I INDRAPRASTHA Apollo Hospitals touching lives Heal the world 16th Annual Report 2003-2004 \ Indraprastha Medical Corporation Limited
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I
INDRAPRASTHAApollo Hospitalst o u c h i n g l i v e s
Heal the world
16 th A n n u a l Re p o r t 2 0 0 3 - 2 0 0 4 \
Indraprastha Medical Corporation Limited
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BOARD OF DIRECTORS
Shri S Regunathan(Chairman)
Dr. Prathap C Reddy(Vice Chairman)
Shri Anil ThadaniShri Atmaram JatiaShri Banwari Lai JatiaDr. B.VenkataramanShri Deepak Vaidya(Alternate to Shri Anil Thadani)Shri M.K. BezboruahShri Prem PandhiShri S.P. AggarwalShri Satpal Arora (IFCI nominee)Ms. Suneeta Reddy(Alternate to Shri Atmaram Jatia)Lt. General Vijay Lall, PVSM, AVSM, ADC (Retd.)Ms. Anne Marie Moncure
EXECUTIVE VICE PRESIDENT
Shri V.J. Chacko
SENIOR GENERAL MANAGER CUMCOMPANY SECRETARY
Shri A.K. Singhal
REGISTERED OFFICE &HOSPITAL COMPLEX
Sarita Vihar,Delhi-Mathura Road,New Delhi-110 044
AUDITORS
M/s S.C. Vasudeva & Co.Chartered AccountantsNew Delhi
BANKERS
Oriental Bank of CommerceICICI Bank LimitedThe Jammu & Kashmir Bank LimitedUTI Bank LimitedCiti Bank, N.A.HSBC Limited
Place: New DelhiDate : 26th July, 2004
CONTENTS
Notice 1
Directors' Report 9
Management Discussion andAnalysis Report 13
Report on Corporate Governance 15
Auditors' Report 21
Balance Sheet 24
Profit & Loss Account 25
Schedules 26
Cash Flow Statement 34
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NOTICE
Notice is hereby given that the Sixteenth AnnualGeneral Meeting of Indraprastha MedicalCorporation Limited will be held on Tuesday,31st August, 2004 at 11.00 a.m. at FICCI GoldenJubilee Auditorium, Federation House, TansenMarg, New Delhi - 110001, to transact the followingbusiness:
ORDINARY BUSINESS:
1. To receive, consider and adopt the AuditedBalance Sheet as at 31st March, 2004 and theProfit & Loss Account for the year ended onthat date together with the Report of Directors'and Auditors' thereon.
2. To declare dividend on shares.
3. To elect a Director in place of Shri Banwarilal Jatiawho retires by rotation and being eligible, offershimself for re-election.
4. To elect a Director in place of Dr. B. Venkataramanwho retires by rotation and being eligible, offershimself for re-election.
5. To elect a Director in place of Lt. Gen. Vijay Lall,PVSM, AVSM, ADC (Retd.) who retires byrotation and being eligible, offers himself forre-election.
6. To consider and, if thought fit, to pass, with orwithout modifications, the following resolutionas " Special Resolution":
"RESOLVED THAT pursuant to the provisionsof Section 224A and other applicableprovisions, if any, of the Companies Act, 1956,M/s. S.C. Vasudeva & Co., CharteredAccountants, be and is hereby appointed asAuditors of the Company to hold office fromthe conclusion of this Annual General Meetingof the Company until the conclusion of the nextAnnual General Meeting of the Company at aremuneration of Rs. 5.25 lacs plus out of pocketexpenses."
SPECIAL BUSINESS
7. To consider and, if thought fit, to pass with orwithout modification (s), the following resolutionas a "Special Resolution".
"RESOLVED THAT subject to the provisions ofthe Companies Act, 1956, (including anystatutory modification(s) or re-enactmentsthereof for the time being in force and as may
be enacted herein after), Securities Contracts(Regulation) Act, 1956 and rules framed thereunder, SEBI (Delisting of Securities) Guidelines,2003, Listing Agreements and all otherapplicable laws, rules, regulations andguidelines and subject to such approval(s),permission(s) and sanction(s) as may benecessary and subject to such condition(s) andmodification(s) as may be prescribed/imposedby any authority while granting suchapproval(s), permission(s) and sanction(s)which may be agreed to by the Board ofDirectors of the Company (hereinafter referredto as "the Board" which term shall be deemedto include any Committee thereof or any otherperson authorized by the Board of Directors)the consent of the Company be and is herebyaccorded to the Board to get the equity sharesof the Company delisted from the Delhi StockExchange Association Limited". (DSE)
8. To consider and, if thought fit, to pass with orwithout modification(s), the following resolutionas a "Special Resolution".
"RESOLVED THAT in accordance with theprovisions of the Section 269 read withSchedule XIII and other applicable provisions,if any, of the Companies Act, 1956 and subjectto such other approvals as may be necessary,the Company hereby accords its approval forthe appointment of Sh. V.J. Chacko as"Manager" in terms of Section 2(24) of theCompanies Act, 1956, (designated asExecutive Vice President) for a period of oneyear effective from 3rd February, 2004, on theterms and conditions as given below. However,Sh. V.J. Chacko shall vacate the office of'Manager', if and when, the Managing Directorjoins the Company.
Terms & Conditions: -
a. Salary : Rs. 1,25,000/- per month.b. Housing: Rent Free Accommodation.c. Medical Reimbursement: Reimbursement of
Medical Expenses for self and family subjectto a ceiling of Rs. 50.000/- in a year.
d. Leave Travel Concession: For self and familyonce in a year subject to a ceiling ofRs. 50,0007-.
e. Club Fees: Fees of one club excludingadmission and life membership fee.
