Dear Members,
Your Directors are pleased to present the thirty-fifth Annual Report and the audited
financial statements for the financial year ended 31st March 2023.
FiNAN ciAL resULts
(Rs. in crore except per share data)
| Particulars |
FY 2022-23 |
FY 2021-22 |
| Income from Operations |
1098.67 |
888.16 |
| Profit before tax |
117.18 |
79.07 |
| Provisions for Tax |
31.03 |
20.45 |
| Profit for the year |
86.15 |
58.62 |
| Earnings per share |
9.40 |
6.39 |
resULts oF operAtioNs
During the year under review, the Company recorded income from operations Rs. 1098.67
crore against Rs. 888.16 crore in the corresponding period last _scal - an increase of
24%.
The Profit Before Tax for financial year ended 31st March, 2023, stood at
Rs. 117.18 crore as compared to profit of Rs. 79.07 crore for the corresponding period of
the previous year. The Profit After Tax for year ended 31st March, 2023, stood
at Rs. 86.15 crore as compared to a profit of Rs. 58.62 crore for the corresponding period
of the previous year.
trANsFer to reserVes
The Company does not propose to transfer any amount to the General Reserve out of the
amount available for appropriation in the current year.
Divident
The Board of Directors have recommended a dividend of Rs. 3.00 per equity share (30% on
face value of Rs. 10 per share) on the paid-up equity share capital of the company for the
financial year ended 31st March, 2023, amounting to Rs. 27.50 crores, which if
approved, at the forthcoming Annual General Meeting on 21st September, 2023,
will be paid to those shareholders whose names appear in the Register of Members as at the
closing hours of business on 21st September 2023. In respect of shares held in
electronic form, the dividend will be paid on the basis of beneficial ownership furnished
by the depositories viz., NSDL and CDSL for this purpose. In view of the changes made
under the Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by
the Company shall be taxable in the hands of the shareholders. Your Company shall,
accordingly, make the payment of the dividend after deduction of tax at source.
Divident Distribution Policy
The Board approved and adopted a dividend distribution policy which is posted on the
Companys website at
https://delhi.apollohospitals.com/pdf/Dividend-Distribution-Policy.pdf
The state of Company Affairs
The financial year 2022-23 was a year of reset for both, the clinical services, and the
infrastructure. The hospital introduced a slew of differentiated clinical programmes
including Structural Heart Diseases, minimally invasive and Robotic Cardiac Surgeries,
Leadless pacemakers, Cardio-diagnostics like Cardiac MRI and niche Gastroenterological
procedures like Third space endoscopy.
Several complex procedures were performed by our team of clinicians, bringing respite
to many chronically ill patients and their families. A 75-year-old post CABG patient
successfully underwent TAVR, while a Pakistani teenager with a 90-degree bend in the neck,
was successfully treated. Multiple cases of Total Hip replacements and many cases of
complicated congenital heart diseases were carried out successfully by our team of
doctors. During the year under review, the following rare procedures were performed at the
hospital: -
A 71-year-old-male, diagnosed as a case of localized adenocarcinoma prostate, underwent
a successful nerve sparing robotic radical prostatectomy with amniotic nerve wrap with
bilateral pelvic lymph node dissection.
A 61-year-old female patient successfully underwent a transcatheter mitral valve
replacement (TMVR).
A 64-year-old male from Fiji underwent Robotic assisted total arterial triple vessel
coronary artery bypass surgery.
A 28-year-old young man from Oman was treated successfully for a deformity in his left
knee using 3-D printing technology.
A 21-year-old male underwent a successful Robot assisted Trans-Oral surgery to remove a
large parapharyngeal space tumour (tumour in the deep tissues of the neck, nerves, lymph
nodes, and parts of the salivary gland).
A total hip arthroplasty was successfully performed on a 50-year-old. The patient was
suffering with an extremely rare condition of ‘Primary Synovial chondromatosis of the
Hip.
Several new equipment were added to the hospitals arsenal. The most significant
investment being the ZAP-X Gyroscopic Radiosurgery system. To accommodate the increasing
number of clinical services and to better patient experience, the hospital undertook a
series of transformative infrastructural revamp projects including cohorting all operating
theatres, creating a cohorted endoscopy suite, new dialysis suite, new international
patient lounge and new Oncology OPD.
