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Updated:14 May, 2021, 15:59 PM IST

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Disclosure in board of directors report explanatory

Dear members,

Your directors have pleasure in presenting the Eleventh Annual Report for the year ended on March 31, 2015

1.            FINANCIAL PERFORMANCE

[Rs. in million]

Standalone

 

Consolidated

 

Particulars

2014–15

 

2013–14

2014–15

2013–14

 

Total Revenue

2657.82

 

2444.44

2776.05

2610.16

Total Expenditure

2187.18

 

1880.41

2355.28

2083.04

Profit before Interest Depreciation and Tax

708.58

 

679.10

157.37

383.52

Interest Cost

37.23

 

20.03

37.80

20.08

Depreciation/Amortisation

200.71

 

95.04

212.37

109.78

Profit before Tax

470.64

 

564.03

420.77

527.12

 

Provision for Taxation (Inclusive of provision for deferred tax and Fringe Benefit Tax)

72.69

 

144.00

71.60

143.84

 

Profit after Tax

397.95

 

420.03

365.28

396.89

 

Surplus brought forward (Net of transitional liability on Retirement Benefits)

1100.89

 

681.11

1133.22

660.36

 

Balance carried to Balance Sheet

1481.92

 

1100.89

1459.98

1133.22

 

During the year under review, the income from Healthcare services of the Company increased to Rs. 2620.75 million as compared to Rs. 2398.73 million in the previous year registering growth of 9.26%. The Company has incurred interest cost of Rs. 37.23 million and depreciation of Rs. 200.71 million. The amortization in the nature of goodwill to the tune of Rs. 122.50 million on account of amalgamation of Hariom Healthcare P. Ltd, wholly owned subsidiary Company into the Company is reported in the year under review. Your Company has earned Net Profit of Rs. 397.95 million against Rs. 420.03 million in the previous year. The Company has carried net surplus of Rs. 1481.92 million to the next year.

2.            DIVIDEND

In terms of issue of Preference Shares, your Directors are pleased to recommend 5% dividend on Preference Shares issued by the Company. As the Company is in process of expansion which requires to plough back the profits earned by the Company, your directors do not recommend any dividend on equity shares.

3.            SCHEME OF AMALGAMATION

Board of Directors of your Company, subject to requisite approvals, approved a Scheme of Amalgamation [the Scheme] under sections 391 –394 of the Companies Act, 1956 for amalgamation of Hari Om Healthcare Private Limited, the wholly owned subsidiary Company with the Company. After requisite report from Regional Director and Official Liquidator, the Hon'ble High Court of Gujarat at Ahmedabad in the hearing held on April 30, 2015 approved the Scheme. The appointed date for the amalgamation was April 1, 2014. However, the Scheme became effective from May 18, 2015, being the date of filing of High Court Orders with the Registrar of Companies, Gujarat at Ahmedabad. The Company has prepared and presented the merged accounts, which include the financials of said subsidiary Company.

4.            SUBSIDIARY COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS (S–129(3))

The Company has five subsidiary companies viz. Kusha Healthcare Limited, Vrundavan Shalby Hospitals Limited, Shalby (Kenya) Limited, Shalby International Limited (earlier known as Shalby Pune Limited), Yogeshwar Healthcare Limited. In accordance with section 129(3) of the Companies Act, 2013, the Company has prepared Consolidated Financial Statements of the Company and all its subsidiaries, which form part of this Annual Report. Further a statement containing salient features of the Financial Statements of each subsidiary in Form AOC–1 as Annexure A is attached herewith.

5.            NO OF SURGERIES

2014–15

2013–14

Orthopedic

7048

6598

Others

4211

3756

6.            PATIENT INFLOW 

2014–15

2013–14

Indian

142471

136309

Foreign

6505

6501

7.            STRATEGIC ALLIANCE

Healthstreet Hospitals, Bhatinda

Your Company has signed the agreement with Healthstreet Hospital for strategic alliance to conduct OPD and perform joint replacement surgeries at Bhantinda which will mark Company’s presence in the state of Punjab. 

Neotia Hospital, Siliguri

Your Company has signed the agreement with Neotia Healthcare Initiative Limited for strategic alliance to conduct OPD and perform joint replacement surgeries at Siliguri. This will strengthen the presence of Company in north east India which caters the demand of west Bengal and its surrounding area.   

