

Sensitivity analysis

The sensitivity of profit or loss to changes in exchange rates arises mainly from foreign currency denominated financial instruments. One per cent is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year-end for a one per cent change in foreign currency rates. A positive number below indicates an increase in profit and other equity where currency units strengthens one per cent against the relevant currency. For a one per cent weakening of currency units against the relevant currency, there would be a comparable impact on the profit and other equity, and the balances below would be negative.

The Company is exposed to interest rate risk because the Company borrows funds at both fixed and floating interest rates. The Company''s significant interest rate risk arises from long-term borrowings with variable interest rates, which expose the Company to cash flow interest rate risk. The interest rate on the Company''s financial instruments is based on market rates. The Company monitors the movement in interest rates on an ongoing basis. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings.

The analysis is prepared assuming the amount of liability outstanding at the reporting date was outstanding for the whole year. A one per cent increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management''s assessment of the reasonably possible change in interest rates. The Company''s sensitivity to interest rates has increased in the current year due to the additional variable rate long term borrowings taken during the year.

38 Employee Benefits

A The Company has a defined benefit gratuity plan as per the Payment of Gratuity Act, 1972 (''Gratuity Act''). Under the Gratuity Act, employee who has completed five years of service is entitled to specific benefit. The gratuity benefit provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 / 30 days'' salary payable for each completed year of service.

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the changes in assumptions would occur in isolation of one another as some of the assumptions may be correlated. In presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

39 Leases

The Company has taken hospital premises on lease from various parties from where healthcare and management services are rendered. The leases typically run for a period of 1 year - 24 years. Lease payments are renegotiated nearing the expiry to reflect market rentals.

40 Capital Management

The Company''s policy is to maintain a stable capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors capital on the basis of return on capital employed as well as the debt to total equity ratio. For the purpose of debt to total equity ratio, debt considered is long-term and short-term borrowings. Total equity comprise of issued share capital and all other equity reserves.

41 Share Based Payments

A Description of share-based payment arrangements- Share option plans (equity-settled)

The Company has issued stock options under the DM Healthcare Employees Stock Option Plan 2013 (“DM Healthcare ESOP 2013" or “2013 Plan") during the financial year ended 31 March 2013. The 2013 Plan covers all non-promoter directors and employees of the Company and its subsidiaries (collectively referred to as “eligible employees"). Under this plan, holders of vested options are entitled to purchase shares at the exercise price approved by the Nomination and Remuneration Committee (agreed at 25% discount at previous day closing traded share price). The Nomination and Remuneration Committee granted the options on the basis of performance, criticality and potential of the employees as identified by the management. Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry. If the options remain unexercised at the end of the contractual life of the option, the options expire. Options are forfeited if the employee leaves the Company before the options vest.

The Company has granted different categories of options on 2 March 2013, 1 April 2014, 1 April 2015, 22 November 2016, 7 June 2017, 1 March 2018, 30 April 2018, 12 February 2019, 28 May 2019, 29 August 2019, 11 November 2019, 10 February 2020, 22 June 2020,

8 February 2021, 21 June 2021, 10 November 2021, 07 February 2022 ,13 February 2023 on different terms viz; incentive options, milestone options, performance options and loyalty options.

The Company has computed the fair value of the options for the purpose of accounting of employee compensation cost/ expense over the vesting period of the options.

The options outstanding at 31 March 2023 have an exercise price in the range of INR 10 to INR 155.71 (31 March 2022: INR 10 to INR 145.31) and a weighted average remaining contractual life of 4.28 years (31 March 2022: 4.98 years).

D Expense recognised in statement of profit and loss

For details on the employee benefits expense, see Note 27.

42 The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the international transactions entered into with associated enterprises during the financial period and expects such records to be in existence latest by the date of filing its income tax return as required by the law. The Management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

43 As a part of the Restructuring process, the Board of Directors approved the appointment of the Investment bankers by the Company on 10th June 2022 to explore options which present an opportunity to unlock value for the Company and its stakeholders. The Investment Bankers have received interest and indicative terms from potential buyers for the Gulf Co-operation Council region (''GCC'') business. The investment bankers are working actively with the potential buyers and their advisors. The shortlisted bidders have expressed a strong commitment to complete a transaction soon. The preparatory work including due diligence etc. is largely complete. The investment bankers have communicated that the binding bids are likely to be received by end of Q1 of Financial Year 2023-24. Upon submission of the final evaluation by the investment bankers, the Board shall review the proposals of sale of the Company''s business in the GCC. Appropriate intimations and impact/ disclosures will be made as and when any conclusions are arrived at and approved by the Board.

Notes:

Total debt = Borrowings Lease liabilities - Cash & cash equivalents - Other bank balances - Current investments

Earnings available for debt service = Net profit before taxes Non-cash operating expenses like depreciation and amortisations - Other income Interest Other adjustments (such as loss on sale of property, plant and equipment, fair valuation of put options)

Debt service = Interest Principal repayments Lease payments

Net profit = Net profit after tax

Capital employed = Tangible net worth Total debt

Earnings before interest and taxes = Net profit before taxes - Other income Interest Other adjustments (such as loss on sale of property, plant and equipment, fair valuation of put options)

45 Additional Disclosures

a) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property during and as at 31 March 2023 and 31 March 2022 (''the reporting periods'').

b) The Company has not revalued any of its Property, Plant and Equipment (including Right-of-Use Assets) during the reporting periods.

c) There are no transactions and balances with companies which have been removed from the Register of Companies [struck off companies] during and as at the reporting periods.

d) The Company has not traded / invested in Crypto currency during the reporting periods.

e) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period as at the reporting periods.

f) The Company has not advanced or loaned or invested funds during the reporting periods to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries."

g) The Company has not received any fund during the reporting periods from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries"

h) The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the reporting periods in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

i) The Company has not granted any loans or advances in the nature of loans to promoters, directors, KMPs (as defined under Companies Act, 2013), either severally or jointly with any other person that are:

(i) repayable on demand; or

(ii) without specifying any terms or period of repayment.

j) The Company has granted loans to below mentioned related party which is repayable on demand

(i) Aster Clinical Lab LLP

(ii) Hindustan Pharma Distributors Private Limited

(iii) Alfaone Medicals Private Limited

k) The Company is not declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.

l) The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.

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Mar 31, 2022

14.2 Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. All equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time and subject to dividend payable to preference shareholder. The voting rights of an equity shareholder on a poll (not on show of hands) is in proportion to the shareholders'' share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

14.3 Employee stock options

Terms attached to stock options granted to employees are described in Note 41 regarding employee share based payments.

14.7 Details of bonus shares issued during the past 5 years immediately preceeding 31 March 2022:

The Company has not issued bonus shares during the period of five years immediately preceding 31 March 2022.

14.8 Details of shares issued for consideration other than for cash during the past 5 years immediately preceeding 31 March 2022:

The Company has not allotted any equity shares as fully paid-up without consideration being received in cash during the past 5 years immediately preceeding 31 March 2022.

14.9 Details of buyback of shares during the past 5 years immediately preceeding 31 March 2022:

The Company bought back 57,14,285 equity shares for an aggregate amount of INR 120 crores at INR 210 per equity share. The equity shares bought back were extinguished on 18 March 2020.

A Secured bank loans

a) Hypothecation of all movable fixed assets relating to Aster Medcity Hospital, Kochi (comprising plant and machinery, furniture fixture, vehicles and other movable assets), present and future;

b) Equitable mortgage of 8.50 acres of landed property of the Company and 8.81 acres of landed property of DM Med City Hospitals (India) Private Limited, a wholly owned subsidiary of the Company;

c) First charge on entire cashflows of the Aster Medcity Hospital, Kochi; and

d) Assignment of contractor guarantees, liquidated damages, letter of credit, guarantee or performance bonds that may be provided by any counter party under project agreement or contract and insurance policies in favour of the borrower, related to Aster Medcity, Kochi.