A biomethanation plant is being set-up with a capacity of 1 Ton to enable in-house
treatment of Food, Kitchen, and Biomass waste and convert the waste into Biogas and
Organic Manure.
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
Association of Healthcare Patient Friendly Hospital Providers (India)
Consortium of Accredited Certificate of Achievement for best Healthcare Organizations
practices on medication safety (CAHO) D L Shah Award Call-a-cab The Week Best private
multispecialty hospital in Delhi Quality Council of India For best practices
implementation in Quality: An Eye on Insulin For Innovation in Service Technology-
‘Unleashing the power of Technology with Nurses
On a Public Interest Litigation (PIL) regarding free treatment in the hospital, the
Honble Delhi High Court vide its order dated 22nd September, 2009, has held
that free treatment provided by the hospital shall be inclusive of medicines and
consumables.
The Company has filed a Special Leave Petition (SLP) before the Honble Supreme Court
of India challenging the order of the Honble Delhi High Court. The Honble Supreme Court
has admitted the SLP and has passed an interim order on 30th November, 2009,
pursuant to which, the Company has been providing free treatment to the patients referred
by the Government of NCT of Delhi and has been charging only for medicines & medical
consumables. The financial impact in the matter can be quantified only after the final
decision by the Honble Supreme Court of India.
The Directorate of Health Services, Government of NCT of Delhi, has appointed a Nodal
Medical Officer to be permanently stationed in the Hospital to support, guide and monitor
the treatment of patients referred by the Government.
The Company has moved an Interlocutory Application before the Honble Supreme Court
seeking direction that the conditions relating to provision of free 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 of other hospitals.
Additionally, the Company has also made representations before the Government of NCT of
Delhi to allow the Company to extend free treatment including medicines and consumables up
to 10% IPD and 25% OPD as applicable to other hospitals.
During the year, a total of 37207 patients (33490 Out Patients and 3717 In Patients)
were treated under the free category.
Material Changes Affecting the Finanancial position of the company
No material change and commitment affecting the financial position of the Company, has
occurred between the financial year ended on 31st March, 2023, and the date of
the Report. There has been no change in the nature of business of the Company.
sUBsiD iAries, JoiNt VeN tUres AND AssociAte coMpANies
The Company has no subsidiaries or associate companies. Also, it does not have any
joint venture operation with any other entity.
corporAte GoVerNAN ce
The Company is committed to maintain the highest standards of corporate governance and
adhere to the corporate governance requirements set out by SEBI. The Report on corporate
governance as required under the Listing Regulations, forms an integral part of this
Report. The requisite certificate from Mr. Baldev Singh Kashtwal, Practicing Company
Secretary, confirming the compliance with the conditions of corporate governance is
attached to the Report on Corporate Governance.
MANAGeMe Nt DiscUssioN AND ANALYsis Report
Management Discussion and Analysis Report for the year under review, as stipulated
under Regulation 34 of the Listing Regulations, forms an integral part of this Report.
BUsiNess respoNsiBiLitY & sUstAiNABiLitY Report
In terms of the provisions of the Listing Regulations, the Business Responsibility
& Sustainability Report is not applicable to the Company.
seXUAL HArAssMeN t
The Company has adopted a policy on prevention, prohibition and redressal of sexual
harassment at the workplace in line with the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and the rules framed
thereunder. The Company has an Internal Complaints Committee for providing a redressal
mechanism pertaining to sexual harassment of women employees at the work place. During the
year, nine complaints were received under the policy and all of them were disposed_off.
ViGiL MecHANisM / WHistLe BLoWer poLicY
The Company has established a vigil mechanism for Directors and Employees to Report
their genuine concerns, the details of which are given in the Corporate Governance Report.
