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Indraprastha Medical Corporation Ltd.

BSE: 532150 Sector: Health care
NSE: INDRAMEDCO ISIN Code: INE681B01017
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VOLUME 27205
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P/E 10.17
Mkt Cap.(Rs cr) 779
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OPEN 87.00
CLOSE 87.45
VOLUME 27205
52-Week high 94.05
52-Week low 52.00
P/E 10.17
Mkt Cap.(Rs cr) 779
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Indraprastha Medical Corporation Ltd. (INDRAMEDCO) - Director Report

Company director report

Dear Members

Your Directors are pleased to present the thirty-fourth Annual Reportand the audited financial statements for the financial year ended 31st March2022.

FINANCIAL RESULTS

(Rs. in crore)

Particulars FY 2021-22 FY 2020-21
Total Income 891.28 614.06
Profit before tax 79.07 4.29
Provisions for Tax 20.45 1.96
Profit for the year 58.62 2.33
Earnings per share 6.39 0.25

RESULTS OF OPERATIONS

During the year under review the Company recorded a total income ofRs. 891.28 crore against Rs. 614.06 crore in the corresponding period last fiscal - anincrease of 45%. The Profit Before Tax for financial year ended 31st March 2022stood at Rs. 79.07 crore as compared to profit of Rs. 4.29 crore for the correspondingperiod of the previous year. The Profit After Tax for year ended 31st March2022 stood at Rs. 58.62 crore as compared to a profit of Rs. 2.33 crore for thecorresponding period of the previous year.

TRANSFER TO RESERVES

The Company does not propose to transfer any amount to the GeneralReserve out of the amount available for appropriation in the current year.

DIVIDEND

The Board of Directors have recommended a dividend of Rs. 2.50 perequity share (25% on face value of Rs. 10 per share) on the paid-up equity share capitalof the Company for the financial year ended 31st March 2022 amounting to Rs.22.92 crore which if approved at the forthcoming Annual General Meeting on 23rdSeptember 2022 will be paid to those shareholders whose names appear in the Register ofMembers as on 23rd September 2022. In respect of shares held in electronicform the dividend will be paid on the basis of beneficial ownership furnished by thedepositories viz. NSDL and CDSL for this purpose.

The Board approved and adopted a dividend distribution policy which isposted on the Company's website: https://delhi.apollohospitals.com/

COVID-19 PANDEMIC

The Coronavirus outbreak came to light in December 2019 and was firstdetected in Delhi in March 2020. Delhi has since witnessed 3 waves the latest beingJanuary 2022. Towards the end of December 2021 and through January 2022 the Omicronvariant had started spreading rapidly. The disease severity was mild compared to theprevious waves and COVID admissions were low. However the fear of COVID disrupted theroutine order and many patients chose to postpone elective procedures. Learning from theprevious waves the hospital has constantly upgraded its COVID management strategy toensure uninterrupted healthcare delivery to all patients.

The hospital had added one PSA oxygen plant of 0.6 metric ton/daycapacity that was donated by the Government of France. This generates 300 litres of oxygenper minute.

In addition the hospital has now set up a second PSA plant with 2.9metric ton/ day capacity. It has the capacity to generate 1-1.25 times of pre-COVID oxygendemand.

Liquid medical oxygen (LMO) storage & Vaporizer capacity wereaugmented to two times of peak demand by adding two new storage vessels of 20 metric toncapacity each. The vaporizer to convert liquid oxygen to gaseous oxygen has also beensuitably upgraded.

Through the second and third waves of COVID pandemic the hospital hastreated around 2000 patients However the story of a transition toward endemicity underOmicron will continue to be the truth as long as a newer variant with greaterinfectiousness does not emerge. The risk of new variants emerging is related to the numberof cases in the world since each infected individual represents a new opportunity forviral evolution. For this reason the continued global rollout of COVID-19 vaccinesremains an investment in our collective safety as well as an imperative to protectindividuals.

THE STATE OF COMPANY AFFAIRS

The Hospital witnessed a challenging year with multiple waves of theCOVID-19 pandemic affecting the lives and livelihoods of the citizens. However evenduring this health crisis the hospital remained committed to providing clinical servicesfor both COVID and non-COVID patients.

During the year under review the following rare procedures wereperformed at the hospital: -

First case of HOT-CRTD (HIS-Optimised Cardiac ResynchronisationTherapy) in a 70-year-old male patient who presented with Ischaemic Cardiomyopathy. Thetherapy is an implantable defibrillator that is used in patients with Heart failure. Itsignificantly lowers the risk of life-threatening cardiac events. The patient wasdischarged two days later in a stable condition.