RAK Hospital –Dubai

Your Company has signed the Agreement to strengthen its positioning as the region’s new medical tourism destination, with the Dubai based RAK Hospital at UAE, for patients in need of Total Knee Replacement (TKR) and Total Hip Replacement (THP) in UAE, GCC and African Countries will have the most advanced treatment offered in a convenient location in UAE at RAK Hospital.

8.            NEW PROJECTS AND ITS FINANCE

NEW PROJECTS

Shalby Hospital –Jabalpur

Your Company has entered into Operation and Management contract to operate the hospital at Jabalpur, Madhya Pradesh for 30 years. The Company has already started the hospital March 13, 2015 and Company has generated revenue of Rs. 3.62 crore upto end of June, 2015. This 210 bedded multi speciality hospital will serve the community of Jabalpur and adjoining area. 

Shalby Hospital–Indore

Your Company has acquired 210 bedded Hari Om Heath Care Private Limited, Hospital based at Indore, Madhya Pradesh and we are hopeful to start the hospital in the second quarter of FY 2015–16. This hospital will be the multi speciality which will serve the public of Indore and adjoining area. Hari Om Health Care Private Limited has been amalgamated with the Company by the order of Hon’ble High Court of Gujarat dated April 30, 2015.  

Shalby Hospital–Naroda

Your Company has received permission from Ahmedabad Municipal Corporation to construct 225 bedded hospital at Naroda, Ahmedabad and construction work is in full swing and company has incurred expenses of Rs 3.22 upto 31.03.2015 The Company is hopeful to start operation in the Financial Year 2016–17.

Shalby Hospital–Jaipur

Your Company has received permission to construct 280 bedded Multi Speciality hospital at Jaipur, Rajasthan and the construction work is in full swing and Company has incurred expenses of Rs. 11.17 upto 31.03.2015. The Company is hopeful to start the operation in the Financial Year 2016–17.

Shalby Hospital–Surat

Your Company has acquired ready to use Building having 200 bed capacity at Surat, Gujarat and the Company is hopeful to start operation in the current Financial Year 2015–16.

Shalby Hospital –Nasik

Your Company has entered into Operation and Management contract with Samruddhi Hospital P. Ltd to manage 150 bedded hospital at Nasik, Maharashtra for 30 years. The construction work is in full swing and it is expected to complete the construction in next 18 to 20 months. It is expected to have possession the Hospital building and start 150 bedded hospital in the Financial year 2016–17. This hospital will be the multi speciality which will serve the community of Nasik and adjoining area.

FINANCE OF PROJECT

During the year under review, HDFC Bank Ltd has sanctioned term loan of Rs. 290 crores to fund the ongoing and upcoming projects.

9.            AWARDS/RECOGNITION

Over the years, we have established our credibility as one of the most trusted Hospitals with a reputation for delivering world–class quality services in Healthcare Sector. During the financial year 2014–15, several reputed organizations recognised our efforts and have honoured us with various awards for our contribution to the Healthcare Sector. We are pleased to highlight some of the key awards and recognitions your Company received during the year.

Your Company was honored with “Best Patient Friendly Award” 2014 by AHPI for excellent contribution toward medical profession. This recognition was bestowed upon your Company for its unflinching commitment to Innovation & Research.       

Besides, your Company was honored by Skoch Group with “Order of Merit: Home HealthCare” –2014 for initiating the IT based home healthcare program providing healthcare facilities to Patients. Further, your Company was honored by Frost & Sullivan with “Orthopedic Service Provider of the Year – for overall service excellence – 2014”

          

             

                                    

10.          CONTINOUS MEDICAL EDUCATION (CME) PROGRAMMES

Your Company regularly holds CME Programmes, Workshops and Health Talk on healthcare like Orthopaedics, Cardiology, Neurology etc. The Hospital has been offering DNB Courses in Orthopaedic specialty which was approved by the Central Government. All the seats are filled up with post–graduate Medical professionals who are pursuing these Super Specialty Courses.