The Whistle Blower Policy may be accessed on the Companys website on the https://delhi.
apollohospitals.com/wp-content/uploads/2021/08/ Whistle-Blower-Policy.pdf During the year,
no matter or incident has been received under the Whistle Blower Policy of the Company.
pArticULArs oF LoANs GiVeN, iNVestMeNts MADe, GUArANtees GiVeN AND secUrities proViDeD
During the year, the Company has not given any loan or made an investment, nor given
any guarantee in terms of Section 186 of the Companies Act, 2013.
Deposits
During the year, the Company has not accepted any deposit as contemplated under Chapter
V of the Companies Act, 2013.
Directors AND KeY MANAGeriAL persoNNeL
Board c omposition and independent Directors
As on 31st March 2023, the Board consisted of the Non-Executive Chairman,
one Executive Director, six Non-Executive Directors and nine Independent Directors.
Independent directors are appointed, based on the recommendation of the Nomination and
Remuneration Committee, for a term of five years and are not liable to retire by rotation.
In the opinion of the Board, the Independent Directors fulfil the conditions specified in
the Listing Regulations and are independent of the management.
All Independent Directors have given their declarations that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, 2013, and Regulation
16(b) of the SEBI Listing Regulations.
In the opinion of the Board, the Independent Directors possess the requisite expertise
and experience and are persons of high integrity and repute. They fulfill the conditions
specified in the Act and the Listing Regulations and they are independent of the
management.
retirement by rotation
Pursuant to Section 152 of the Companies Act 2013, Ms. Suneeta Reddy and Dr. Sangita
Reddy, Directors, retire by rotation at the ensuing Annual General Meeting and being
eligible, have offered themselves for re-appointment. Based on the outcome of the
performance evaluation process, the Board recommends their reappointment. The notice
convening the AGM, to be held on 21st September, 2023, sets out the relevant
details.
change in Board composition
Mr. Udit Prakash Rai - Non-Executive - Non-Independent Director, has resigned, as a
Director of the Company, w.e.f. 4th August, 2023, due to his personal reasons.
Key Managerial personnel
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key
Managerial Personnel of the Company are Mr. Shivakumar Pattabhiraman - Managing Director,
Mr. C.P. Tyagi - Chief Financial Of_cer and Mr. Priya Ranjan - Associate Vice President -
Corporate Affairs &_Legal.
BoArD eVALUA tioN
Pursuant to the provisions of the Companies Act, 2013, and in terms of Regulation
17(10) of the SEBI Listing Regulations, the Board has carried out an annual performance
evaluation of its own performance, the Directors individually as well as the working of
the Committees. The manner in which the evaluation has been carried out has been
enumerated in the Corporate Governance Report.
NoMiNAtioN AND reMUNerAtioN poLicY
The Board has, on the recommendation of the Nomination and Remuneration Committee,
approved a policy for selection and appointment of Directors, Senior Management team and
their remuneration. Note on the Nomination and Remuneration Policy is mentioned in the
Corporate Governance Report.
MeetiNGs oF tHe BoAr D
The Board met four times during the financial year, the details of which are given in
the Corporate Governance Report. The intervening gap between the Meetings was within the
period prescribed under the Companies Act, 2013, read with the Listing Regulations.
risK MANAGeM eNt
The Board of Directors had constituted a Risk Management Committee to identify elements
of risk in different areas of operations and to develop a policy for actions associated to
mitigate the risks. The Committee on a timely basis informed the members of the Board
about risk assessment and minimization procedures. In the opinion of the Committee, there
was no risk that may threaten the existence of the Company. The details of the Risk
Management Committee are included in the Corporate Governance Report.
i N terNAL FiNANciAL coNtroLs AND tH eir ADeQUAcY
The Company has an Internal Control System, commensurate with the size, scale and
complexity of its operations.
To maintain its objectivity and independence, the Internal Audit function Reports to
the Audit Committee. The details of the internal control system and its terms of reference
are set out in the Management Discussion and Analysis Report forming part of the Boards
Report.
The Board of Directors has laid down internal financial controls to be followed by the
Company and the policies and procedures to be adopted by the Company for ensuring the
orderly and efficient conduct of its business, including adherence to the Companys
policies, the safeguarding of its assets, prevention and detection of frauds and errors,
the accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information. The Audit Committee evaluates the internal financial
control systems periodically.
siGNiFicANt AND MAteriAL orDers pAsseD BY tH e re GULAtors or coUrts
There are no significant material orders passed by the Regulators / Courts which would
impact the going concern status of the Company and its future operations.