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f. Personal Accident Insurance: Premiumnot exceeding Rs. 5,000/- (Rupees FiveThousand only).
g. Privilege leave, sick leave and all otherfacilities / benefits according to the Rules ofthe Company. Leave accumulated but notavailed of can be encashed at the end ofthe tenure.
h. Conveyance: Free use of Company car withdriver.
i. Telephone: Free telephone facility atresidence.
j. In the absence or inadequacy of profits inany financial year, the remuneration payableto the "Manager" by way of salary andperquisites shall not exceed the maximumlimits prescribed under Schedule XIII to theCompanies Act, 1956."
9. To consider and, if thought fit, to pass with orwithout modification(s) the following resolutionas an "Ordinary Resolution".
"RESOLVED THAT Shri S Regunathan be andis hereby appointed as Director of theCompany, who shall be liable to retire byrotation."
10. To consider and, if thought fit, to pass with orwithout modification(s) the following resolutionas an "Ordinary Resolution".
"RESOLVED THAT Ms. Anne Marie Moncure beand is hereby appointed as Director of theCompany, who shall be liable to retire byrotation."
11. To consider and, if thought fit, to pass with orwithout modification(s) the following resolutionas an "Special Resolution".
"RESOLVED THAT subject to the provisions ofSection 198, 269, 309 read with Schedule XIIIand other applicable provisions, if any, of theCompanies Act, 1956 and subject to theapproval of the Central Government and suchother approvals as may be necessary, theCompany hereby accords its approval for theappointment of Ms. Anne Marie Moncure asManaging Director of the Company for a periodof 3 years effective from the date of her joiningthe Company on the remuneration and termsand conditions as given below:-
A. Salary
a) Basic Salary:-Rs. 3,15,000/- (Rupees ThreeLakh Fifteen Thousand only) per month.
b) Performance bonus as may be decided bythe Board subject to a ceiling of 40% ofthe basic salary.
B. Perquisites
a) Rent free furnished accommodationalongwith the benefits of gas, fuel, water,electricity, telephone/fax and watchman asalso upkeep and maintenance of thefurnished accommodation; the cost ofwhich shall not exceed Rs. 80.000/- permonth; the taxable perquisite value of suchaccommodation and its upkeep andmaintenance will be evaluated inaccordance with the provisions of theIncome Tax Rules, 1962. Personal longdistance calls will be billed to Ms. AnneMarie Moncure.
b) Free use of Company car with chauffer; therunning and maintenance expenses of carincluding salary of chauffer shall notexceed Rs. 15,0007- per month; the taxableperquisite value for private use to beevaluated in accordance with the Income-tax Rules, 1962.
c) Fee of one club subject to a maximum ofRs. 2,0007- per month.
d) Reimbursement of Professionalmembership fee subject to a maximum ofRs. 12,0007- per month; the taxableperquisite value to be evaluated inaccordance with the Income-tax Rules,1962.
e) Reimbursement of business class air ticketonce a year to United States of Americafor self and family; the taxable perquisitevalue to be evaluated in accordance withthe Income-tax Rules, 1962.
f) Group Medical Insurance for self andfamily; premium not exceeding Rs. 2,0007-per month.
g) Group Personal Accident Insurancepremium not exceeding Rs. 10007- permonth.
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C. Others
a) Reimbursement of expenses on travelingfor self and family and transportation ofpersonal effects on joining duty and uponcompletion of tenure.
b) Sign in bonus of US $ 5,000 payable onacceptance of appointment.
c) Notice for separation - either party shallbe at liberty to terminate the appointmentwith three months notice in writing to theother or payment of salary in lieu of noticeperiod.
d) Contribution to Provident Fund as per therules of the Company.
e) Privilege Leave, Sick Leave and all otherfacilities / benefits according to the rulesof the Company. Leave accumulated butnot availed of can be encashed at the endof the tenure.
f) Ms. Anne Marie Moncure will not be entitledto sitting fee for meeting of the Board/Committee of the Board attended by her.
D. Minimum Remuneration
In the absence or inadequacy of profits in anyfinancial year during the currency of tenure of theManaging Director, the Company shall pay theabove-mentioned amount of remuneration andbenefits to Ms. Anne Marie Moncure as minimumremuneration.
By order of the Board
for Indraprastha Medical Corporation Limited
Place: New DelhiDate: 26th July, 2004
NOTES
A.K. SINGHALSenior General Manager-cum-Company Secretary
1. The relevant Explanatory Statement pursuantto Section 173 (2) of the Companies Act, 1956is annexed hereto.
2. A member entitled to attend and vote at themeeting is entitled to appoint a Proxy to attendand vote at the meeting instead of himself andthe Proxy need not be a Member of the Company.
The instrument appointing proxy, in order to beeffective, must be deposited at the RegisteredOffice of the Company at least 48 hours beforethe commencement of the meeting.
3. The Register of Members and Share TransferBooks of the Company shall remain closed fromFriday, 20th August, 2004 to Tuesday,31st August, 2004 (both days inclusive).
4. Dividend, if declared, will be paid to thosemembers whose name stand registered on theCompany's Register of Members:-a) as Beneficial owners as at the end of
the business on 19th day of August, 2004as per the lists to be furnished byNational Securities Depository Limited andCentral Depository Services (India) Limitedin respect of the shares held in demat formand
b) as Members in the Register of Members ofthe Company after giving effect to valid sharetransfers in physical form lodged with theCompany before 20th August, 2004.
5. a) To avoid the incidence of fraudulentencashment of the Dividend warrants,Members are requested to intimate theCompany under the signature of the Sole/First Joint holder, the following information,so that the Bank Account Number andName and Address of the Bank can beprinted on the Dividend Warrant:-
1) Name of Sole/First Joint Holder andFolio No.
2) Particulars of Bank Account, viz.i) Name of the Bankii) Name of Branchiii) Complete address of the Bank with
Pin Code Numberiv) Account Type, whether savings
(SB) or Current Account (CA)v) Bank Account Number allotted by
the Bank.
b) Shareholders desirous of availing thefacilities of Electronic Credit of Dividend arerequested to submit ECS form duly filledin. ECS form can be obtained from theRegistered Office of the Company.
c) Members who hold shares in thedematerialized form, want to change/correct the bank account details shouldsend the same immediately to the
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concerned Depository Participant. TheCompany will not entertain any directrequest from members for deletion/changein the Bank Account details furnished byDepository Participants to the Company.