A 42-year-old female patient with Sacro-iliac joint arthropathy wastreated with intra-articular injections and radiofrequency denervation of nerve supply ofthe sacro-iliac joint resulting in significant pain relief.

Two patients with intractable facial pain due to trigeminal neuralgiawere treated by CT guided Gasserian Ganglion Radiofrequency Rhizotomy under Sedation. Thistechnique has never been reported in India.

A 67-year-old man suffering from Chronic Kidney Disease and ObstructiveJaundice resulting from Choledocholithiasis was treated successfully.

A fibroid weighing 6 kg was removed during the Total AbdominalHysterectomy.

A 57-year-old male developed symptomatic AV conduction disease. Heunderwent a successful Micra (Leadless Pacemaker) implant and was discharged from thehospital within 24 hours. Leadless Pacemaker is a new implantation technique that reducesthe rate of lead-related and pocket related complications. It does not require cardiacleads and is one-tenth the size of a traditional pacemaker making it cosmeticallyinvisible. It can be implanted entirely inside the heart through a keyhole puncture in thegroin.

A large pseudo cyst with 9cm diameter in an 18-month-old male baby wasdrained by using a unique procedure called cysto-gastrostomy with upper GI scope. A stentwas placed and the baby was discharged on day 3 of the procedure with complete resolutionof all complaints.

2 cases of endoscopic ultrasound guided liver biopsy were performed.Endoscopic Ultrasound guided Liver Biopsy are safer relatively painless and uncomplicatedand have better tissue yield as compared to a conventional liver biopsy.

Oxford Partial or Half Knee Replacement has been introduced in theHospital. Partial knee replacement (Microplasty) is a modern advancement in kneereplacement surgery with superior results.

New Centres of Excellence

Genomic applications in clinical medicine and healthcare are rapidlychanging the future of medicine. Establishment of Apollo Centre of Genomic Medicine isunderway. The centre would provide comprehensive integrated ‘state of the art'specialist clinical genomic and genomic medicine services. The centre will be led by worldrenowned geneticist supported by a highly skilled team of clinical geneticist geneticcounsellor and genomic laboratory scientist. The centre aims to provide holistic care tothe patients and family members through precision personalized care high level ofprediction facilitating prevention by pre-emptive approach and active participation. Inaddition the Centre plans to offer teaching and training of specialist doctors (DNB inMedical Genetics) genetic counsellors and specialist nurses. The centre will also engagein research & development including participation in clinical trials. To accommodateincreasing volumes in certain specialties enable efficient manpower utilization andmanaging patient flow for a better experience the following projects were carried out:

Bone Marrow Transplant (BMT) Unit Extension: The previous BMT unit had8 rooms spread over two wings. To address the increasing volumes the hospital hascreated a dedicated wing for BMT unit with 8_single rooms 3 general ward beds and 1procedure room. The project was commissioned in August 2021.

Bronchoscopy and PFT lab were cohorted in one area to make it man-poweroptimal.

A 25-bedded Dialysis Unit was created in the Lower Basement of thehospital to create a better patient experience.

Orthopaedic operating theatre has been moved from Ground Floor to thefirst floor so that all theatres are cohorted in one area.

The Radiology Unit was renovated to improve patient experience

Accreditation

1. NABL Accreditation

TheNationalAccreditationBoardforTestingandCalibration Laboratories(NABL) is an autonomous body and the sole accreditation body authorized by the Governmentof India that provides a third-party assessment of quality and technical competence oflaboratories. NABL Certification provides an assurance of genuine reports from accuratelycalibrated testing and benefits patients in terms of savings in both time and_money.

Department of Laboratory Services at Indraprastha Apollo HospitalDelhi has been accredited by NABL since 2005 and has undergone several re-accreditations.

2. ISO 27001:2013 - Information Safety and Management System

ISO 27001 is a "risk based" management system and asystematic approach to help organizations plan and implement an information securitymanagement system to manage sensitive Hospital information and to ensure its safety andadherence to stringent security standards.

It provides benefits such as increased reliability and security ofsystems cost effective and consistent information security improved risk management andcontingency planning. Indraprastha Apollo Hospital Delhi had successfully undertaken thiscertification in the year 2019 and has undergone successful re-certification in August2021.