Directors respoNsiBiLitY stAteMeNt
Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors to the
best of their knowledge hereby state and confirm: a. that in the preparation of the annual
financial statements for the year ended 31st March, 2023, the applicable
accounting standards have been followed along with proper explanations relating to
material departures, if any; b. that such accounting policies have been selected and
applied consistently, and judgement and estimates have been made that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company as at 31st
March, 2023, and of the profit of the Company for the year ended on that date; c. that
proper and sufficient care has been taken for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013, for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities; d.
that the annual financial statements have been prepared on a going concern basis; e. that
proper internal financial controls were in place and that the financial controls were
adequate and were operating effectively; f. that systems to ensure compliance with the
provisions of all applicable laws were in place and were adequate and operating
effectively.
coNtrActs AND Arr ANGeMeN ts WitH reLAteD pArties
All contracts / arrangements / transactions entered by the Company during the financial
year with related parties were in the ordinary course of business and on an arms length
basis. During the year, the Company has not entered into any contract / arrangement /
transaction with related parties which could be considered material in accordance with the
policy of the Company on materiality of related party transactions.
The policy on materiality of related party transactions as approved by the Board may be
accessed on the Companys website at https://delhi.apollohospitals.com/
pdf/Policy-on-Materiality-of-Related-Party-Transactions-and-Dealing-with-Related-Party-Transactions.pdf
Your Directors draw the attention of the members to Notes to the financial statements
which sets out related party disclosures. None of the Directors have any pecuniary
relationships or transactions vis-a-vis the Company save and except to the extent as set
out in the related party disclosures.
pArticULArs oF eMpLoYees AND reMUNerAtioN DiscLosU res
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as
amended, a statement showing the names and other particulars of the employees drawing
remuneration in excess of the limits set out in the said rules are provided in the Annual
Report, which forms part of this Report. Disclosures relating to remuneration and other
details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are also provided in
the Annual Report, which forms part of this Report. However, having regard to the
provisions of Section 136(1) read with the relevant provisions of the Companies Act, 2013,
the Annual Report excluding the aforesaid information is being sent to the members of the
Company. The said information is available for inspection at the Registered Office of the
Company during working hours. Any member interested in obtaining such information may
write to the Company Secretary and the same will be furnished free of cost.
sHAre cApitAL
The paid-up Equity Share Capital as on 31st March, 2023, was Rs. 91.67
crore.
During the year under review, the Company has not issued shares with differential
voting rights nor granted stock options nor sweat equity. As of 31st March,
2023, the details of shareholding in the Company held by the Directors are set out in the
Corporate Governance Report forming part of the Boards Report.
creDit rAtiNGs
During the year ended 31st March, 2023, ICRA has given long-term credit
ratings of [ICRA]AA (pronounced ICRA
Double A) and short-term rating of A1+ (pronounced ICRA A one plus) for Rs. 55.00 crore
bank facilities and short-term rating of A1+ (pronounced ICRA A one plus) for enhanced
bank facilities of Rs. 7.50 crore.
Also, the ICRA has given short term credit ratings of [ICRA]A1+ (pronounced ICRA A One
Plus) for Commercial Paper to the Company.
NDU i striAL reLAtioNs
The Industrial Relations continued to be cordial during the year under review.
corporAte sociAL respoNsiBiLitY N i itiAtiVes
As part of its initiatives under Corporate Social Responsibility (CSR), the Company has
undertaken projects in the areas of Rural Development, Healthcare, Education & Skill
Development and Research in Healthcare.
These projects are in accordance with Schedule VII of the Companies Act, 2013. The
Report on CSR activities for the financial year 2022-23 is annexed herewith marked as
Annexure - 1 to this Report.
stAtUtorY AUDitors
The Members at the Annual General Meeting held on 23rd September, 2022, had
approved the re-appointment of Statutory Auditors of your Company namely, S.N. Dhawan
& CO LLP, Chartered Accountants, for the second and final term of five consecutive
years, to hold of_ce from the conclusion of the 34th Annual General Meeting
till the conclusion of the 39th Annual General Meeting to be held in the year
2027.