11.          CHANGE IN SHARE CAPITAL

Pursuant to the approval of Scheme of Amalgamation by the Hon’ble High Court of Gujarat at Ahmedabad, the authorized Share Capital of the Company was increased to 94,25,00,000/– (Rupees Ninty Four Crores Twenty Five Lacs only) comprising of 9,22,50,000 Equity shares of Rs. 10/– each and 20,00,000 Preference shares of Rs. 10/– each. The Company has issued 1,03,000 Preference Shares on preferential basis to Doctors and employees of the Company at a price of Rs. 53 per share.

12.          EXTRACT OF ANNUAL RETURN

The extract of the annual return pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, is enclosed as Annexure B to this report.

13.          PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS U/S 186

The particulars of loans, guarantees and investments have been disclosed in the financial statements.

14.          PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTY U/S 188

Information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Annexure C in Form AOC–2 and the same forms part of this report.

15.          DIRECTORS AND KEY MANAGERIAL PERSONNEL

APPOINTMENT AND RESIGNATION

During the year under review, Dr. Vikram Shah has resigned from the post of Managing Director and again re–appointed as Chairman and Managing Director of the Company. Mr. Shyamal Joshi, Independent Director of the Company continued as independent Director of the Company for 5 years from the conclusion of the 11th Annual General meeting of the Company.

Mr. Ravi Bhandari was designated as Chief Executive officer of the Company and Mr. Shanay Shah was designated as Chief Finance office of the Company

DIRECTORS RETIRING BY ROTATION

Mr. Kirit Shah (DIN: 00011586), retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment. The Board of Directors recommends his re–appointment.

DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to Section 149 (7) of the Companies Act, 2013, the Company has received necessary declaration from each Independent Director for FY 2014–15 confirming that they meet the criteria of independence as prescribed under the Act.

NUMBER OF MEETING OF THE BOARD

Being the apex body constituted by the shareholders for overseeing the overall functioning of the Company, the Board evaluates the proposals involving strategic decision making on a collective consensus basis. The Board meetings are usually held at the Company’s Registered and Corporate Office in Ahmebadab, Gujarat.

The Company has convened at least one Board meeting in a quarter and the maximum time gap between any two meetings is not more than one hundred and twenty days. During the Financial year 2014–15, your Board met 7 times to transact various business.

POLICY ON DIRECTORS APPOINTMENT

The Nomination and Remuneration Committee (NRC) has approved the criteria and process for identification /appointment of Directors which are as under:

Criteria for appointment:

i. Proposed Director (“Person”) shall meet all statutory requirements and should:

·         possess the highest ethics, integrity, value

·         be willing to devote sufficient time and energy

·         have demonstrated high level of leadership and vision

·         not have direct/indirect conflict with present or potential business/operations of the Company

·         have expertise and relevant experience (In exceptional circumstances, specialisation / expertise in unrelated areas may also be considered)

·         have the balance and maturity of judgment

The Nomination and Remuneration Committee shall have discretion to consider and fix any other criteria or norms for selection of the most suitable candidate/s for appointing him/her as Directors of the Company.

ii. The appointment shall be in compliance with the Board Diversity Policy of the Company.

Process for Identification / Appointment of Directors:

i. Board members may (formally or informally) suggest any potential person to the Chairman of the Company meeting the above criteria. If the Chairman deems fit, necessary recommendation shall be made by him to the NRC.

ii. Chairman of the Company can himself also refer any potential person meeting the above criteria to the NRC.

iii. NRC will process the matter and recommend such proposal to the Board.

iv. Board will consider such proposal on merit and decide suitably.

CRITERIA FOR PERFORMANCE EVALUATION

The Board considered and approved the criteria for performance evaluation of itself, that of its Committees and Individual Directors as follows:

Criteria for Board Evaluation

• Focus on strategic and policy issues

• Effectiveness of Board process and information sharing

• Nature of discussions

• Quality of decisions

Criteria for Committee Evaluation

• Adequacy of terms of reference of the Committee

• Fulfilment of key responsibilities

• Frequency and effectiveness of meetings

• Quality / relevance and timeliness of information made available

• Committee dynamics, especially openness of discussions

Criteria for Evaluation of Independent Directors

• Participation in terms of adequacy (time & content)

• Contribution through expertise and perspective

• Guidance / support to Management outside Board / Committee meetings

Criteria for Evaluation of Non–Independent Directors

• Participation in terms of adequacy

• Transparency

REMUNERATION POLICY

POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS:

                                                                                                                

REMUNERATION CRITERIA

·        To ensure that the level and components of remuneration is reasonable and sufficient to attract, retain and motivate Directors, KMP and other employees of the quality required to run the Company successfully.