Note 2: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 7.25% to 8.35% (linked to 1 year MCLR). These loans are originally repayable in 60 instalments (40 instalments remaining as at 31 March 2022). The term loans is secured by:

a) Exclusive first charge by way of hypothecation on all movable fixed assets of the Company relating to Aster Medcity Hospital, Kochi including plant & machinery, furniture, fixture, vehicles and other movable assets, both present and future;

b) Exclusive first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited. (Collateral); First charge on current assets of the Company;

c) margin of 5% and

d) Assignment of insurance policies in favour of the borrower, related to Aster Medcity Kochi.

a) First pari passu charge by way of hypothecation on all movable fixed assets of the Company relating to Aster Medcity Hospital, Kochi; Aster CMI, Bangalore and RV Hospital, Bangalore including plant & machinery, furniture, fixture, vehicles and other movable assets, both present and future;

b) Exclusive first charge by way of equitable mortgage on 11.68 acres in Cheranellor belonging to Ambady Infrastructure Private Limited, a wholly owned subsidiary of Aster DM Healthcare Limited (Collateral);

c) First charge on current assets, operating cashflows, receivables, commissions, revenues of whatsoever nature and wherever arising, present and future of the Aster DM Healthcare Limited;

d) Fixed Deposit- DSRA for 1 quarter for the Term Loan of INR 35 crores for INR 3 crores; and

e) Margin of 25%

Note 4: The term loans from bank (including current portion) includes Indian rupee term loan taken from Axis Bank, which carries interest at 8.00% (linked to 1 year MCLR). These loans are originally repayable in 24 instalments (24 instalments remaining as at 31 March 2022). The loans is secured by:

a) Exclusive first charge on all movable fixed assets of the project.

b) Extension of first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited with hospital building. (Currently charged to Federal Bank)

c) Minimum collateral coverage of 100% to be maintained during the currency of the facility

d) Corporate Guarantee of DM Medcity Hospitals Private Limited

Note 5: The term loans from bank (including current portion) includes Indian rupee term loan taken from Axis Bank, which carries interest at 8.00% (linked to 1 year MCLR). These loans are originally repayable in 28 instalments (28 instalments remaining as at 31 March 2022). The loans is secured by:

a) Exclusive first charge on all movable fixed assets of the project;

b) Extension of first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited with hospital building. (Currently charged to Federal Bank);

c) Minimum collateral coverage of 100% to be maintained during the currency of the facility;

d) Corporate Guarantee of DM Medcity Hospitals Private Limited and Ambady Infrastructure Private Limited;

e) First paripasu charge by way of equitable mortgage on land commensuring 11.68 acres in Cheranelloor belonging to Ambady Infrastructure Private Limited, a wholly owned subsidiary of Aster DM Healthcare Limited; and

f) Exclusive first charge on leasehold rights of the project building.

a) Exclusive first charge by way of hypothecation on all movable fixed assets of the Company created out of the said loan;

b) Exclusive first charge by way of equitable mortgage on 13.43 acres of commercial landed property at Kochi owned by DM Medcity Hospitals (India) Private Limited and 13.82 acres of commercial landed property at Kochi owned by Aster DM Healthcare Limited;

c) Second charge on current assets of the Company;

d) Hypothecation of machinery entire unencumbered movable fixed assets of the hospital; and

e) Cash margin @10% (Letter of Credit/ Bank Guarantee)

Note 6: There are no continuing defaults in the repayment of the principal loan and interest amounts.

B Secured overdraft/cash credit facilities from bank

Note 1: Cash credit facility from Federal bank availed and carries and interest of 7.25% to 8.35% per annum. The facility is secured by way

of exclusive first charge on the current assets of the Company (present and future). Second charge on all primary and collateral securities, which includes:

a. Hypothecation of current assets;

b. Hypothecation of machinery entire unencumbered movable fixed assets of the hospital; and

c. Equitable mortgage of land & building charged to the existing limit.

Note 2: Cash credit facility from Axis bank availed and carries and interest of 7.25% to 8.35% per annum. The facility is secured by way of exclusive first charge on the current assets of the Company (present and future).

Note 3: Short term loan from a Bank represents buyers credit facility availed from Federal Bank and secured by 10% cash margin and additional charge on current assets and movable fixed assets with interest of 1.5%-3.22%. The loan amount were closed in FY 2020-21.

C Unsecured overdraft facilities from bank

Overdraft facility from Yes Bank availed and carries interest at 9.30% - 9.65% (linked to 1 month MCLR).

D For the year ended 31 March 2021, due to outbreak of Covid-19 pandemic, RBI vide circular DOR.No.BP.BC.47/21.04.048/2019-20 dated

27 March 2020 has directed banks and financial institutions to provide moratorium of 3 months to borrowers on all payments falling due

between 1 March 2020 and 31 May 2020 and vide circular RBI/2019-20/244 DOR.No.BP.BC.71/ 21.04.048/ 2019-20 for all payments

falling due between 1 June 2020 and 31 August 2020 to all eligible borrowers classified as standard. Accordingly, the Company has availed

moratorium with respect to the principal and interest.

Note 1 : The Company has received income tax assessment orders for AY 2014-15 & 2015-16 wherein the assessing officer has raised net demand of INR 20.08 crores (net of taxes paid amounting to INR 4.28 crores) on account of disallowance of Foreign Tax Credit claimed as per provisions of Section 90/90A of Income Tax Act 1961 and the disallowance under section 14A. The Company had provision in the books pertaining to the AY 2014-15 & 2015-16, amounting to INR 2.48 crores.The Company has also received income tax demand order of INR.0.18 crore for AY 2012-13 where in assessing officer denied legal and professional fee and business promotion expenses. The Management believes that the position taken by it on the matter is tenable and hence, no adjustment has been made on the financial statements. The Company has filed an appeal against the demand received.

Note 2 : The Company has obtained duty free / concessional duty licenses for import of capital goods by undertaking export obligations under the EPCG scheme. As at 31 March 2022, the export obligations remaining to be fulfilled amounts to INR 12.80 crores (31 March 2021: INR 17.86 crores). In the event that export obligations are not fulfilled, the Company would be liable to pay the levies. The Company''s bankers have provided bank guarantees aggregating INR 3.80 crores (31 March 2021: INR 24.55 crores) to the customs authorities in this regard.

Note 3 : On 23 April 2018, the Government of Kerala issued an order revising the minimum wages of medical and nursing staff. The order mentions that the changes would be effective retrospectively from 1 October 2017. Since the legislation was issued in April 2018, Management has started paying the revised salary with effect from 1 April 2018. The Company filed an appeal against the retrospective application of this order with the High Court of Kerala which has issued an interim stay order on 26 July 2018. The Writ Petition WP (c) No. 25109/2018 challenging the retrospective effect of minimum wage order passed by the Government of Kerala is pending before the Hon''ble High Court of Kerala in hearing list. Based on the stay order and legal advise, Management believes that their position will be upheld and therefore has not provided for the incremental cost for the period October 2017 to March 2018.

Note 4 : On 28 February 2019, the Hon''ble Supreme Court of India has delivered a judgment clarifying the principles that need to be applied in determining the components of salaries and wages on which Provident Fund (PF) contributions need to be made by establishments. Basis this judgment, the Company has re-computed its liability towards PF from the month of March 2019 and has paid PF as per Supreme Court judgement. In respect of the earlier periods/years, the Company has been legally advised that there are numerous interpretative challenges on the application of the judgment retrospectively. Based on such legal advice, the Management believes that it is impracticable at this stage to reliably measure the provision required, if any, and accordingly, no provision has been made towards the same. Necessary adjustments, if any, will be made to the books as more clarity emerges on this subject.

Note 5 : The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liability where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position. The Company does not expect any reimbursement in respect of the above contingent liabilities.

Note 6 : The Company has given bank guarantee in respect of certain contingent liabilities listed above.

Note 7 : The Company does not have any long-term commitments or material non-cancellable contractual commitments/contracts, including derivative contracts for which there were any material foreseeable losses.

C Financial risk management

The Company''s activities expose it to a variety of financial risks: credit risk, market risk and liquidity risk.

i) Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the risk management framework. The Company''s audit and risk management committee oversees how management monitors compliance with the risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad-hoc reviews of risk management controls and procedures, the results of which are reported to the audit and risk management committee.

ii) Credit risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its investing activities, including deposits with banks and financial institutions and other financial instruments.

Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom credit has been granted after obtaining necessary approvals for credit. The collection from the trade receivables are monitored on a continuous basis by the receivables team.