6. Non-Resident Shareholders are requested toinform immediately:-
a) The change in the residential status onreturn to India for permanent settlementand
b) The particulars of NRE Account with a Bankin India, if not furnished earlier
7. Members who have not encashed the dividendwarrant(s), so far for the financial year ended31st March, 2001, 31st March, 2002 and31st March, 2003 are requested to make theirclaim to the Secretarial department at theRegistered Office of the Company at New Delhi.
8. As per the provisions of the Companies Act,1956, as amended, facility for makingnominations is available to INDIVIDUALSholding shares in physical form. TheNomination can be made in Form- 2B, whichcan be obtained from the Registered Office ofthe Company.
9. Members holding shares in physical form arerequested to notify immediately the change intheir address, if any, at the Registered Officeof the Company.
10. Shareholders seeking any information withregard to accounts are requested to write tothe Company at least seven days in advanceso as to enable the Company to keep theinformation ready.
11. Members are requested to bring their copy ofAnnual Report and Attendance Slip duly filledat the meeting.
EXPLANATORY STATEMENT PURSUANT TOSECTION 173 (2) OF THE COMPANIES Act, 1956
ITEM NO. 3, 4 & 5A brief resume of the Director's offering themselvesfor re-election is given below.
Sh. Banwarilal Jatia
Sh. Banwarilal Jatia, aged 60 years, is a commerceand law graduate with rich and varied experiencein managing business in various Industries likechemicals, paper, textiles, food processing andmining besides international trade.
He is Chairman and Managing Director ofHardcastle & Waud Mfg. Co. Ltd. and also a Directorof Hardcastle Restaurants Pvt. Ltd (which isoperating a chain of McDonald's Quick ServiceRestaurants in Western India), Vishwas Investment& Trd. Co. Pvt. Ltd., Horizon Impex Pvt. Ltd.,Saubhagya Impex Pvt. Ltd., Subh Ashish Exim Pvt.Ltd., Anand Veena Twisters Pvt. Ltd., Achal EximPvt. Ltd., Vandeep Tradelinks Pvt. Ltd., AcaciaImpex Pvt. Ltd., Akshay Ayush Impex Pvt. Ltd. andTriple A Foods Pvt. Ltd.
Sh. Jatia is the Chairman of Share TransferCommittee of Hardcastle & Waud Mfg. Co. Ltd.
Except Shri Banwarilal Jatia no other Director isinterested in the aforesaid resolution.
Dr. B.Venkataraman
Dr. B.Venkataraman, aged 78 years, is a formermember of the Indian Administrative Service. Hehas extensive experience in administration atvarious and widely spread levels, having heldseveral senior posts both in the State Governmentand also in the Government of India, amongst whichare Additional Chief Secretary (in which capacityhe was in charge of the Department of Healthamong others), Member, Board of Revenue, ChiefSecretary, apart from heading as Chairman ofpublic sector undertakings like the State IndustrialDevelopment Corporation, State MiningCorporation and State Forest DevelopmentCorporation. In the Government of India, he hashad almost a decade of experience in the Ministryof Home Affairs and later held the post of Secretaryto the Government of India, in the Ministry of Tourismand Civil Aviation, in which capacity he wasconnected with airport expansions, in India andabroad, introduction of Travel circuits in India fortourism promotion including the concept of thePalace on Wheels, introduced by him and had closeconnection with sanctions and execution of anumber of hotels in Delhi like the Taj Palace,Sheraton Towers, Surya Sofitel, Le Meridien, Hiltonamong others in Delhi, apart from a number ofhotels in the rest of the country.
He was Director for a spell of five years on the IndianNational Trust for Art and Cultural Heritage,concerned with the conservation of the Varanasiand Mathura Brindavan heritage regions.
He is a Doctor of Literature (D.Litt) and is an authorof repute of a number of books relating to and onHeritage of India with reference to peninsular India.
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He is also a Director of C.J. International Ltd.,(Le Meriden) and South Asia Enterprises Ltd.
He is also a member of Audit Committee ofC.J. International Ltd.
Except Dr. B.Venkataraman no other Director isinterested in the aforesaid resolution.
Lt. Gen. Vijay Lall, PVSM, AVSM, ADC (Retd.)
Lt. General (Retd.) Vijay Lall, aged 62 years is anMBA with distinction. He served the Indian Armyfor forty years in various vital assignments andretired as Director General Ordnance Services &Senior Colonel Commandant, AOC. He had overhundred independent establishments all over thecountry employing 1 Lakh Civilian and Militarypersonnel. His vast and multitudinal experience inLogistics, Human Resource Management;particularly of civilians, Education and Training wonhim many laurels. In his early years, he was selectedby a foreign Govt. and had the unique honour ofheading an independent foreign defenceorganisation for two years.
As President (Mayor) of a large cantonment hemade valuable contribution towards improving thequality of life & civic amenities, which wereapplauded by the Govt., media & the citizens. Asthe head of The College of Materials Management(which imparts integrated management educationto foreign and Indian students) & Dean ofManagement, Jabalpur University, he dedicatedlypersevered and got the institution 'Golden PeacockNational Training Award' from the Deputy PrimeMinister and recognition as a 'Center of Excellence'.He was specially selected on a number ofgovernmental studies/researches for streamlininglogistics, human resource development and supplychain management, which led to immense savingsto the government exchequer besides improvingthe efficiency all round.
He was decorated/conferred with numeroushonours & awards, Hon. ADC to President of India,PVSM [Param Vishisht Seva Medal (forDistinguished Services of the Most ExceptionalOrder to nation) AVSM [Ati Vishisht Seva Medal] bythe President of India, Commendation of the Chiefof Army Staff, Distinguished fellowship of theInstitute of Directors (World Quality Council) & theIndian Institute of Materials Management. He wasdeclared 'Man of the Year 2000': by ABI, USA.