The Report given by Statutory Auditors on the financial statement of the Company for
the financial year 2022-23 is part of the Annual Report. The Notes on the financial
statements referred to in the Auditors Report are self-explanatory and do not call for
any further comments. The Auditors Report on the financial statements of the Company for
the financial year ended 31st March, 2023, is unmodi_ed i.e. it does not
contain any quali_cation, reservation or adverse remark.
cost AUDitors
Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost
Records and Audit) Amendment Rules, 2014, the Directors on the recommendation of the Audit
Committee, appointed M/s Devarajan Swaminathan and Co., Cost Accountants (FRN 100669) to
audit the cost accounts of the Company for the financial year 2023-24 on a remuneration of
Rs. 6.50 lakhs.
As required under the Companies Act, 2013, the remuneration payable to the Cost Auditor
is required to be placed before the members in a general meeting for their rati_cation.
Accordingly, a resolution seeking members rati_cation for the remuneration payable to
M/s_Devarajan Swaminathan and Co., Cost Accountants (FRN 100669) is included at Item No. 5
of the Notice convening the Annual General Meeting.
The Company has maintained cost records in accordance with the provisions of the
Companies Act, 2013, read with the Companies (Cost Records and Audit) Amendment Rules,
2014, in respect of healthcare services.
secretAriAL AUDitors
The Board had appointed M/s RSM & Co., a firm of Company Secretaries in Practice,
to conduct Secretarial Audit for the financial year ended 31st March, 2023. The
Secretarial Audit Report for the financial year ended 31st March, 2023, is
annexed herewith marked as Annexure - 2, to this Report.
During the period under review, the Company has complied with the provisions of the
Act, Rules, Regulations, Guidelines, Standards etc. and the same is covered under the
Secretarial Audit Report, save and except that the Govt. of NCT of Delhi - one of the
promoters of the Company, have not dematerialized their shareholding in the Company.
Requests have been made by the Company to the Govt. of NCT of Delhi to get their
shareholding dematerialized.
ReportiNG oF FrAUD s BY AUDitors
During the year under review, neither the statutory auditors nor the secretarial
auditor has Reported to the Audit Committee, under Section 143 (12) of the Companies Act,
2013, any instances of fraud committed against the Company by its officers or employees.
otH er DiscLosUres
a. During the year, the Company had complied with the applicable, Secretarial Standards
relating to "Meetings of the Board of Directors" and "General
Meetings" during the year. b. There are no proceedings initiated/pending against your
Company under the Insolvency and Bankruptcy
Code, 2016, which materially impact the business of the Company. c.
TherewerenoinstanceswhereyourCompanyrequired the valuation for one time settlement or
while taking loans from the Banks or Financial Institutions.
pArticULArs reGArD iNG coNserVA tioN oF e NerGY, tecHNoLoGY ABsorptioN AND ForeiGN
eXcHANGe eArNiNGs AND oUtG o.
Information as required to be disclosed on conservation of energy, technology
absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of
the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is
annexed herewith marked as Annexure - 3 to this Report.
ANNUAL retU rN
In accordance with the provisions of Section 92(3) read with section 134(3)(a) of the
Companies Act, 2013, and Rules framed thereunder, an annual return in the prescribed
format for the financial year 2022-23 is available on the website of the Company at
https://delhi. apollohospitals.com/investor-relations/
AcKNoWLeDGeMeNt
Your Directors wish to place on record their sincere appreciation of the contribution
made by the consultant doctors and the employees at all levels, towards the continued
growth and prosperity of your Company.
Your Directors also wish to place on record their appreciation of business
constituents, bankers and other financial institutions, the Government of NCT of Delhi and
shareholders of the Company for their continued support.
For and on behalf of the Board |
Jasmine Shah |
Chairman |
(DIN 08621290) |
Place: New Delhi |
Date : 4th August, 2023 |
+91-9892691696