·        No director/KMP/ other employee is involved in deciding his or her own remuneration.

·        The trend prevalent in the similar industry, nature and size of business is kept in view and given due weight age to arrive at a competitive quantum of remuneration.

·        It is to be ensured that relationship of remuneration to the performance is clear & meets appropriate performance benchmarks which are unambiguously laid down and communicated.

·        Remuneration packages should strike a balance between fixed and incentive pay, where applicable, reflecting short and long term performance objectives appropriate to the Company's working and goals.

·        Following criteria are also to be considered:–

·               Responsibilities and duties ;

·               Time & efforts devoted;

·               Value addition;

·               Profitability of the Company & growth of its business;

·               Analyzing each and every position and skills for fixing the remuneration yardstick;

MANNER OF EVALUATION OF BOARD, ITS COMMITTEE AND INDIVIDUL DIRECTORS

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Act.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the criteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee (“NRC”) reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of independent Directors, performance of non–independent directors, performance of the board as a whole and performance of the Chairman was evaluated, taking into account the views of executive directors and non–executive directors. The same was discussed in the board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual directors was also discussed.

16.    COMMITTEES OF THE BOARD OF DIRECTORS

In compliance with the requirements of the Companies Act, 2013 and to have a focused attention on specific matters, the Board of Directors has reconstituted audit committee and constituted various committees. These Committees are entrusted with such powers and functions as defined in their terms of reference.

The Board of Directors of the Company has reconstituted Audit Committee and constituted the following Committees:

·         Nomination and Remuneration Committee

·         Corporate Social Responsibility Committee

17.   AUDIT AND RISK MANGEMENT COMMITTEE

The Audit Committee assists the Board in its responsibility for overseeing the quality and integrity of the accounting, auditing and reporting practices of the Company and its compliance with legal and regulatory requirements. It ensures the objectivity, credibility and correctness of the Company’s financial reporting and disclosure processes, internal controls, risk management policies and processes, tax policies, compliance and legal requirements and associated matters.

The Board of Directors at its meeting held on June 30, 2014 reconstituted the Audit Committee to align with the terms of reference of Section 177 of Companies Act, 2013 and the Board decided that the Audit Committee shall also carry out the role of Risk Management and hence renamed it as Audit and Risk Management Committee and also changed its terms of reference in this context. The Act specifies that the Audit Committee should comprise of at least three directors with Independent Directors forming the majority. The Company has complied with the provisions of Section 177 of the Companies Act, 2013.  The Audit Committee consists of the following directors;Mr. Shyamal Joshi – Independent Director Mr. Nimish Vasa – Independent Director Dr. Vikram I Shah – Director

18.   NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee of the Board of Directors recommends and reviews compensation plans of the Managing Director, Whole–Time Directors and the senior management based on their performance, defined assessment criteria and job responsibilities along with the responsibilities of nomination of Directors and also deals with the Governance issues of the Company. It oversees the implementation of the Nomination and Remuneration Policies of the Company, reviews the effectiveness of such policies from time to time and recommends revisions as and when deemed necessary or expedient.

The Board of Directors in its meeting held on 30th June, 2014 constituted the Nomination and Remuneration Committee to align the composition and terms of reference of the Committee in accordance with the provisions of Companies Act, 2013.

The Nomination and Remuneration Committee consists of the following directors;

1.    Mr. Shyamal Joshi

2.    Mr. Nimesh Vasa

3.    Mr. Kirit Shah       

19.    CORPORATE SOCIAL RESPONSIBILITY

The Corporate Social Responsibility Committee(‘CSR Committee’) of the Board of Directors was constituted on 30th June, 2015. The Committee is entrusted with the responsibility of formulating and monitoring the Corporate Social Responsibility policy of the Company.

The role and terms of reference of the Committee are in consonance with the requirements mandated under Section 135 of the Companies Act, 2013 and relevant rules made thereunder. The Details of CSR activities are enclosed herewith as Annexure D. The CSR committee has formulated and recommended to the Board, a Corporate Social Responsibility policy(CSR Policy) indicating the activities to be undertaken by the Company, which has been approved by the Board.