He is also a Fellow of the British Institute ofManagement and is also on the Executive Councilof the American Institute of Management.
Lt. General (Retd.) Vijay Lall does not hold the officeof Director in any other Company.
Except Lt. General (Retd.) Vijay Lall, no otherDirector is interested in the aforesaid resolution.
ITEM NO. 7The equity shares of the Company are presentlylisted on the following three Stock Exchanges: -
1) The Delhi Stock Exchange AssociationLimited (DSE)
2) The Stock Exchange, Mumbai (BSE)3) The National Stock Exchange of India
Limited (NSE)
With the extensive networking of the BSE andNSE and the extension of the BSE/NSE terminalsto other cities as well, Investors have access toonline dealings in the Company's equity sharesacross the country. The bulk of the trading in theCompany's equity shares take place on the BSEand the NSE.
There is no trading of shares at DSE almost for thelast two years. It is felt that continued listed at DSEdoes not provide any significant tangible advantageto the members of the Company.
The Securities & Exchange Board of India (SEBI)had notified "Delisting of Securities Guidelines -2003" ("the Guidelines"). As per the Guidelines, aCompany may seek voluntary delisting of itssecurities from all or some of the Stock Exchangesand further that an exit opportunity is not requiredto be provided to the members in case where suchsecurities continue to be listed at a Stock Exchangehaving nation wide trading terminals i.e. the StockExchange, Mumbai, the National Stock Exchangeof India Ltd. and any other Stock Exchange(s) thatmay be specified by SEBI in this regard.
The voluntary delisting of the equity shares of theCompany from DSE will not adversely affect anyinvestor including the members located in theregion where the said Stock Exchange is situated.
Your Directors recommend the Special Resolutionfor approval of members.
None of the Directors is concerned or interested inthe said resolution.
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ITEM NO. 8 ITEM NO. 9
The members had approved the appointment ofDr. Yogi Mehrotra as Managing Director of theCompany for a period of two years effective from14th December, 2002, in the Annual GeneralMeeting held on 2nd September, 2003.
Dr. Yogi Mehrotra passed away on 3rd February,2004.
As an interim arrangement, the Board of Directorshad appointed Sh. V.J. Chacko, as 'Manager'(designated as Executive Vice President) in termsof Section 2(24) of the Companies Act, 1956, for aperiod of one year effective from 3rd February, 2004.However, Sh. V.J. Chacko would vacate the officeof Manager if and when the Managing Director joinsthe Company. The terms of remuneration ofSh. V.J.Chacko has the approval of theRemuneration Committee and are within the limitsprescribed under Schedule XIII to the CompaniesAct, 1956.
The appointment of and payment of remunerationto Sh. V.J.Chacko requires the approval of theshareholders in General Meeting. Since,Sh. V.J.Chacko is above the age of 70 years, theapproval of the shareholders is being sought byway of special resolution.
Sh. V.J.Chacko, aged 77 years, is a CharteredAccountant by profession and posses over 50 yearsof managerial and administrative experience andis having extensive knowledge in the field of Trade,Finance and Corporate Management. He has beenassociated with Apollo Hospitals Group for around20 years and had also worked as ManagingDirector of Apollo Hospitals, Chennai for six years(1989-95) and Managing Director of IndraprasthaMedical Corporation Limited for a period of twoyears (1996-98).
Sh. V.J. Chacko is also a Director of Apollo SindooriInvestments Limited and Apollo Sindoori HotelsLimited.
None of the Directors of the Company is interestedin the said resolution.
The Board of Directors recommends the saidresolution for your approval.
Smt. Shailaja Chandra, Director and Chairpersonof the Board of Directors had superannuated fromthe office of Chief Secretary, Govt. of Delhi andceased to be a Director of the Company and hersuccessor Shri S Regunathan was appointed asan Additional Director and Chairman of the Boardof Directors on 26th July, 2004. Pursuant to Section260 of the Companies Act, 1956, Shri S Regunathanholds office only up to the Annual General Meeting.As required under Section 257 of the said Act,notice has been received from a member alongwithdeposit of Rs. 500/- signifying his intention topropose Shri S Regunathan as a candidate for theoffice of Director.
Shri S Regunathan, aged 58 years is an IAS Officerand possess extensive experience inadministration. He has been serving the Govt. ofIndia and State Government at varied positions forthe last 36 years and presently posted as ChiefSecretary, Govt. of Delhi. Sh. S Regunathan is alsoa Director of Delhi Metro Rail Corporation Ltd.
Except Shri S Regunathan, no other Director isinterested in the aforesaid resolution.
ITEM NO. 10 & 11
Ms. Anne Marie Moncure was appointed as anAdditional Director of the Company by the Boardof Directors on 26th July, 2004. Pursuant to Section260 of the Companies Act, 1956, Ms. Anne MarieMoncure holds office only up to the Annual GeneralMeeting. As required under Section 257 of the saidAct, notice has been received from a memberalongwith deposit of Rs. 500/- signifying his intentionto propose Ms. Anne Marie Moncure as a candidatefor the office of Director.
The Board of Directors has also appointed Ms. AnneMarie Moncure as a Managing Director of theCompany for a period of 3 years effective from thedate of joining on the terms and conditions as setout in the resolution, subject to the approval of theCentral Government and shareholders of theCompany.
As per the provisions of Section 198, 269 and309 read with Schedule XIII to the Companies Act,1956, the appointment of and remuneration toManaging Director requires the approval of theshareholders in General Meeting by way of aspecial resolution.