The Company always measures the loss allowance for trade receivables at an amount equal to lifetime ECL. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtors and an analysis of the debtors'' current financial position, adjusted for factors that are specific to the debtors, general economic conditions of the industry in which the debtors operate, and an assessment of both the current as well as the forecast direction of conditions at the reporting date. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to INR 61.55 crores (31 March 2021: INR 42.92 crores) and unbilled receivables amounting to INR 6.24 crores (31 March 2021: INR 4.21 crores).

iii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

Financial assets of INR 2,598.83 crores (including restricted deposits of INR 3.27 crores) as at 31 March 2022 carried at amortised cost is in the form of cash and cash equivalents, deposits, etc. where the Company has assessed the counterparty credit risk. Trade receivables of INR 61.55 crores as at 31 March 2022 carried at amortised cost and is valued considering provision for allowance using expected credit loss method (if any). In addition to the historical pattern of credit loss, we have considered the likelihood of increased credit risk and consequential default considering emerging situations due to COVID-19. This assessment is not based on any mathematical model but an assessment considering the impact immediately seen in the demand outlook and the financial strength of the customers in respect of whom amounts are receivable. The Company has specifically evaluated the potential impact with respect to Healthcare service sector. The Company closely monitors its customers who are being impacted. Also a substantial portion of the financial asset is related to investments in subsidiary companies (INR 2,166.03 crores) and loans and advances to subsidiary companies (INR 209.33 crores, net of provision of INR 13.48 crores) wherein Management has considered the impact of COVID -19 on the projections while doing its assessment for impairment testing.

iv) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange rates, interest rates and equity prices.

Foreign currency risk

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The Company is mainly exposed to AED, EUR, OMR and US dollar.

Sensitivity analysis

The sensitivity of profit or loss to changes in exchange rates arises mainly from foreign currency denominated financial instruments. One per cent is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year-end for a one per cent change in foreign currency rates. A positive number below indicates an increase in profit and other equity where currency units strengthens one per cent against the relevant currency. For a one per cent weakening of currency units against the relevant currency, there would be a comparable impact on the profit and other equity, and the balances below would be negative.

Interest rate risk

The Company is exposed to interest rate risk because the Company borrows funds at both fixed and floating interest rates. The Company''s significant interest rate risk arises from long-term borrowings with variable interest rates, which expose the Company to cash flow interest rate risk. The interest rate on the Company''s financial instruments is based on market rates. The Company monitors the movement in interest rates on an ongoing basis. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings.

38 Employee benefits

A The Company has a defined benefit gratuity plan as per the Payment of Gratuity Act, 1972 (''Gratuity Act''). Under the Gratuity Act, employee who has completed five years of service is entitled to specific benefit. The gratuity benefit provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 / 30 days'' salary payable for each completed year of service.

40 Capital management

The Company''s policy is to maintain a stable capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors capital on the basis of return on capital employed as well as the debt to total equity ratio. For the purpose of debt to total equity ratio, debt considered is long-term and short-term borrowings. Total equity comprise of issued share capital and all other equity reserves.

41 Share based paymentsA Description of share-based payment arrangements- Share option plans (equity-settled)

The Company has issued stock options under the DM Healthcare Employees Stock Option Plan 2013 (“DM Healthcare ESOP 2013" or “2013 Plan") during the financial year ended 31 March 2013. The 2013 Plan covers all non-promoter directors and employees of the Company and its subsidiaries (collectively referred to as “eligible employees"). Under this plan, holders of vested options are entitled to purchase shares at the exercise price approved by the Nomination and Remuneration Committee (agreed at 25% discount at previous day closing traded share price). The Nomination and Remuneration Committee granted the options on the basis of performance, criticality and potential of the employees as identified by the management. Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry. If the options remain unexercised at the end of the contractual life of the option, the options expire. Options are forfeited if the employee leaves the Company before the options vest.

The Company has granted different categories of options on 2 March 2013, 1 April 2014, 1 April 2015, 22 November 2016, 7 June 2017, 1 March 2018, 30 April 2018, 12 February 2019, 28 May 2019, 29 August 2019, 11 November 2019, 10 February 2020, 22 June 2020,

8 February 2021, 21 June 2021, 10 November 2021, 07 February 2022 on different terms viz; incentive options, milestone options, performance options and loyalty options.

The Company has computed the fair value of the options for the purpose of accounting of employee compensation cost/ expense over the vesting period of the options.

44 During the year ended 31 March 2018, the Company had completed the initial public offer (IPO), pursuant to which 51,586,145 equity shares having face value of INR 10 each were allotted/ allocated, at an issue price of INR 190, consisting of fresh issue of 38,157,894

equity shares and an offer for sale of 13,428,251 equity shares by selling shareholders. The equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) via Symbol ASTERDM and BSE Limited (BSE) via Scrip Code 540975 on 26 February 2018.

45 The Board of Directors (''Board'') at their meeting held on 28 March 2022 has constituted a Committee of Independent Directors (''Committee'') of the Board to review the corporate structure of the Company and explore options for enhancing value (''Restructuring''). The Committee has not made any conclusions during the year and appropriate intimations and adjustments, if any, would be made in the year when the committee makes its conclusions and the same are approved by the Board of Directors.

46 Financial ratios (Contd.)

Notes:

Total debt = Borrowings Lease liabilities - Cash & cash equivalents - Other bank balances - Current investments

Earnings available for debt service = Net profit before taxes Non-cash operating expenses like depreciation and amortisations - Other income Interest Other adjustments (such as loss on sale of property, plant and equipment, fair valuation of put options)

Debt service = Interest Principal repayments Lease payments

Net profit = Net profit after tax

Capital employed = Tangible net worth Total debt

Earnings before interest and taxes = Net profit before taxes - Other income Interest Other adjustments (such as loss on sale of property, plant and equipment, fair valuation of put options)

47 Additional disclosures

a) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property during and as at 31 March 2022 and 31 March 2021 (''the reporting periods'').

b) The Company has not revalued any of its Property, Plant and Equipment (including Right-of-Use Assets) during the reporting periods.

c) There are no transactions and balances with companies which have been removed from the Register of Companies [struck off companies] during and as at the reporting periods.

d) The Company has not traded / invested in Crypto currency during the reporting periods.

e) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period as at the reporting periods.

f) The Company has not advanced or loaned or invested funds during the reporting periods to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

g) The Company has not received any fund during the reporting periods from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

h) The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the reporting periods in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

i) The Company has not granted any loans or advances in the nature of loans to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person that are:

(i) repayable on demand; or

(ii without specifying any terms or period of repayment.

j) The Company is not declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.

k) The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.

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Mar 31, 2019

Note 1: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 9.60% p.a (linked to 1 year MCLR). These loans are repayable in 96 installments. The term loan is secured by:

a) First charge on movable properties (comprising plant and machinery, furniture and fittings, vehicles and other movable assets), present and future, of the Company;

b) Equitable mortgage of 8.50 acres of landed property of the Company and 8.81 acres of landed property of DM Med City Hospitals India Private Limited, a wholly owned subsidiary of the Company;

c) First charge on entire cash flows of the Aster Medcity project;

d) Assignment of contractor guarantees, liquidated damages, letter of credit, guarantee or performance bonds that may be provided by any counter party under project agreement or contract and insurance policies in favour of the borrower, related to Aster Medcity Kochi.

Note 2: There are no continuing defaults in the repayment of the principal loan and interest amounts.

Unsecured overdraft/cash credit facilities from bank

Overdraft facilities from Yes bank carry interest ranging between 10.10% -10.55% computed on a monthly basis on the actual amount utilized and are repayable on demand. These are secured by pari passu charge by way of hypothecation of stock and book debts.

Secured overdraft/cash credit facilities from bank

Note 1: Overdraft facilities from HDFC bank carry interest ranging between 10.10%-10.7% computed on a monthly basis on the actual amount utilized and are repayable on demand. These are secured by current assets, revenues of whatsoever and wherever arising, present and future, pertaining to Aster CMI, Bengaluru.

Note 2: Cash credit facility from Federal bank availed and carries and interest of 9.55% per annum. The facility is secured by way of an equitable mortgage of current assets of the company pertaining to Aster Medcity, Kochi.

Note 3: Cash credit facility from HDFC bank availed and carries and interest of 9% per annum. These are secured by current assets, revenues of whatsoever and wherever arising, present and future, pertaining to Aster CMI, Bengaluru.