3. NABH and AAHRPP Accreditation for clinical research and trials

The laid down NABH standards on Ethics Committee Accreditation are thebasic minimum requirements which need to be adhered to to improve the safety of theprocess of Clinical Trials in India. It is an attempt at standardizing the quality ofclinical research in India. ARI division has recently undergone NABH re-accreditation. TheAssociation for the Accreditation of Human Research Protection Programs Inc. (AAHRPP)promotes high-quality research through an accreditation process that helps organizationsworldwide strengthen their human research protection programs (HRPPs). As the "goldseal" AAHRPP accreditation offers assurances-to research participants researcherssponsors government regulators and the general public-that an HRPP is focused first andforemost on excellence. The Clinical Research program at Apollo has received AAHRPPaccreditation (The Association for the Accreditation of Human Research ProtectionPrograms) which is valid till 2024. Only 1% of hospitals globally are AAHRPP accredited.

4. Other accreditations:

Joint Commission International- valid till 2023

ISO 14001:2015 - Environment Management System- valid till 2023

Awards and Accolades

The Hospital received a number of awards and accolades during the year.Some of them are as under: -

Award Category / Project Awarded
THE WEEK Best Multispecialty Hospital in Delhi
AHPI Best Covid Management
AHPI Patient Friendly Hospital
Apollo Hospital Awards–Share your story Minimizing medication errors due to 'sound-alike-look-alike drugs'
Apollo Hospital Awards–Apollo Holistic Approach to Efficient
Innovation & Quality Award 2021 Point of Care Testing (POCT) Management

On a Public Interest Litigation (PIL) regarding free treatment in thehospital the Hon'ble Delhi High Court vide its order dated 22ndSeptember 2009 has held that free treatment provided by the hospital shall be inclusiveof medicines and consumables.

The Company has filed a Special Leave Petition (SLP) before theHon'ble Supreme Court challenging the order of the Hon'ble Delhi High Court. TheHon'ble Supreme Court of India has admitted the SLP and has passed an interim orderon 30th November 2009. In pursuance of the said interim order the Company hasbeen providing free treatment to the patients referred by the Government of NCT of Delhiand has been charging only for medicines & medical consumables. The financial impactin the matter can be quantified only after the final decision by the Hon'ble SupremeCourt of India.

The Company has moved an Interlocutary Application before theHon'ble Supreme Court seeking direction that the conditions relating to provision offree treatment facilities for patients belonging to indigent category to the extent of 10%IPD and 25% OPD be made applicable to the Company as have been made applicable in case ofother hospitals. Additionally the Company has also made representations before theGovernment of NCT of Delhi to allow the Company to extend free treatment includingmedicines and consumables up to 10% IPD and 25% OPD as applicable to other hospitals.

The Directorate of Health Services Government of NCT of Delhi hasappointed a Nodal Medical Officer to be permanently stationed in the Hospital to supportguide and monitor the treatment of patients referred by the Government.

During the year a total of 28667 patients (26034 Out Patients and 2633In Patients) were treated under the free category.

MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY

No material change and commitment affecting the financial position ofthe Company has occurred between the financial year ended on 31st March 2022and the date of the report. There has been no change in the nature of business of theCompany.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

The Company has no subsidiaries or associate companies. Also it doesnot have any joint venture operation with any other entity.

CORPORATE GOVERNANCE

The Company is committed to maintain the highest standards of corporategovernance and adhere to the corporate governance requirements set out by SEBI. The reporton corporate governance as required under the Listing Regulations forms an integral partof this report. The requisite certificate from Mr. Baldev Singh

Kashtwal Practicing Company Secretary confirming the compliance withthe conditions of corporate governance is attached to the report on Corporate Governance.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review asstipulated under Regulation 34 of the Listing Regulations forms an integral part of thisreport.

BUSINESS RESPONSIBILITY REPORT

As stipulated under the Listing Regulations the BusinessResponsibility Report describing the initiatives undertaken by the Company from anenvironmental social and governance perspective is attached as part of the Annual Report.

SEXUAL HARASSMENT

Your company strongly believes in providing a safe and harassment freeworkplace for every individual working with us through various interventions policies andpractices. The Company always endeavors to create and provide an environment that is freefrom discrimination and harassment including sexual harassment.