The Company has indentified the following activities as CSR

·         Promoting preventive healthcare by free multi specialty Medical Camp

·         Promoting employment enhancing vocational skill programme

·         Providing treatment on concessional rate to lower section of the society

·         Donation to charitable trust enganged in charitable activities

20.    SEXUAL HARASSMENT POLICY

The Company has in place an anti sexual harassment policy in place in line with the requirement of the Sexual Harassment of Women at the workplace(Prevention, Prohibition & Redressal) Act 2013. Internal Complaint committee has been set up to redress complaint received regarding sexual harassment. All employees are covered. Company has not received any complaint during the year 2014–15.

21.    DEPOSITS

During the year, the Company has not accepted any deposits from the public within the meaning of Section 73 of the Companies Act 2013 and Rules made there under.

22.    DIRECTORS’ RESPONSIBILITY STATEMENT

Your Directors confirm:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

(c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) The directors had prepared the annual accounts on a going concern basis; and

(f) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

23.    INSURANCE

All the fixed assets are adequately insured.

24.   CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to conservation of Energy, Technology, Absorption and Foreign Exchange earning and outgo is as under

(i) Energy conservation, research & development and Technology absorption:

As the company is in a service industry the particulars required under this clause are not applicable. However the Company has taken initiative to conserve the energy wherever possible.

(ii) Foreign exchange earnings and expenditure:

 [Rs in Million]

Particulars

2014–2015

2013–2014

Earnings in Foreign Currency

116.99

98.46

Remittances in Foreign Currency

139.69

5.30

CIF Value of Imports

99.80

44.90

Foreign Traveling

1.45

1.78

(iii) Technology absorption, adaption and innovation:–

Technology absorption, adaption and innovation

Benefits

Imported technology

CT Scan 16 Slice

It provides twice the imaging power and half radiation of convention scanner. It can scan the whole body in seconds and provide incredibly sharp 3D images of any organ .

16 Slice CT provides thinner slice imaging for better image quality and diagnostic accuracy , with faster volume coverage. This provides lower radiation dose to patients compared to the conventional scanners, and better quality imaging in areas like neuro, lung, thorax, abdomen, peripheral and 3D imaging.

Imported from Germany

MRI 1.5 Tesla

·   Ultra Short Magnet – less Claustrophobia i.e. less patient anxiety during examination.

·      Unique TIM Technology for speed and accuracy.

DOT Technology for automated planning delivering consistent results and image quality.

·      Light Weight Coils for all Body Parts with: 

 ·      Spectro – Metabolite Evaluation, especially for differential diagnosis of brain & prostate cancers from other diseases

·      Perfusion for Stroke Patients

Imported from Germany

25.    PARTICULARS OF EMPLOYEES

Information as per rule 5(2) of chapter XIII, the Companies (Appointment and Remuneration of Managerial Personnel) rules, 2014 are as under;

Employee name

Designation

Educational Qualification

Age(yr)

Experience (in years)

Date of joining

Gross remuneration paid (Rs.)

Previous employment and designation

Ravi S. Bhandari

CEO

B.E. (Civil)

45

24 years

8/08/2012

72 Lacs/A

Indus Towers Ltd–Circle CEO

26.    ADEQUACY OF INTERNAL FINANCIAL CONTROL 

The Company has adopted and implemented the Internal Financial Control policy and procedures  for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information.

27.    RISK MANAGEMENT

The Company has implemented the process of understanding, evaluating and addressing the risks associated with the business, to mitigate the risk and maximise the chances of objectives being achieved and ensuring organisations, individuals and communities are sustainable. Risk management also exploits the opportunities uncertainty brings, allowing organisations to be aware of new possibilities. Essentially, effective risk management requires an informed understanding of relevant risks, an assessment of their relative priority and a rigorous approach to monitoring and controlling them.

28.    AUDITORS

STATUTORY AUDITORS

M/s. G. K. Choksi & Co., Statutory Auditors of the Company, retires at the ensuing Annual General Meeting and are eligible for re–appointment. Your directors recommend their reappointment upto the conclusion of fifteenth Annual General meeting subject to the ratification by members in every Annual General meeting. The notes to the accounts referred to in the Auditors’ Report are self–explanatory and, therefore, do not call for any further comments.