Pursuant to a flood on 16 and 17 August 2018, certain property, plant and equipments and inventory of the Company were damaged. The Company lodged an initial estimate of loss with the insurance company for which final survey report has not been released by the insurance company. During the quarter ended 30 September 2018, the Company booked an expense of RS,27.46 crore for repairs and maintenance of property, plant and equipments and RS,3.11 crore for loss of inventory and recognized insurance claim receivable of RS,29.05 crore. The aforementioned loss and the corresponding credit arising from insurance claim receivable has been presented on a net basis (RS,1.52 crore) as an exceptional item in this financial statement. Company received an interim payment of H 4.25 crore from the insurance company during the year. Accordingly, RS,24.8 crore is presented as insurance claim receivable as at 31 March,2019. Subsequently, the insurance company released another interim payment of RS,7.5 crores on 29 April 2019 against the claim.

Note 1 : The Company has received income tax assessment orders for AY 2014-15 & 2015-16 wherein the assessing officer has disallowed Foreign Tax Credit claimed amounting to RS,20.08 crore as per provisions of Section 90/90A of Income Tax Act 1961 and the disallowance under section 14A. The management believes that the position taken by it on the matter is tenable and hence, no adjustment has been made on the financial statements. The Company has filed an appeal against the demand received. The Company has received an order under Section 154 for AY 2014-15 amounting to RS,0.09 crore. This has been shown as a contingent liability.

Note 2 : The Company has received a Kerala Value Added Tax (KVAT) demand for the FY 2014-15 wherein the assessing officer raised a demand for RS,1.28 crore against the Company, on account of difference in returns filed with audited accounts / report against which an appeal was filed by the Company. The Deputy Commissioner (Appeals) has directed the Assessing Officer to pass a modified order. Accordingly the amount of contingent liability has been revised to RS,0.35 crore. The Company has received a Kerala Value Added Tax (KVAT) demand for the FY 2015-16 wherein the assessing officer raised a demand for RS,1.25 crore against the Company, on account of difference in returns filed with audited accounts / report against which an appeal was filed by the Company. The Management believes that the matter is similar to FY 2014-15 where the charges were dropped by the Deputy Commissioner (Appeals) and hence, no adjustment has been made to the financial statements. The Company has filed an appeal against the demand received.

Note 3 : The Company has obtained duty free / concessional duty licenses for import of capital goods by undertaking export obligations under the EPCG scheme. As at 31 March,2019, export obligations remaining to be fulfilled amounts to RS,176.49 crores (31 March,2018: RS,87.16 crores). In the event that export obligations are not fulfilled, the Company would be liable to pay the levies. The Company''s bankers have provided bank guarantees aggregating RS,25.01 (31 March,2018: RS,25.16) to the customs authorities in this regard.

Note 4 : On 23 April 2018, The Government of Kerala issued an order revising the minimum wages of medical and nursing staff. The order mentions that the changes would be effective retrospectively from 1 October 2017. Since the legislation was issued in April 2018, management has started paying the revised salary with effect from 1 April 2018. The Company filed an appeal against the retrospective application of this order with the High Court of Kerala which has issued an interim stay order on 26 July 2018. The Writ Petition WP (c) No. 25109/2018 challenging the retrospective effect of minimum wage order passed by the Government of Kerala is pending before the Hon''ble High Court of Kerala in hearing list. Based on the stay order and legal advise, management believes that their position will be upheld and therefore has not provided for the incremental cost for the period October 2017 to March,2018.

Note 5 : On 28th February 2019, the Hon''ble Supreme Court of India has delivered a judgment clarifying the principles that need to be applied in determining the components of salaries and wages on which Provident Fund (PF) contributions need to be made by establishments. Basis this judgment, the Company has re-computed its liability towards PF for the month of March,2019. In respect of the earlier periods/years, the Company has been legally advised that there are numerous interpretative challenges on the application of the judgment retrospectively. Based on such legal advice, the management believes that it is impracticable at this stage to reliably measure the provision required, if any, and accordingly, no provision has been made towards the same. Necessary adjustments, if any, will be made to the books as more clarity emerges on this subject.

Note 6 : The company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liability where applicable, in its financial statements. The company does not expect the outcome

1. Related parties A. Related Party relationships

Names of related parties and description of relationship with the Company:

I) Enterprises where control exist

(a) Holding and ultimate holding Company Union Investments Private Limited, Mauritius (till 22 February 2018)

(b) Subsidiaries and step down subsidiaries

1 Ambady Infrastructure Private Limited, India 37 Eurohealth Systems FZ LLC, UAE

2 Aster DM Healthcare (Trivandrum) Private Limited, India 38 Alfa Investments Limited, UAE

3 DM Medcity Hospitals (India) Private Limited, India 39 Aster Ramesh Duhita LLP, India

4 Malabar Institute of Medical Sciences Limited, India 40 Maryam Pharmacy LLC, UAE-

5 Prerana Hospital Limited, India 41 Medcare Hospital LLC, UAE

6 Sri Sainatha Multispeciality Hospitals Private Limited, India 42 Aster DCC Pharmacy LLC, UAE

7 Harley Street LLC, UAE 43 Medshop Garden Pharmacy LLC, UAE

8 Harley Street Pharmacy LLC, UAE 44 Med Shop Drugs Store LLC, UAE

9 Harley Street Medical Centre LLC, UAE 45 Modern Dar Al Shifa Pharmacy LLC, UAE

10 Alfa Drug Stores LLC, UAE 46 New Aster Pharmacy DMCC, UAE

11 Al Rafa Holdings Limited, UAE 47 Rafa Pharmacy LLC, UAE

12 Aster Primary Care LLC, UAE 48 Shindagha Pharmacy LLC, UAE

13 Al Rafa Investments Limited, UAE 49 Symphony Healthcare Management Services LLC, UAE

14 Al Rafa Medical Centre LLC , UAE 50 Union Pharmacy LLC, UAE

15 Al Shafar Pharmacy LLC, AUH, UAE 51 Harley Street Dental Center LLC, UAE

16 Asma Pharmacy LLC, UAE 52 Zabeel Pharmacy LLC, UAE

17 Aster Al Shafar Pharmacies Group LLC, UAE 53 Affinity Holdings Private Limited, Mauritius

18 Aster DM Healthcare FZC , UAE 54 Orange Pharmacies LLC, Jordan

19 Aster Grace Nursing and Physiotherapy LLC, UAE 55 Aster Day Surgery Centre LLC, UAE

20 Aster Medical Centre LLC, UAE - 56 Aster DM Healthcare SPC, Bahrain

21 Aster Opticals LLC, UAE 57 Dr. Moopens Healthcare Management Services WLL, Qatar

22 Aster Pharmacies Group LLC, UAE 58 Welcare Polyclinic WLL, Qatar

23 Aster Pharmacy LLC, AUH, UAE 59 Aster DM Healthcare INC, Philippines

24 Dar Al Shifa Medical Centre LLC, UAE 60 Al Raffah Hospital LLC, Oman

25 Al Raffah Pharmacies Group LLC, Oman 61 Al Raffah Medical Centre LLC, Oman

26 DM Pharmacies LLC, UAE 62 Sanad Al Rahma for Medical Care LLC, Kingdom of Saudi Arabia

27 DM Healthcare LLC, UAE 63 Dr. Ramesh Cardiac and Multispeciality Hospital Private Limited

28 Dr. Moopens Healthcare Management Services LLC, UAE 64 Dr.Moopen’s Aster Hospital WLL, Qatar

29 Zahrat Al Shefa Pharmacy LLC, UAE 65 Aster Kuwait Pharmaceuticals and Medical Equipment

Company W.L.L., Kuwait

30 Active Holdings Limited, UAE 66 Zahrat Al Shefa Medical Center LLC, UAE

31 E-Care International Medical Billing Services Co. LLC, UAE 67 Samary Pharmacy LLC, UAE

32 Noor Al Shefa Clinic LLC, UAE 68 Ramesh Fertility Centre LLP, India

33 Sanghamitra Hospitals Private Limited, India 69 Oman Al Khair Hospital L.L.C., Oman

34 Metro Medical Centre L.L.C, UAE 70 Radiant Healthcare L.L.C, UAE

35 Metro Meds Pharmacy L.L.C, UAE 71 Ibn Alhaitham Pharmacy LLC, UAE-

36 Aster Hospital Sonapur L.L.C, UAE

Although the percentage of voting rights as a result of legal holding by the Company is not more than 50% in certain entities listed above, the Company controls the composition of the board of directors or equivalent of those entities so as to obtain economic benefits from their activities.