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The information as required under Schedule XIII to the Companies Act, 1956 is as under:-
I. GENERAL INFORMATION :(1) Nature of Industry - Healthcare(2) Date of commencement of commercial operation - 01.04.1996.(3) In case of new companies, expected date of commencement of activities as per project approved
by financial institutions appearing in the prospectus - N.A.(4) Financial Performance. Rs> |n Lakhs
Financial Parameters
Turnover
Net Profit (as computed u/s. 198)
Net profit as per profit and loss account
Amount of dividend paid
Rate of dividend declared
1999-2000
13842.97
(2395.05)
1207.88
Nil
Nil
2000-2001
13808.69
(723.98)
1514.43
687.55
7.5%
2001-2002
14237.49
1102.93
895.60
687.55
7.5%
2002-2003
15802.18
1897.71
1118.77
779.22
8.5%
2003-2004
18080.68
2478.22
1549.34
916.73*
10%*
* Proposed Dividend
(5) Export performance and net foreign exchange collaborations - The Company is not carrying onany export activities and has no foreign exchange collaboration.
(6) Foreign investments or collaborators, if any - Foreign Direct Investment by M/s. TWL HoldingsLtd., a Mauritius based Company controlled by Asia Pacific Fund II, which is a direct investmentfund advised by Schroder Capital Partners Ltd., - Rs. 22 crores (approx. 24% of the share capitalof the Company).
II. INFORMATION ABOUT THE APPOINTEE:
(1) Background Details
Ms. Anne Marie Moncure, a U.S. National,aged 48 years, is a Master of BusinessAdministration from Wake Forest University,Babcock School of Management, Winston- Salem, North Carolina. She is also aBachelor of Arts, English & Psychology,Ladycliff College, Highland Falls, New York.
(2) Past remuneration -
Year Total RemuneratonUS$
200120022003
262465275655414361
(3) Recognition or awards• Honored Member America's Registry of
Outstanding Professionals (2002-03).• American College of Health Care
Executives, Diplomate.• Leadership Columbia Award 2000.• 1999 Providence Hospital JDRF
Leadership Award.• Young Women of America TWIN Award
Honoree 2000-01.
In addition to the above, Ms. Anne Marie Moncureis a member of number of Committees / Institutionsin U.S.A.
(4) Job profile and her suitability
Subject to the superintendence, directionand control of the Board, the day to daymanagement and administration of theCompany is vested in the ManagingDirector.
Ms. Anne Marie Moncure possessesextensive experience of more than 20 yearsincluding experience of over a decadein healthcare administration. She hadserved in corporate hospitals run by theHospital Corporation of America. Since,Indraprastha Apollo Hospitals is seekingJCI Accreditation, which will facilitateoverseas patient referral to the Hospital,and rating of the Hospital on par withHospitals in the U.S.A. The professionalcompetence and experience possessedby Ms. Anne Marie Moncure will be avery valuable asset to the Company,given her knowledge of US clinicalprotocols and the accreditation process.
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With the emerging trend in the globalhealthcare industry and increasing focuson medical tourism, which holdstremendous potential for the nation, acandidate with the credentials of Ms. AnneMarie Moncure holds much significance toraise the level of excellence of the Hospitalby invoking professional managementtalent available internationally.
(5) Remuneration proposed - as set out in theresolution for the item no. 11. Theremuneration to Managing Director has theapproval of the Remuneration Committee.
(6) Comparative remuneration profile withrespect to industry, size of the company,profile of the position and person (in caseof expatriates the relevant details would bew.r.t. the country of his origin) - Taking intoconsideration the size of the Company, theprofile of Ms. Anne Marie Moncure, a U.S.National, the responsibilities shouldered byher, the aforesaid remuneration packageis commensurate with the remunerationpackage paid to managerial position inother Companies.
(7) Pecuniary relationship directly or indirectlywith the company, or relationship with
managerial personnel, if any-Besides, theremuneration proposed, Ms. Anne MarieMoncure do not have any other pecuniaryrelationship with the Company.
III. OTHER INFORMATION
(1) Reasons of loss orinadequate profits
(2) Steps taken orproposed to be taken N.A.for improvement
(3) Expected increasein productivity and profitsin measurable terms
The Board of Directors recommends the resolutionsfor your approval as set out under item no. 10 & 11.
None of the Directors except Ms. Anne MarieMoncure is concerned or interested in the saidresolutions.
The Explanatory Statement together with theaccompanying notice may also be regarded as anabstract of the terms of appointment of Ms. AnneMarie Moncure, Managing Director of the Companyand Memorandum of interest of Directors u/s. 302of the Companies Act, 1956.
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DIRECTORS' REPORT
Dear ShareholdersThe Directors take pleasure in presenting the16th Annual Report of the Company alongwithaudited accounts for the year ended 31st March,2004.
FINANCIAL RESULTS(Rs. in Lakhs)
Particulars
Income from operations
Other income
Total expenditure
(a) Consumption of stores& spares
(b) Staff Cost
(c) Consultation Fees paidto the Doctors
(d) Other expenditure
Interest
Depreciation
Prior period provisions &adjustments (Net)
Profit before tax
Provision for taxation
Net Profit (PAT)
Balance brought forward fromprevious year
Dividend (Proposed)
Corporate Dividend Tax
Year ended31-03-2004
16,593.65
1,487.03
4,653.57
2,554.39
4,442.22
2,499.86
327.74
1,147.28
2.20
2,453.42
904.08
1,549.34
1,458.50
916.73
117.45
Balance carried to Balance Sheet 1,973.66
Year ended31-03-2003
14,498.05
1,304.13
4,090.06
2,220.11
3,909.73
2,258.93
427.21
1,014.06
—
1,882.08
763.31
1,118.77
1,218.77
779.22
99.82
1,458.50
DIVIDEND
The Directors are pleased to recommend paymentof dividend on equity shares @ 10% i.e. Rs. 1/- pershare for the year ended 31st March, 2004. (PreviousYear Rs. 0.85 per share).
OPERATIONS
During the year under review, your Companycontinued its growth path. The total incomeincreased to Rs. 180.81 crores from Rs. 158.02crores in the previous year showing an increase of14%. The profit before tax stood at Rs. 24.53 croresas compared to Rs. 18.82 crores in the previousyear registering a growth of about 30%. Theprofit after tax stood at Rs. 15.49 crores againstRs. 11.19 crores in the previous year, an increaseof over 38%.