The Company has adopted a policy on prevention prohibition andredressal of sexual harassment at the workplace in line with the provisions of the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 and therules framed thereunder. The Company has an Internal Complaints Committee (ICC) forproviding a redressal mechanism pertaining to sexual harassment of women employees at thework place. During the year the ICC received 5 (five) complaints. Detailed investigationswere carried out and_appropriate actions taken by the ICC in all the reported incidents.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has established a vigil mechanism for Directors andEmployees to report their genuine concerns the details of which are given in theCorporate Governance Report. The Whistle Blower Policy may be accessed on theCompany's website on the https://delhi.apollohospitals.com/downloads/Whistle%20Blower%20 Policy.pdf During the year no matter orincident has been received under the Whistle Blower Policy of the Company.

PARTICULARS OF LOANS GIVEN INVESTMENTS MADE GUARANTEES GIVEN ANDSECURITIES PROVIDED

During the year the Company has not given any loan or made aninvestment nor given any guarantee in terms of Section 186 of the Companies Act 2013.

DEPOSITS

The Company has not accepted any deposit during the year under reviewor earlier years under Chapter V of the Companies Act 2013.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Board Composition and Independent Directors

As on 31st March 2022 the Board consisted of theNon-Executive Chairman one Executive Director six Non-Executive Directors and nineIndependent Directors. Independent directors are appointed for a term of five years andare not liable to retire by rotation based on the recommendation of the Nomination andRemuneration Committee.

All Independent Directors have given their declarations that they meetthe criteria of independence as laid down under Section 149(6) and 149(7) of the CompaniesAct 2013 and Regulation 16(b) of the SEBI Listing Regulations.

In the opinion of the Board the Independent Directors possess therequisite expertise and experience and are persons of high integrity and repute. Theyfulfill the conditions specified in the Act and the Listing Regulations and they areindependent of the management.

Retirement by Rotation

Pursuant to Section 152 of the Companies Act 2013 Prof. (Dr.) MaheshVerma and Mr. Vikram Bhat Directors retire by rotation at the ensuing Annual GeneralMeeting and being eligible offer themselves for re-appointment.

Change in Board Composition

The following changes have taken place in composition of the Boardduring the year under review: -

Mr. Vinayak Chatterjee (DIN: 00008933) has been reappointed by theBoard as an Independent Director for five consecutive years from 1st April2021 to 31st March 2026 subject to the approval of the shareholders. He hasbeen re-appointed as an Independent Director by the shareholders of the Company by way ofPostal Ballot through e-voting on 23rd July 2021.

Mr. Udit Prakash Rai (DIN: 07573658) has been appointed as anAdditional Director w.e.f 7th April 2021. He has been appointed as a Directorby the shareholders of the Company by way of Postal Ballot through e-voting on 23rdJuly 2021.

Mr. Vikram Bhat (DIN: 09076418) has been appointed as an AdditionalDirector w.e.f. 7th April 2021. He has been appointed as a Director by theshareholders of the Company by way of Postal Ballot through e-voting on 23rdJuly 2021.

Ms. Madhumita Ganguli (DIN: 00676830) tendered her resignation as"Non-Executive Non-Independent Director" from the Board of Directors of theCompany on 9th June 2021. In view of the background experience andcontributions made by Ms. Madhumita Ganguli during her tenure as "Non-ExecutiveNon-Independent Director" it was felt that her continued association would bebeneficial to the Company and therefore based on the recommendation of the Nominationand Remuneration Committee the Board at its meeting held on 9th June 2021appointed Ms. Madhumita Ganguli as an Independent Director subject to the approval of theshareholders to hold office for five consecutive years effective from 9thJune 2021 to 8th June 2026 not liable to retire by rotation. She has beenappointed as an Independent Director by the shareholders of the Company for a period offive consecutive years effective from 9th June 2021 to 8th June2026 by way of Postal Ballot through e-voting on 23rd July 2021.

Mr. Jasmine Shah (DIN: 08621290) (an Additional Director as on 31stMarch 2021) has been appointed as a Director by the shareholders of the Company by way ofPostal Ballot through e-voting on 23rd July 2021.

Prof. (Dr.) Mahesh Verma (DIN: 08997324) (an Additional Director as on31st March 2021) has been appointed as a Director by the shareholders of theCompany by way of Postal Ballot through e-voting on 23rd July 2021.

Mr. Salil Singhal (DIN: 00006629) (an Additional Director as on 31stMarch 2021) has been appointed as an Independent Director by the shareholders of theCompany for a period of five consecutive years from 8th February 2021 to 7thFebruary 2026 by way of Postal Ballot through e-voting on 23rd July 2021.