(c) Associates EMED Human Resources (India) Private Limited, India

MIMS Infrastructure and Properties Private Limited, India

Aries Holdings FZC, UAE

AAQ Healthcare Investment LLC, UAE

Al Mutamaizah Medcare Healthcare Investment Co. LLC, UAE

II) Other related parties with whom the group had transactions during the year

(a) Entities under common control/ Entities over which the DM Education & Research Foundation (also known as DM Company has significant influence (Others) Foundation, India)

Aster DM Foundation

Wayanad Infrastructure Private Limited

(b) Key managerial personnel and their relatives (KMP) Dr. Azad Moopen ( Chairman and Managing Director)

Mr. Sreenath Reddy (Chief Financial Officer)

Miss. Puja Aggarwal (Company Secretary)

Daniel James Snyder (Independent Director)

Harsh C Mariwala (Independent Director) (till 13 February 2019)

Biju Varkey (Independent Director) (from 12 November 2018)

Layla Mohamad Hassan Ali Almarzooqi (Independent Director) (from 28 March,2019)

M Madhavan Nambiar (Independent Director)

Ravi Prasad (Independent Director)

Suresh M. Kumar (Independent Director)

Alisha Moopen (Director)

T J Wilson (Director)

Anoop Moopen (Director)

Mintz Daniel Robert (Director)

Rajagopal Sukumar (Director) (till 14 August 2018)

Shamsudheen Bin Mohideen Mammu Haji (Director)

2. Segmental reporting

Ind AS 108 ''''Operating Segment- (''''Ind AS 108-) establishes standards for the way that public business enterprises report information about operating segments and related disclosures about products and services, geographic areas, and major customers. Based on the -management approach- as defined in Ind AS 108, Operating segments are to be reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM). All operating segments'' operating results are reviewed regularly by the Company''s CODM to make decisions about resources to be allocated to the segments and assess their performance.

The Company has structured its business broadly into two verticals - Hospitals and others. The accounting principles consistently used in the preparation of the financial statements are also consistently applied to record income and expenditure in individual segments.

Income and direct expenses in relation to segments are categorized based on items that are individually identifiable to that segment, while the remainder of costs are apportioned on an appropriate basis. Certain expenses are not specifically allocable to individual segments as the underlying services are used interchangeably. The Company therefore believes that it is not practical to provide segment disclosures relating to such expenses and accordingly such expenses are separately disclosed as unallowable and directly charged against total income. The assets of the Company are used interchangeably between segments, and the management believes that it is currently not practical to provide segment disclosures relating to total assets and liabilities since a meaningful segregation is not possible.

A. Business segments

The business segments of the Company are as follows:

i) Hospitals

ii) Others - Comprising consultancy division which is into providing healthcare consultancy and clinics.

C. Geographical segments

Geographical information analyses the company’s revenue and non current assets by the Company’s country of domicile (i.e. India) and other countries. In presenting the geographical information, segment revenue has been based on the geographical location of the customers and segment assets which have been based on the geographical location of the assets.

D. Major customer

No major customer has contributed more than 10% of the Group’s total revenue.

B Measurement of fair values

The following methods and assumptions were used to estimate the fair values:

a) The fair values of the units of mutual fund schemes are based on net asset value at the reporting date.

b) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

c) The fair value of the derivative put option is determined using Monte Carlo simulation. The significant unobservable inputs used in the fair value measurement are risk free rate, volatility and management projected EBITDA growth rates.

d) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rates used is based on management estimates.

Reconciliation of Level 3 fair values

The following table shows a reconciliation from the opening balances to the closing balances for Level 3 fair values of derivative put option.

Sensitivity analysis

For the fair values of put option, reasonably possible changes at the reporting date to one of the significant unobservable inputs, holding other inputs constant, would have the following effects.

C Financial risk management

The Company’s activities expose it to a variety of financial risks: credit risk, market risk and liquidity risk.

i) Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the risk management framework. The Company''s audit and risk management committee oversees how management monitors compliance with the risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad-hoc reviews of risk management controls and procedures, the results of which are reported to the audit and risk management committee.

ii) Credit risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its investing activities, including deposits with banks and financial institutions and other financial instruments.

Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom credit has been granted after obtaining necessary approvals for credit. The collection from the trade receivables are monitored on a continuous basis by the receivables team.

The Company establishes an allowance for credit loss that represents its estimate of expected losses in respect of trade and other receivables based on the past and the recent collection trend. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to 35.22 crore (31 March,2018: 30.53 crore) and unbilled receivables amounting to 8.17 crore (31 March,2018: 6.13 crore) .

No single customer accounted for more than 10% of the revenue as of 31 March,2019 and 31 March,2018. There is no significant concentration of credit risk.

Credit risk on cash and cash equivalent and other bank balances is limited as the Company generally transacts with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies. Investments primarily include investment in liquid mutual fund units.

iii) Liquidity risk

Liquidity risk is the risk that the company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. The Company believes that the working capital is sufficient to meet its current requirements. Accordingly, no liquidity risk is perceived.

The table below provides details regarding the undiscounted contractual maturities of significant financial liabilities as of 31 March,2019:

Cash flow and fair value interest rate risk

The Company’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk. The interest rate on the Company''s financial instruments is based on market rates. The Company monitors the movement in interest rates on an ongoing basis.

The interest rate sensitivity is based on the closing balance of secured term loans from banks.

3 Employee benefits

The Company has a defined benefit gratuity plan as per the Payment of Gratuity Act, 1972 (''Gratuity Act''). Under the Gratuity Act, employee who has completed five years of service is entitled to specific benefit. The level of benefit provided depends on the employee''s length of service and salary at retirement/termination age.

A Based on an actuarial valuation, the following table sets out the status of the gratuity plan and the amounts recognized in the Company''s financial statements as at balance sheet date:

Assumptions regarding future mortality experience are set in accordance with the published statistics by the Life Insurance Corporation of India.

The Company assesses these assumptions with its projected long-term plans of growth and prevalent industry standards. The discount rate is based on the government securities yield.

Gratuity is applicable only to employees drawing a salary in Indian rupees and there are no other foreign defined benefit gratuity plans.

Although the analysis does not take account of the full distribution of the cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumption shown.

4. Operating leases

The Company is obligated under cancellable operating leases for office, hospital premises and residential premises which are renewable at the option of both the lessor and lessee.

The Company is obliged under non-cancellable operating leases for hospital operations and management fees (revenue share) and operating leases for office and residential premises . Future minimum lease payments due under non-cancellable operating leases are as follows:

5. Capital management

The Company’s policy is to maintain a stable capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors capital on the basis of return on capital employed as well as the debt to total equity ratio.

For the purpose of debt to total equity ratio, debt considered is long-term and short-term borrowings. Total equity comprise of issued share capital and all other equity reserves.

6. Share based payments

A Description of share-based payment arrangements- Share option plans (equity-settled)

The Company has issued stock options under the DM Healthcare Employees Stock Option Plan 2013 (''''DM Healthcare ESOP 2013- or ''''2013 Plan-) during the financial year ended 31 March,2013. The 2013 Plan covers all non- promoter directors and employees of the Company and its subsidiaries (collectively referred to as ''''eligible employees-). Under this plan, holders of vested options are entitled to purchase shares at the market price of the shares at respective date of grant of options. The Compensation Committee granted the options on the basis of performance, criticality and potential of the employees as identified by the management.

The Company has issued different categories of options on 2 March,2013, 1 April 2014, 1 April 2015, 22 November 2016, 7 June 2017, 01 March 2018, 30 April 2018 and 12 February 2019 on different terms viz; incentive options, milestone options, performance options and loyalty options.

The Company has computed the fair value of the options for the purpose of accounting of employee compensation cost/ expense over the vesting period of the options.

Expected volatility has been based on an evaluation of the historical volatility of the Company''s share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behavior.

- Amount is below the rounding off norms adopted by the Company.

The options outstanding at 31 March,2019 have an exercise price in the range of RS,10 to RS,116 (31 March,2018: RS,10 to RS,175) and a weighted average remaining contractual life of 4.13 years (31 March,2018: 3.60 years).

D Expense recognized in statement of profit and loss

For details on the employee benefits expense, see Note 24.

7. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the international transactions entered into with associated enterprises during the financial period and expects such records to be in existence latest by the date of filing its income tax return as required by the law. The management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

8. The Company has entered into joint development agreement on 1 April 2014, with its subsidiary, DM Medcity Hospitals (India) Private Limited (''DM Medcity''), for construction and development of its Medcity hospital project (Phase I and Phase II). Under the agreement the Company is required to make certain payments / deposits to the subsidiary based on which the Company has been given the right to enter into and construct part of the Phase I of the project on lands owned by DM Medcity. The agreement also states that DM Medcity is required to make certain payments / deposits to the Company based on which DM Medcity has been given the right to enter into and construct part of the Phase II of the project on lands owned by the Company. The agreement envisages that Phase I of the project will be owned by the Company and Phase II of the project will be owned by DM Medcity.