COST AUDITORS

M/s. Board Sanjay B & Associates has been appointed as Cost Auditors by the Board of Directors for audit of Cost Accounts for the year ended on 31st March, 2015 and recommended the members for their ratification.

SECRETARIAL AUDITOR

The Board of Directors has appointed .Mr. Shambhu J. Bhikadia, Practicing Company Secretary, to conduct Secretarial audit for the financial year 2014–15. The secretarial audit for the financial year 2014–15 is enclosed herewith as Annexure E to this report. The Secretarial audit report does not contain any qualification, reservation or adverse remark.

INTERNAL AUDITOR

The Board of Directors has appointed M/s. T. R. Chadha & Co, Chartered Accountants as internal Auditor of the Company for FY 2014–15 and 2015–16.

29.    ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation for the valuable co–operation and support received from all Doctors and their team, Bankers, Government Authorities, Auditors and Shareholders during the year under review. Your Directors wish to place on record their deep sense of appreciation for the devoted services of employees of the Company at all level for its success and look forward their continued support.

FOR AND ON BEHALF OF THE BOARD

DR. VIKRAM I. SHAH

Date : 

Chairman 

Place :   Ahmedabad

Annexure A

 

Form AOC–I

 

(Pursuant to first proviso to sub–section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

   

Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures

   

Part “A”: Subsidiaries

 

(Rs. In Million)

Sr.  No.

Particulars

Vrundavan Shalby Hospitals Limited

Shalby (Kenya) Limited

Kusha Healthcare Limited

Shalby International Limited

Yogeshwar Healthcare Limited

1

Date from which it became subsidiary

August 12, 2011

June 9, 2011

April 11, 2012

September 5, 2012

October 11, 2012

2

 Financial year of the Subsidiary Company ended on

March 31, 2015

March 31, 2015

March 31, 2015

March 31, 2015

March 31, 2015

3

Reporting period for the subsidiary concerned, if different from the holding company’s reporting period

2014–15

2014–15

2014–15

2014–15

2014–15

4

Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries.

Rupees

Rupees

Rupees

Rupees

Rupees

5

Share Capital

18.00

(100 Ordinary Shares of Kshs. 1000/– each = 1,00,000) 0.07

14.10

0.50

7.35

6

Reserves & Surplus

17.73

0.00

24.50

–0.01

1.25

7

Total Assets

106.55

0.38

69.79

0.51

16.83

8

Total Liabilities

106.55

0.38

69.79

0.51

16.83

9

Investment

0.00

0.00

0.00

0.00

0.00

10

Turnover

53.88

0.00

67.01

0.00

7.93

11

Pro?t/(Loss) before Taxation

–30.12

–0.02

–16.44

0.01

–3.31

12

Provision for Taxation

–1.36

0.00

0.47

0.00

–0.20

13

Pro?t/(Loss) after Taxation and write back

–28.76

–0.02

–16.91

0.01

–3.11

14

Proposed Dividend (including Dividend Distribution Tax thereon)

0.00

0.00

0.00

0.00

0.00

15

% of shreholding

55.00

100.00

82.27

100.00

94.68

Part “B”: Associates and Joint Ventures : NA

 

Description of state of companies affair

During the year under review, the income from Healthcare services of the Company increased to Rs. 2620.75 million as compared to Rs. 2398.73 million in the previous year registering growth of 9.26%. The Company has incurred interest cost of Rs. 37.23 million and depreciation of Rs. 200.71 million. The amortization in the nature of goodwill to the tune of Rs. 122.50 million on account of amalgamation of Hariom Healthcare P. Ltd, wholly owned subsidiary Company into the Company is reported in the year under review. Your Company has earned Net Profit of Rs. 397.95 million against Rs. 420.03 million in the previous year. The Company has carried net surplus of Rs. 1481.92 million to the next year

Details regarding energy conservation

As the company is in a service industry the particulars required under this clause are not applicable. However the Company has taken initiative to conserve the energy wherever possible.

Details regarding technology absorption

As the company is in a service industry the particulars required under this clause are not applicable. However the Company has taken initiative to conserve the energy wherever possible.

Disclosures in director’s responsibility statement

Your Directors confirm: (a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; (b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period; (c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; (d) The directors had prepared the annual accounts on a going concern basis; and (f) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

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