The operational performance details are asunder:-
No. of In-patient Admissions
Average daily bed occupancy
Total no. of outpatientsincluding repeat visits
Health Check up (No. of cases)
Dialysis
Cardiac Surgeries
Transplant Surgeries
Other Surgeries
2003-04
28803
388210417
14234
13615
708126
10104
2002-03
24305
338192055
13156
10607
869
1439395
Growth
19%
15%
10%
8%
28%
(19%)
(12%)
8%
Highlights
> The Hospital has launched an ambitiousprogramme to get accredited to the JointCommission for Health Care Organisation, USA(JCI). JCI accreditation is a global seal ofapproval, which indicates that the hospitaladheres to and meets high performancestandards. The JCI Audit team conducted amock survey in March, 2003 at the hospital andanother survey is planned by end of the year2004.
> The Company has been rated by ICRA as A1 +indicating highest safety for short-termborrowings upto Rs. 500 Lakhs and MAAindicating high safety for medium term borrowingupto Rs. 2000 Lakhs.
> An additional nine-beds Surgical ICU has beencommenced to meet the increasing demand forICU beds.
> Two old ambulances have been replaced withstate-of-the-art vehicles, with better ergonomicsincreased oxygen carrying capacity, as well asa power inverter for equipment back-up. This hasresulted in successful service of ambulance callsfor patients on ventilator from as far away asLucknow and Sultanpur (750 Kms.).
> The state of the art Dialysis unit of the Hospitalhas emerged as one of the major dialysis centrein the region and at an average around 1100dialysis are done on monthly basis.
> The Emergency Triage has been renovated andexpanded with the number of beds from 4 to 10and a separate area designated as ResuscitationArea within the emergency triage.
> Air ambulance calls to the Hospital have crossedthe 100 mark out of which 55 patients were airevacuated during the year.
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> The Govt. of India has initiated steps to promotemedical tourism in the Country. With thepromotion of medical tourism underway, moreand more patients are likely to come for treatmentin the Hospital, being the leader in multi-specialtytertiary care Hospital.
> The Hospital has been recognized by the Govt.of Delhi for providing treatment to serving Govt.employees and pensioners of Govt. of Delhi.
> The Hospital has also been empanelled withDelhi Jal Board for providing treatment to theiremployees and pensioners and their dependentfamily members.
> The Hospital has been empanelled with ArmedForces Ex-Servicemen Contributory HealthScheme (ECHS) launched by Government ofIndia for providing medical care to defenceex-servicemen and their family members.
> The Hospital has signed an agreement withMinistry of Health, United Republic of Tanzaniafor referring inhabitants of Tanzania forspecialized medical treatment in the Hospital.
> During the year, a number of foreign dignitariesvisited the Hospital including President ofGuyana and Health Minister of Singapore,Chairman- Petronas Malaysia and HealthMinister of Nigeria and the Hospital is lookingforward for providing health care facilities to thepeople of these countries.
> Around 200 doctors from U.P. Health SystemsDevelopment Project have been oriented andhave visited the various service areas of theHospital.
> The Hospital has installed another telemedicinelink with Birla Hospital at Satna (MadhyaPradesh).
As per the terms of lease deed with Govt. of Delhientered by the Company for the Hospital land, theHospital has been providing free treatmentexclusive of medicines and medical consumablesto the patients sponsored by Govt. of Delhi sinceJune, 1998. During the year, 695 patients wereextended the benefits. A PIL regarding freetreatment in the Hospital was filed in the High Courtof Delhi, by All Indian Lawyer's Union, Delhi Unit.The main issue raised in the PIL is that the Hospitalshould provide free medicines and medicalconsumables to the patients sponsored by Govt.of Delhi for free treatment in the Hospital. The PILhas been contested by the Company and theproceedings of the PIL continued during the year.
COMMUNITY SERVICE
Guiding young minds
More than 2000 students from various Schools inNCT of Delhi from standard XI and XII from LifeSciences and related streams visited the Hospitalfor a learning experience. They attended a seriesof talks from reputed medical professionals andwitnessing the working in a medical setup.
Apollo Children's Week
The Hospital celebrated "Apollo Children's Week"from 14th to 21st November, 2003. The Hospitalcovered approximately 2,500 slum children andcreated awareness among many more peopleabout issues concerning health and sanitation.
Apollo Liver Week
The Hospital celebrated " Apollo Liver Week" andprovided free consultation with a Gastroenterologistand free follow-ups with the patient. Some of theleading Liver specialists talked about liver diseasesand its preventive measures.
Liver Awareness Drive
In an attempt to inform the children and adults aboutthe liver diseases and prevention measures, theHospital organized 'Poster Competitions' in 50schools across Delhi and NCT of Delhi.
Pre Med School Orientation Programme
The students were taught and given practicalexposures to areas like Radiology, Laboratory,Operation Theater, Patient Wards and Dialysis etc.in a full day certificate training course for 'BasicLife Support' and 'First Aid'.
Free Health Camps
Around 25 free camps were conducted by theHospital in the areas surrounding Delhi.
AUDITORS / AUDITORS' REPORT
M/s. S. C. Vasudeva & Co., Chartered Accountants,Auditors of the Company shall hold office until theconclusion of the ensuing Annual General Meetingand are eligible for re-appointment.
The Company has received a letter from M/s. S.C.Vasudeva & Co., Chartered Accountants, to theeffect that their appointment, if made, would bewithin the prescribed limits under Section 224(1-B)of the Companies Act, 1956. The Board of Directorsrecommends the appointment of M/s. S.C.Vasudeva & Co., Chartered Accountants asAuditors of the Company.
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DIRECTORS
In accordance with the provisions of the CompaniesAct, 1956 and the Articles of Association of theCompany, Sh. Banwarilal Jatia, Dr. B.Venkataramanand Lt. Gen. Vijay Lall, PVSM, AVSM, ADC (Retd.)retire by rotation at the forthcoming Annual GeneralMeeting and being eligible, offer themselves forre-election.