9. During the year ended 31 March,2018, the Company had completed the initial public offer (IPO), pursuant to whicRs,51,586,145 equity shares having face value of RS,10 each were allotted/ allocated, at an issue price of RS,190 , consisting of fresh issue of 38,157,894 equity shares and an offer for sale of 13,428,251 equity shares by selling shareholders. The equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) via Symbol ASTERDM and BSE Limited (BSE) via Scrip Code 540975 on 26 February 2018.

-The excess utilised has been adjusted against fresh issue related expenses.

10. The previous year figures have been reclassified/ regrouped wherever necessary.

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Mar 31, 2018

1. Company overview

Aster DM Healthcare Limited (‘the Company”) primarily carries on the business of rendering healthcare and allied services in India. The Company was converted into a public limited company with effect from 1 January 2015. The Company is a subsidiary of Union Investments Private Limited, Mauritius Which is also the ultimate holding Company (till 22 February 2018). The Company listed its shares in Bombay Stock Exchange Limited and National Stock Exchange Limited in India on 26 February 2018.

The Company owns and operates certain hospitals and also enters into management agreements with hospitals under which the Company acquires the operating control of the hospitals. The Company has subsidiaries in United Arab Emirates (‘UAE’), Oman, Kingdom of Saudi Arabia (‘KSA’), Bahrain, Qatar, Kuwait, Jordan, Philippines and India.

2. Basis of preparation

A. Statement of compliance

These standalone financial statements have been prepared in accordance with the Indian Accounting Standards (‘Ind AS”) as per the Companies (Indian Accounting Standards) Rules, 2015, as amended, and the relevant amended rules prescribed under Section 133 of the Companies Act, 2013, read with relevant rules issued thereunder.

The standalone financial statements were authorised for issue by the Company’s Board of Directors on 21 May 2018.

Details of the Company’s accounting policies are included in Note 3.

B. Functional and presentation currency

These standalone financial statements are presented in Indian Rupees (INR), which is also the Company’s functional currency. All amounts are presented in Indian Rupees in millions, except share data, unless otherwise stated.

C. Basis of measurement

The standalone financial statements have been prepared on the historical cost basis except for the following items:

D. Use of estimates and judgements

In preparing these financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised prospectively.

Judgements

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the financial statements is included in the notes:

- Note 37- lease classification

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ending 31 March 2018 is included in the following notes:

- Note 4 and 5 - measurement of useful life and residual value of property, plant and equipment and intangible assets;

- Note 36 - measurement of defined benefit obligations: key actuarial assumptions;

- Note 29 - recognition of deferred tax asset: availability of future taxable profit against which tax losses carried forward can be used;

- Note 30 - recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources;

- Note 35 - impairment of financial assets.

E. Measurement of fair values

A number of the Company’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. The Company has an established control framework with respect to the measurement of fair values. Significant valuation issues are reported to the Company’s audit committee.

Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

- Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Company recognises transfers between levels of the e fair value hierarchy at the end of the reporting period during which the change has occurred.

Further information about the assumptions made in measuring fair values is included in the following notes:

- Note 39: share-based payment arrangements.

- Note 35: financial instruments.

F. Recent Accounting Pronouncements

Ind AS 115, Revenue from Contract with Customers

On 28 March 2018, the MCA notified the Ind AS 115. The core principle of the new standard is that an entity should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further, the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts with customers.

The standard permits two methods of transition:

- Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors.

- Retrospectively with cumulative effect of initially applying the standard recognised at the date of initial application (Cumulative catch up approach).

The effective date for adoption of Ind AS 115 is financial period beginning on or after 1 April 2018.

The company will adopt the standard on 1 April 2018 by using cumulative catch up transition method and accordingly, comparatives for the year ending or ended 31 March 2018 will not be retrospectively adjusted. The effect of adoption of Ind AS 115 is not expected to be material.

(a) 13.85 Series A compulsory convertible preference shares of INR 10 each and 50.16 RAR compulsory convertible preference shares of INR 10 each (aggregate face value of INR 640.10) were issued during the year 2014-15 and 2015-16 respectively, were initially classified as financial liabilities (See Note 15). However, modification to the terms of these instruments in March 2017 led to the extinguishment of the related financial liabilities and the recognition of the same as equity. Subsequently, on 20 November 2017, the Series A and RAR compulsory convertible preference shares have been converted into 12.76 and 51.09 equity shares respectively, in the Company.

(b) Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. All equity shares rank equally with regard to dividends and share in the Company’s residual assets. The equity shares are entitled to receive dividend as declared from time to time and subject to dividend payable to preference shareholdeINR The voting rights of an equity shareholder on a poll (not on show of hands) is in proportion to the shareholders’ share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

(c) Rights, preferences and restrictions attached to series A compulsory convertible preference shares 0.00001% Series A, compulsory convertible preference shares (Series A CCPS) of INR 10 each.

Upon expiry of the 9th anniversary of the Completion Date, the Series A CCPS shall be compulsorily converted in to equity shares of the Company as per the manner mentioned in the share subscription agreement.

The Series A CCPS shall confer on the holder the right to receive, in priority to the holders of any other class of shares in the capital of the Company, a preference dividend on the face value of the Series A CCPS, such dividend to be apportioned and paid up on the Series A CCPS during any portion or portions of the period in respect of which the preference dividend is paid.

Rights to receive preference dividend shall be cumulative, and the right to receive the preference dividend shall accrue to the holders of the Series A CCPS whether the preference dividend is declared or not in any year.

The holder of Series A CCPS shall also be entitled to any dividend declared on the equity shares of the Company by the Board on an accrual basis with respect to the Series A CCPS held by such holder on an as if converted basis, ie. based on the actual number of equity shares which the Series A CCPS will be entitled to upon conversion.

On distribution of capital in the event of liquidation, dissolution or winding up of the Company, the distributable amount shall be applied first in paying to the preference shareholders, an amount equal to the sum of subscription price (less any amount that may have been received by the preference shareholders on sale of any of their securities) , the preference shareholders purchase price (less any amount that may have been received by preference shareholders on sale of any of their sale shares) and any arrears and accruals of the unpaid preference dividend on the CCPS, dividend on the CCPS on as if converted basis and dividend on the shares and liquidation preference amount subject to the conditions mentioned.

Each holder of a Series A CCPS shall be entitled to convert the Series A CCPS into shares as per the terms mentioned in the agreement. The conversion price will be adjusted based on future bonus issue, issuances arising from exercise of any stock options, share splits, consolidation, reorganization and other situations mentioned in the agreement. The right to convert Series A CCPS shall be exercisable by the holder at any time prior to the expiry of the Series A CCPS term by delivering to the Company a notice in writing of its desire to convert any Series A CCPS, provided that such notice shall specify the number of Series A CCPS that the holder desires to convert.

(d) ’Rights, preferences and restrictions attached to RAR compulsorily convertible preference shares (RAR CCPS) 0.00001% RAR, compulsorily convertible preference shares (RAR CCPS) of INR 10 each were issued during the year ended 31 March 2016.

The RAR CCPS will compulsorily be converted on the earlier of

- the date upon which the final conversion of outstanding Series A CCPS into equity shares occurs and

- the expiration of the RAR CCPS Term as per the agreement

The right to receive the preference dividend shall accrue to the holders of the RAR CCPS whether the preference dividend is declared or not in any year.

The RAR CCPS shall confer on the holder the right to receive a preference dividend of 0.00001% per annum on the face value of the RAR CCPS. The right to receive preference dividend shall be cumulative. The holders of RAR CCPS shall also be entitled to any dividend declared on the equity shares of the Company by the Board on an accrual basis with respect to the RAR CCPS held by such holder on an as if converted basis, i.e. based on the actual number of equity shares which the RAR CCPS will be entitled to upon conversion. It is clarified that the dividend rights of the holders of RAR CCPS shall be pari-passu to the dividend rights enjoyed by the holders of the Series A CCPS.