Ms. Vineeta Rai (DIN: 07013113) (an Additional Director as on 31stMarch 2021) has been appointed as an Independent Director by the shareholders of theCompany for a period of five consecutive years effective from 8th February2021 to 7th February 2026 by way of Postal Ballot through e-voting on 23rdJuly 2021.

Mr. P. Shivakumar has been re-appointed as Managing Director of theCompany by the shareholders at the Annual General Meeting of the Company held on 24thSeptember 2021 for a period of 3 years effective from 5th November 2021.

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Companies Act 2013the Key Managerial Personnel of the Company are Mr. P. Shivakumar – ManagingDirector Mr. C. P. Tyagi – Chief Financial Officer and Mr. Priya Ranjan –Associate Vice President – Corporate Affairs & Legal.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and in terms ofRegulation 17(10) of the SEBI Listing Regulations the Board has carried out an annualperformance evaluation of its own performance the Directors individually as well as theworking of the Committees. The manner in which the evaluation has been carried out hasbeen explained in the Corporate Governance Report.

REMUNERATION POLICY

The Board has on the recommendation of the Nomination and RemunerationCommittee approved a policy for selection and appointment of Directors Senior Managementand their remuneration. The Remuneration Policy is stated in the Corporate GovernanceReport.

MEETINGS OF THE BOARD

The Board met five times during the financial year the details ofwhich are given in the Corporate Governance Report. The intervening gap between theMeetings was within the period prescribed under the Companies Act 2013 read with theListing Regulations.

RISK MANAGEMENT

The Board of Directors had constituted a Risk Management Committee toidentify elements of risk in different areas of operations and to develop a policy foractions associated to mitigate the risks. The Committee on a timely basis informed themembers of the Board about risk assessment and minimization procedures and in the opinionof the Committee there was no risk that may threaten the existence of the Company. Thedetails of the Risk Management Committee are included in the Corporate Governance Report.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company has an Internal Control System commensurate with the sizescale and complexity of its operations.

To maintain its objectivity and independence the Internal Auditfunction reports to the Audit Committee. The details of the internal control system andits terms of reference are set out in the Management Discussion and Analysis Reportforming part of the Board's Report.

The Board of Directors has laid down internal financial controls to befollowed by the Company and the policies and procedures to be adopted by the Company forensuring the orderly and efficient conduct of its business including adherence to theCompany's policies the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information. The Audit Committee evaluates the internalfinancial control systems periodically.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators /Courts which would impact the going concern status of the Company and its futureoperations.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013 the Board ofDirectors to the best of their knowledge hereby state and confirm: a. that in thepreparation of the annual financial statements for the year ended 31st March2022 the applicable accounting standards have been followed along with properexplanations relating to material departures if any; b. that such accounting policieshave been selected and applied consistently and judgement and estimates have been madethat are reasonable and prudent so as to give a true and fair view of the state of affairsof the Company as at 31st March 2022 and of the profit of the Company for theyear ended on that date; c. that proper and sufficient care has been taken for themaintenance of adequate accounting records in accordance with the provisions of theCompanies Act 2013 for safeguarding the assets of the Company and for preventing anddetecting fraud and other irregularities; d. that the annual financial statements havebeen prepared on a going concern basis; e. that proper internal financial controls were inplace and that the financial controls were adequate and were operating effectively; f.that systems to ensure compliance with the provisions of all applicable laws were in placeand were adequate and operating effectively.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

All contracts / arrangements / transactions entered by the Companyduring the financial year with related parties were in the ordinary course of business andon an arm's length basis. During the year the Company has not entered into anycontract / arrangement / transaction with related parties which could be consideredmaterial in accordance with the policy of the Company on materiality of related partytransactions.

The policy on materiality of related party transactions as approved bythe Board may be accessed on the Company's website athttps://delhi.apollohospitals.com/ downloads/materiality-of-related-party-transactions.pdfYour Directors draw the attention of the members to Notes to the financial statementswhich sets out related party disclosures. None of the Directors have any pecuniaryrelationships or transactions vis-a-vis the Company.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

In terms of the provisions of Section 197(12) of the Act read withRules 5(2) and 5(3) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 as amended a statement showing the names and other particulars ofthe employees drawing remuneration in excess of the limits set out in the said rules areprovided in the Annual Report which forms part of this Report. Disclosures relating toremuneration and other details as required under Section 197(12) of the Act read with Rule5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014are also provided in the Annual Report which forms part of this Report. Having regard tothe provisions of Section 136(1) read with the relevant provisions of the Companies Act2013 the Annual Report excluding the aforesaid information is being sent to the membersof the Company. The said information is available for inspection at the Registered Officeof the Company during working hours. Any member interested in obtaining such informationmay write to the Company Secretary and the same will be furnished free of cost.