Your Directors express their profound grief on thesad demise of Dr. Yogi Mehrotra, Managing Directorof the Company, on 3rd February, 2004 and paytributes for the valuable contribution made by himfor the growth of the Company during his tenure asa Director of the Company.
TRANSFER TO INVESTOR EDUCATION ANDPROTECTION FUND
Pursuant to the provisions of Section 205 (c) of theCompanies Act, 1956, the share application moneyrefundable amounting to Rs. 17,000/-, whichremained unclaimed/unpaid for a period of 7 yearshas been transferred to the Investor Protection andEducation Fund established by the CentralGovernment.
FIXED DEPOSITS
During the year under review, the Company hasnot accepted any deposit under Section 58A of theCompanies Act, 1956 read with Companies(Acceptance and Deposits) Rules, 1975.
INSURANCE
All properties and insurable assets of the Company,including Building, Plant & Machinery and Stockshad been adequately insured, wherever necessary,and to the extent required.
INFECTION CONTROL AND HEALTH SAFETY
The Hospital continues to improve upon theinfection control practices with strictimplementation of infection control policiesand guidelines. Highest standards of infectioncontrol are maintained by active monitoringby the Infection Control Committee. Isolation roomsof international standards have been created toprevent spread of infection from highly infectedpatients and preventing infection in patients withgreatly reduced body capability of fightinginfection.
RESEARCH & DEVELOPMENT
The Company is running a super-specialty Hospitaland is not engaged in any major research &development activity. However, the Hospitalcontinues to be a major centre for internationalclinical trials.
CONSERVATION OF ENERGY
Conservation of Energy is continued to be one ofthe important objective of the Company. Regularmonitoring and preventive maintenance of plantand machinery ensure maximum uptime of theequipments. Technology up-gradation is the mainarea of the thrust in which the Company hasreplaced the vapour absorption machine with newvariable speed drive chiller which is power saverand charged with CFC free gas and can run on DGset in case of power failure.
Conventional fuel like LDO & LPG is replaced withenvironment friendly Natural Gas.
TECHNOLOGY ABSORPTION
The Company has not imported any technology.
The Hospital focuses on the latest trends inmedical science and continuously upgradestechnology to deliver healthcare of internationalstandards.
A Cobas Amplicor for PCR has been installed inthe Department of Molecular Biology & Immunologyfor doing Qualitative & Quantitative PCR based testsfor HCV, HBV, HIV & MTB. HLA Typing has alsobeen standardized by using fluorescent method(Dynel beads).
A new refrigerated Blood Bank Centrifuge(Heraeus) has been installed in the Department ofTransfusion Medicine for preparation of bloodcomponents.
HCV Antigen Test, which detects hepatitis C viruscore antigen at a very early date, has been startedat the Department of Microbiology.
FOREIGN EXCHANGE EARNINGS & OUTGO
(a) Activities relating to exports; initiatives takento increase exports; development of new exportmarkets for products and services; and exportplans;
The Company is engaged in the healthcarebusiness and is not carrying on any export activities.However, steps have been taken to attract patients
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from neighbouring countries like Nepal, CIScountries, Yemen, Oman, Saudia Arabia, Kuwait,Tanzania and Pakistan. The Hospital hasestablished information centre at Lahore inPakistan, in Yemen - Sanna and in Tashkent.
(b) Total Foreign Exchange earnings and Outgo
During the year under review, foreign exchangeearnings and outgo are as under:-
EarningsOutgo
INDUSTRIAL RELATIONS
Rs. 2.03 croresRs. 5.62 crores
The Industrial Relations scenario continued to becordial during the year under review.
However, the proceedings of the labour and othercourt cases, which took place after the strike by asection of employees in the Hospital in September,1998 continued during the year.
PARTICULARS OF EMPLOYEES
The Particulars of employees as per Section 217(2A) of the Companies Act, 1956 read with theCompanies (particulars of employees) Rules, 1975are annexed and form part of this report.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of theCompanies Act, 1956, your Directors state:
(i) that in the preparation of the annual accounts,the applicable accounting standards havebeen followed;
(ii) that the accounting policies selected andapplied are consistent and the judgements andestimates made are reasonable and prudentso as to give a true and fair view of the state ofaffairs of the Company at the end of the financialyear and of the profit of the Company for thatyear;
(iii) that proper and sufficient care has been takenfor the maintenance of adequate accountingrecords in accordance with the provisions ofthe Companies Act, 1956 for safeguarding theassets of the Company and for preventing anddetecting fraud and other irregularities;
(iv) that the annual accounts have been preparedon a going concern basis.
CORPORATE GOVERNANCE
A report on Corporate Governance alongwithAuditors' Certificate on its compliance is attachedto this report.
Management Discussion and Analysis Report formsa part of the Corporate Governance Report.
VOLUNTARY DELISTING OF SHARES
The equity shares of the Company are presentlylisted on the Delhi Stock Exchange AssociationLimited (DSE), the Stock Exchange, Mumbai (BSE)and the National Stock Exchange of India Limited(NSE).
With the extensive networking of the BSE and NSEand the extension of the BSE/NSE terminals to othercities as well, Investors have access to onlinedealings in the Company's equity shares across thecountry. The bulk of the trading in the Company'sequity shares take place on the BSE and the NSE.
There is no trading of shares at DSE almost for thelast two years. It is felt that continued listing at DSEdoes not provide any significant tangible advantageto the members of the Company. In accordancewith the Securities & Exchange Board of India(Delisting of Securities) Guidelines - 2003, approvalof the members is sought for voluntary delisting ofthe Company's shares from the Delhi StockExchange Association Limited (DSE).
The voluntary delisting of the equity shares of theCompany from DSE will not adversely affect anyinvestor including the members located in theregion where the said Stock Exchange is situated.
ACKNOWLEDGEMENT
The Directors wish to thank and deeplyacknowledge the cooperation, assistance andsupport extended by the financial institutions,banks, the Govt. of Delhi and the UnionGovernment.