On distribution of capital in the event of liquidation, dissolution or winding up of the Company, the distributable amount shall be applied first in paying to the preference shareholders, an amount equal to the sum of subscription price (less any amount that may have been received by the preference shareholders on sale of any of their securities) the preference shareholders purchase price (less any amount that may have been received by preference shareholders on sale of any of their sale shares) and any arrears and accruals of the unpaid preference dividend on the CCPS, dividend on the CCPS on as if converted basis and dividend on the shares and liquidation preference amount subject to the conditions mentioned.

Each holder of a RAR CCPS shall be entitled to convert the RAR CCPS into equity shares as per the terms mentioned in the agreement. The conversion price will be adjusted based on future bonus issue, issuances arising from exercise of any stock options, share splits, consolidation, reorganization and other situations mentioned in the agreement. The right to convert RAR CCPS shall be exercisable by the holder at any time prior to the expiry of the RAR CCPS term by delivering to the Company a notice in writing of its desire to convert any RAR CCPS, provided that such notice shall specify the number of RAR CCPS that the holder desires to convert.

(e) Employee stock options

Terms attached to stock options granted to employees are described in note 39 regarding employee share based payments.

(i) Details of bonus shares issued for consideration other than for cash during the past 5 years

- During the financial year 2013-14, 249.68 million equity shares and during the financial year 2012-13, 124.72 million equity shares of INR 10 each, fully paid-up, have been allotted as bonus shares by capitalisation of securities premium.

(j) Details of shares issued for consideration other than for cash during the past 5 years

- During the year 2015-16, 4.91 million shares have been allotted as consideration for swap of shares with the shareholders of Malabar Institute of Medical Science Limited.

- During the year 2015-16, 7.03 million shares have been allotted as per the scheme of amalgamation with Indogulf Hospitals India Private Limited.

(k) Details of buyback for consideration other than for cash during the past 5 years

- The Company has not bought back any class of equity shares during the period of five years immediately preceding the balance sheet date.

A Secured bank loans

Note 1: The term loans from bank (including current portion) includes Indian rupee term loan taken from Federal Bank, which carries interest at 9.30% p.a (linked to 1 year MCLR). These loans are repayable in 96 installments. The term loan is secured by:

a) First charge on movable properties (comprising plant and machinery, furniture and fittings, vehicles and other movable assets), present and future, of the Company;

b) Equitable mortgage of 8.50 acres of landed property of the Company and 8.81 acres of landed property of DM Med City Hospitals

India Private Limited, a wholly owned subsidiary of the Company;

c) First charge on entire cashflows of the Aster Medcity project

d) Assignment of contractor guarantees, liquidated damages, letter of credit, guarantee or performance bonds that may be provided by any counter party under project agreement or contract and insurance policies in favour of the borrower, related to Aster Medcity Kochi.

Note 2: Term loans from bank includes Indian rupee term loan taken from HDFC Bank which carries interest at applicable base rate plus 1.40% p.a. The loan is repayable in 32 quarterly installments commencing from quarter ending September 2019. The loan is secured by:

a) The immovable properties of Ambady Infrastructure Private Limited measuring approximately 11.68 acres at Kochi. i

b) All movable properties including movable equipment, machinery spares, tools and accessories, furniture, fixtures, vehicles and all other movable assets present at Aster CMI, Bangalore, funded through this facility and equity brought in for supporting the facility.

c) Current assets, operating cash flows, receivable, commissions, revenues of whatsoever nature and wherever arising, present and future, intangible, goodwill, uncalled capital, present and future, pertaining to Aster CMI, Bangalore.

d) Subservient charge on immovable and movable fixed assets, current assets, operating cash flows, receivables, commissions, revenues of whatsoever nature and whatever arising, present and future, intangibles, goodwill, uncalled capital, present and future, pertaining to Aster Medcity, Kochi.

e) Corporate guarantee of Ambady Infrastructure Private Limited.

Note 3: There are no continuing defaults in the repayment of the principal loan and interest amounts.

Secured overdraft facilities from bank :

Overdraft facilities from banks carry interest ranging between 9.00% -10.70% computed on a monthly basis on the actual amount utilised and are repayable on demand. These are secured by pari passu charge by way of hypothecation of stock and book debts .

All trade payables are ‘current’.

The Company’s exposure to currency and liquidity risks related to trade payables is disclosed in Note 35

Disclosures as required under the Micro, Small and Medium Enterprises Development Act, 2006 (‘the Act”) based on the information available with the Company are given below:

The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority. Company has recognised deferred tax assets arising out of tax losses (unabsorbed depreciation) to the extent of net deferred tax liability on account of taxable temporary differences.

(iii) Unrecognised deferred tax assets

Deferred tax assets have not been recognised in respect of the following items, because it is not probable that future taxable profit will be available against which the Company can use the benefits there from:

Note 1 : The Company has received income tax assessment orders for AY 2014-15 & 2015-16 wherein the assessing officer has disallowed Foreign Tax Credit claimed amounting to INR 200.77 million as per provisions of Section 90/90A of Income Tax Act 1961 and the disallowance under section 14A. The management believes that the position taken by it on the matter is tenable and hence, no adjustment has been made on the financial statements. The Company has filed an appeal against the demand received.

Note 2 : The Company has received a Kerala Value Added Tax (KVAT) demand for the FY 2014-15 wherein the assessing officer raised a demand for INR 12.80 million against the Company, on account of difference in returns filed with audited acccounts / report. Management believes that the position taken by it on the matter is tenable and hence, no adjustment has been made to the financial statements. The Company has filed an appeal against the demand received.

Note 3 : The Company has obtained duty free / concessional duty licenses for import of capital goods by undertaking export obligations under the EPCG scheme. As at 31 March 2018, export obligations remaining to be fulfilled amounts to INR 871.58 (31 March 2017: INR.991.04). In the event that export obligations are not fulfilled, the Company would be liable to pay the levies.The Company’s bankers have provided bank guarantees aggregating INR 251.68 (31 March 2017 INR 245.83) to the customs authorities in this regard.

Note 4 : The company has reviewed all its pending litigations and proceedings and has adeqately provided for where provisions are required and disclosed as contingent liability where applicable, in its financial statements. The company does not expect the outcome of these proceedings to have a materially advesre effect on its financial position. The company doesnot expect any reimbursement in respect of the above contingent liabilities.

Note 5 : The group has given bank guarantee in respect of certain contingent liabilities listed above.

3. Earnings/(loss) per share

A. Basic earnings/(loss) per share

The calculation of profit/loss attributable to equity share holders and weighted average number of equity shares outstanding for the purpose of basic earnings per share calculaitons are as follows:

B. Diluted earnings/(loss) per share

The calculation of profit/loss attributable to equity share holders and weighted average number of equity shares outstanding, after adjustment for the effects of all dilutive potential equity shares is as follows:

The conversion of employee stock options outstanding under the scheme, if made, would have the effect of reducing the loss per share for the year ended 31 March 2018 and would therefore be anti-dilutive. Hence, such conversion has not been considered for the purpose of calculating dilutive earnings per share.

4. Auditors’ remuneration (included under legal and professional charges, net of service tax)

5. Segmental reporting

Ind AS 108 ‘Operating Segment” (‘Ind AS 108”) establishes standards for the way that public business enterprises report information about operating segments and related disclosures about products and services, geographic areas, and major customers. Based on the ‘management approach” as defined in Ind AS 108, Operating segments are to be reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM).All operating segments’ operating results are reviewed regularly by the Company’s CODM to make decisions about resources to be allocated to the segments and assess their performance.

The Company has structured its business broadly into two verticals - Hospitals and others. The accounting principles consistently used in the preparation of the financial statements are also consistently applied to record income and expenditure in individual segments.

Income and direct expenses in relation to segments are categorised based on items that are individually identifiable to that segment, while the remainder of costs are apportioned on an appropriate basis. Certain expenses are not specifically allocable to individual segments as the underlying services are used interchangeably. The Company there-fore believes that it is not practical to provide segment disclosures relating to such expenses and accordingly such expenses are separately disclosed as unallocable and directly charged against total income. The assets of the Company are used interchangeably between segments, and the management believes that it is currently not practical to provide segment disclosures relating to total assets and liabilities since a meaningful segregation is not possible.

A. Business segments

The business segments of the Company are as follows:

i) Hospitals

iii) Others - Comprising consultancy division which is into providing healthcare consultancy and clinics.