SHARE CAPITAL

The paid-up Equity Share Capital as on 31st March 2022 wasRs. 91.67 crore.

During the year under review the Company has not issued shares withdifferential voting rights nor granted stock options nor sweat equity. As of 31stMarch 2022 the details of shareholding in the Company held by the Directors are set outin the Corporate Governance Report forming part of the Board's Report.

INDUSTRIAL RELATIONS

The Industrial Relations continued to be cordial during the year underreview.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

As part of its initiatives under Corporate Social Responsibility (CSR)the Company undertakes projects in the areas of Rural Development Healthcare Education& Skill Development and Research in Healthcare.

These projects are in accordance with Schedule VII of the CompaniesAct 2013. The Report on CSR activities for the financial year 2021-22 is annexed herewithmarked as Annexure - 1 to this Report.

STATUTORY AUDITORS

The Statutory Auditors of your Company namely M/s._S.N. Dhawan &Co. LLP Chartered Accountants were appointed for a period of five years at the AnnualGeneral Meeting held on 26th September 2017 and their term is liable to cometo conclusion from the end of the ensuing 34th Annual General Meeting. YourDirectors recommend re-appointment of Statutory Auditors for a further period of five (5)years from the conclusion of the ensuing 34th Annual General Meeting till theconclusion of the 39th Annual General Meeting subject to the approval ofMembers. The Statutory Auditors have confirmed their eligibility and submitted thecertificate in writing that they are not disqualified to hold the office of the StatutoryAuditor. The report given by the Statutory Auditor on the financial statements of theCompany forms part of the Annual Report. There is no qualification reservation adverseremark or disclaimer given by the statutory auditor in their report. No instances ormatters of fraud have been reported by the Auditors.

COST AUDITORS

Pursuant to Section 148 of the Companies Act 2013 read with theCompanies (Cost Records and Audit) Amendment Rules 2014 the Directors on therecommendation of the Audit Committee appointed M/s_Devarajan Swaminathan and Co. CostAccountants (FRN 100669) to audit the cost accounts of the Company for the financial year2022-23 on a remuneration of Rs._5.50 lakhs.

As required under the Companies Act 2013 the remuneration payable tothe Cost Auditor is required to be placed before the members in a general meeting fortheir ratification. Accordingly a resolution seeking members' ratification for theremuneration payable to M/s Devarajan Swaminathan and Co. Cost Accountants (FRN 100669)is included at Item No. 6 of the Notice convening the Annual General Meeting.

The Company has maintained cost records in accordance with theprovisions of the Companies Act 2013 read with the Companies (Cost Records and Audit)Amendment Rules 2014 in respect of healthcare services.

SECRETARIAL AUDITORS

The Board had appointed M/s RSM & Co. a firm of CompanySecretaries in Practice to conduct Secretarial Audit for the financial year ended 31stMarch 2022. The Secretarial Audit Report for the financial year ended 31st_March 2022 is annexed herewith marked as Annexure - 2 to this Report.

During the period under review the Company has complied with theprovisions of the Act Rules Regulations Guidelines Standards etc. covered under theSecretarial Audit save and except that the Govt. of NCT of Delhi - one of the promotersof the Company have not dematerialized their shareholding in the Company. Requests havebeen made by the Company to the Govt. of NCT of Delhi to get their shareholdingdematerialized.

PARTICULARS REGARDING CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION ANDFOREIGN EXCHANGE EARNINGS AND OUTGO.

Information as required to be disclosed on conservation of energytechnology absorption and foreign exchange earnings and outgo stipulated under Section134(3)(m) of the Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules2014 is annexed herewith marked as Annexure - 3 to this Report

ANNUAL RETURN

In accordance with the provisions of Section 92(3) read with section134(3)(a) of the Companies Act 2013 and Rules framed thereunder an annual return in theprescribed format for the financial year 2021-22 is available on the website of theCompany at https://delhi. apollohospitals.com/annual-report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation of thecontribution made by the employees at all levels towards the continued growth andprosperity of your Company. Your Directors also wish to place on record their appreciationof business constituents banks and other financial institutions the Government of Delhiand shareholders of the Company for their continued support.

For and on behalf of the Board

Jasmine Shah

Chairman

(DIN 08621290)

Place: New Delhi

Date : 8th August 2022

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