C. Geographical segments

Geographical information analyses the company’s revenue and non current assets by the Company’s country of domicile (i.e. India) and other countries. In presenting the geographical information, segment revenue has been based on the geographical location of the customers and segment assets which have been based on the geographical location of the assets.

D. Major customer

No major customer has contributed more than 10% of the Group’s total revenue.

B Measurement of fair values

The following methods and assumptions were used to estimate the fair values:

a) The fair values of the units of mutual fund schemes are based on net asset value at the reporting date.

b) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

c) The fair value of the derivative put option is determined using Monte Carlo simulation. The significant unobservable inputs used in the fair value measurement are risk free rate, volatility and management projected EBITDA growth rates.

d) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rates used is based on management estimates.

Reconciliation of Level 3 fair values

The following table shows a reconciliation from the opening balances to the closing balances for Level 3 fair values of derivative put option.

Sensitivity analysis

For the fair values of put option, reasonably possible changes at the reporting date to one of the significant unobservable inputs, holding other inputs constant, would have the following effects.

The Company’s activities expose it to a variety of financial risks: credit risk, market risk and liquidity risk.

i) Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the risk management framework. The Company’s audit and risk management committee oversees how management monitors compliance with the risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad-hoc reviews of risk management controls and procedures, the results of which are reported to the audit and risk management committee.

ii) Credit risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its investing activities, including deposits with banks and financial institutions and other financial instruments.

Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom credit has been granted after obtaining necessary approvals for credit. The collection from the trade receivables are monitored on a continuous basis by the receivables team.

The Company establishes an allowance for credit loss that represents its estimate of expected losses in respect of trade and other receivables based on the past and the recent collection trend. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to 305.31 million (31 March 2017: 244.51 million) and unbilled revenue amounting to 61.24 million (31 March 2017: 76.38 million) . The movement in allowance for credit loss in respect of trade and other receivables during the year was as follows:

No single customer accounted for more than 10% of the revenue as of 31 March 2018 and 31 March 2017. There is no significant concentration of credit risk.

Credit risk on cash and cash equivalent and other bank balances is limited as the Company generally transacts with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies. Investments primarily include investment in liquid mutual fund units.

iii) Liquidity risk

Liquidity risk is the risk that the company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The Company believes that the working capital is sufficient to meet its current requirements. Accordingly, no liquidity risk is perceived.

iv) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange rates, interest rates and equity prices.

Foreign currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which transactions are denominated and the functional currency of the Company. The functional currency of company is INR. The currencies in which these transactions are primarily denominated is AED, EUR, OMR and US dollar

The summary quantitative data about the Company’s exposure to currency risk (based on notional amounts) as reported to the management is as follows.

Sensitivity analysis

The sensitivity of profit or loss to changes in exchange rates arises mainly from foreign currency denominated financial instruments.

Cash flow and fair value interest rate risk

The Company’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk. The interest rate on the Company’s financial instruments is based on market rates. The Company monitors the movement in interest rates on an ongoing basis.

(a) Interest rate risk exposure

The exposure of the Company’s borrowing to interest rate changes at the end of the reporting period are as follows:

The Company has a defined benefit gratuity plan as per the Payment of Gratuity Act, 1972 (‘Gratuity Act’). Under the Gratuity Act, employee who has completed five years of service is entitled to specific benefit. The level of benefit provided depends on the employee’s length of service and salary at retirement/termination age.

A Based on an actuarial valuation, the following table sets out the status of the gratuity plan and the amounts recognised in the Company’s financial statements as at balance sheet date:

6. Employee benefits D Defined Benefit Obligation

(i) Assumptions used to determine benefit obligations:

Principal acturial assumptions at the reporting date (expressed as weighted average)

Assumptions regarding future mortality experience are set in accordance with the published statistics by the Life Insurance Corporation of India.

The Company assesses these assumptions with its projected long-term plans of growth and prevalent industry standards. The discount rate is based on the government securities yield.

Gratuity is applicable only to employees drawing a salary in Indian rupees and there are no other foreign defined benefit gratuity plans.

(ii) Sensitivity analysis

Reasonably possible changes at the reporting date to one of the acturial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below

Although the analysis does not take account of the full distribution of the cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumption shown.

The Company is obligated under cancellable operating leases for office, hospital premises and residential premises which are renewable at the option of both the lessor and lessee.

The Company is obliged under non-cancellable operating leases for hospital operations and management fees (revenue share) and operating leases for office and residential premises . Future minimum lease payments due under non-cancellable operating leases are as follows:

7. Capital management

The Company’s policy is to maintain a stable capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors capital on the basis of return on capital employed as well as the debt to total equity ratio.

For the purpose of debt to total equity ratio, debt considered is long-term and short-term borrowings. Total equity comprise of issued share capital and all other equity reserves.

The capital structure as of 31 March 2018 and 31 March 2017 was as follows:

8. Share based payments

A Description of share-based payment arrangements- Share option plans (equity-settled)

The Company has issued stock options under the DM Healthcare Employees Stock Option Plan 2013 (‘DM Healthcare ESOP 2013” or ‘2013 Plan”) during the financial year ended 31 March 2013. The 2013 Plan covers all non- promoter directors and employees of the Company and its subsidiaries (collectively referred to as ‘eligible employees”). Under this plan, holders of vested options are entitled to purchase shares at the market price of the shares at respective date of grant of options. The Compensation Committee granted the options on the basis of performance, criticality and potential of the employees as identified by the management.

The Company has issued different categories of options on 2 March 2013, 1 April 2014, 1 April 2015, 22 November 2016, 6 June 2017 and 01 March 2018 on different terms viz; incentive options, milestone options, performance options and loyalty options.

The Company has computed the fair value of the options for the purpose of accounting of employee compensation cost/ expense over the vesting period of the options.

The fair value of the option is calculated using the Black-Scholes Option Pricing model. Accordingly fair value of the various options granted is stated below:

B Measurement of fair value

The Company has computed the fair value of the options for the purpose of accounting of employee compensation cost/ expense over the vesting period of the options. The fair value of the option is calculated using the Black-Scholes Option Pricing model. The fair value of the options and the inputs used in the measurement of the grant-date fair values of the equity-settled share based payment plans are as follows:

Expected volatility has been based on an evaluation of the historical volatility of the Company’s share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behaviour.

The options outstanding at 31 March 2018 have an exercise price in the range of INR 10 to INR 175 (31 March 2017: INR 10 to INR 50) and a weighted average remaining contractual life of 3.60 years (31 March 2017: 2.75 years).

D Expense recognised in statement of profit and loss

For details on the employee benefits expense, see Note 24.

9 The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the international transactions entered into with associated enterprises during the financial period and expects such records to be existence latest by the date of filing its income tax return as required by the law. The management is of the opinion that its international transactions are at arm’s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

10 The Company has entered into joint development agreement on 1 April 2014, with its subsidiary, DM Medcity Hospitals (India) Private Limited (‘DM Medcity’), for construction and development of its Medcity hospital project (Phase I and Phase II). Under the agreement the Company is required to make certain payments / deposits to the subsidiary based on which the Company has been given the right to enter into and construct part of the Phase I of the project on lands owned by DM Medcity. The agreement also states that DM Medcity is required to make certain payments / deposits to the Company based on which DM Medcity has been given the right to enter into and construct part of the Phase II of the project on lands owned by the Company. The agreement envisages that Phase I of the project will be owned by the Company and Phase II of the project will be owned by DM Medcity.

11 During the year ended 31 March 2018, the Company had completed the initial public offer (IPO), pursuant to which 51,586,145 equity shares having face value of INR 10 each were allotted/ allocated, at an issue price of INR 190 , consisting of fresh issue of 38,157,894 equity shares and an offer for sale of 13,428,251 equity shares by selling shareholders. The equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) via Symbol ASTERDM and BSE Limited (BSE) via Scrip Code 540975 on 26 February 2018.

The gross proceeds of fresh issue of equity shares from IPO amounts to INR 7,250 million. The Company’s share of fresh issue related expenses of INR 443.11 million has been adjusted against securities premium. Details of utilisaiton of IPO proceeds are as follows:

During the year, the Company had specified bank notes or other denomination currency notes as defined in the Ministry of Corporate Affairs notification G.S.R. 308(E) dated March 31, 2017 on the details of Specified Bank Notes (SBN) held and transacted during the period from November 8, 2016 to December, 30 2016, the denomination wise SBNs and other notes as per the notification is given below:

12. The previous year figures have been reclassified/ regrouped whereever neessary.