The Directors also wish to place on record theirappreciation for the all-round support andcooperation received from the employees at alllevels and the Consultant Doctors.
For and on behalf of the Board
Place: New DelhiDate : 20th May, 2004
SHAILAJA CHANDRACHAIRPERSON
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MANAGEMENT DISCUSSION ANDANALYSIS REPORT
INDUSTRY STRUCTURE AND DEVELOPMENT Technology in Medicine
It is increasingly being recognized that good healthis an important contributor to productivity andeconomic growth, but it is, first and foremost, anend in itself. Healthcare today is world's largestindustry with sales exceeding US $ 3 trillion andestimated to reach US$ 4 trillion by 2005. Thehealthcare sector in India is about 5.6% of the GDP(approximately Rs. 1.2 trillion), over 50% of whichis under private management. It is also one of thefastest growing industry in India. TB, Malaria, Waterrelated/Soil Transmitted illnesses, Acute Respiratoryinfections, Maternity, Nutrition, HIV/AIDS, CardioVascular Disease, Diabetes and Renal failureswitness major spending on healthcare in India. Inthe recent times, the industry has been witnessingmajor transformation in healthcare delivery withinstitutions moving from a generalist to specialist,solo practice to group practice, trust owned tocorporate management, direct payment to healthinsurance and indemnity insurance to managedcare.
OPPORTUNITIES
Health Insurance
India has one of the highest levels of privatefinancing (87%), with out of pocket expensesestimated at as high as 84.6% (India Health Report-2003). The most efficient way of providing financialprotection is to pool the risk between the rich andthe poor, the young and the old and the employedand unemployed to enable cross-subsidization. Atthe international level, the main instrument used toachieve this is health insurance. This concept isjust taking roots in India. The consolidation of third-party administrators to deliver cashless facility topatients is expected drive both insurance and thehealthcare business in the country.
Overseas patients
Recent trends indicate that patients from acrossthe world are heading towards hospitals in Indiafor affordable high quality surgeries and treatment.By 2010, India would be moving into Biotech agewith business value being the well being of theIndividual. The hospital's initiative to achieve JCIaccreditation will help the Hospital to get into thepanel of eminent international insurancecompanies resulting in increased flow of patientsfrom abroad.
State of the art intensive care units and operationtheatres, Non-invasive surgery, MRI guidance,Microwave therapy and proton beam therapy fortreating cancer and biochips in labs performingtasks including DNA screening, Telemedicine andTele-surgery present exciting possibilities.
Indraprastha Apollo Hospitals continuously investsin cutting edge technology and state-of-art medicalequipment to provide world class treatment to itspatients. The Hospital has the distinction of havingmore than 50 specialties, which provide a singlewindow to a patient to a multi-disciplinary team ofspecialists. Combination of professionally eminentdoctors and the state-of-art of equipment hasplaced the Hospital at the forefront of tertiary carereferral centres in the country and is poised to takefull advantage of the developments taking place inmedical equipment technology revolution.
E-health
Internet has become a major and an inexpensivemedium to promote health awareness. It is relativelyeasy to operate and presents boundlessopportunities and hope to patients living in remoteparts of the country.
THREATS
Competition
In the last one year, health care industry haswitnessed intense corporate activity with newplayers making foray while existing ones are beefingup their infrastructure. Various other corporate haveentered the scene and others are at the doorstep.The need of the hour is to gear up for stiffercompetition in the near future.
Technological Obsolescence
The healthcare business is highly capital intensiveand requires large amount of investments inmedical equipment to be technologically up-to-date. The rapid advances in medical equipmenttechnology can render equipment obsolete evenbefore it pays back its investment.
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Migration of skilled professionals to competition
Indraprastha Apollo Hospitals is a leader in multi-disciplinary hospitals having the finest ofprofessionals working or practicing in the hospital.These professionals are much sought after by theemerging competition and one of the greatestchallenges for the future is to retain the best talent.
The Indian health scenario today admittedlypresents daunting challenges. But at the same time,it also presents great opportunities. With itsknowledge base, its administrative and institutionalstrengths, and its growth potential, IndraprasthaApollo Hospitals is capable of much higher levelsof achievement.
SEGMENT-WISE PERFORMANCE
The Company is engaged in the healthcarebusiness, which in the context of AccountingStandard 17 issued by the Institute of CharteredAccountants of India is considered the onlybusiness segment.
OUTLOOK
Indraprastha Apollo Hospitals is taking measuresto increase the occupancy rates of its hospital.There has been a constant effort to bring down theAverage Length of Stay (ALOS). Study shows thatlower ALOS coupled with higher occupancy resultsin higher margins. Increase in referrals from thechain of Apollo Clinics and the increasingpenetration of insurance will be the key drivers ofhigher occupancy and improved case mix in themedium term.
RISKS AND CONCERNS
Risk management is an ongoing priority inIndraprastha Apollo Hospitals and forms animportant part of the planning process of thehospital. Patient care or clinical risk managementforms the core of most healthcare risk managementprocess. The clinical risk management includesclinical peer review and quality improvementactivities, confidentiality and protection of data anddisciplinary processes. Maintaining safe workingconditions for employees is of equal importance.Property related risks are handled throughappropriate insurance. The risk management issuesaddressed are not restricted to financial but alsoinclude environment care, infection control, wastemanagement, information management andemergency preparedness and transport.
INTERNAL CONTROL AND ADEQUACY
The Company has adequate internal controls andchecks, which is supplemented by an on goingprogram of internal audit. No major internal controlweaknesses were found during the year.
FINANCIAL PERFORMANCE/OPERATIONALPERFORMANCE
The Profit before tax (PBT) of the Company for theyear ended 31st March, 2004 was Rs. 24.53 croresas against Rs. 18.82 crores achieved last year. Thegrowth in total income was 14% while the operatingprofits grew by 30%. The main drivers of the highergrowth in operational performance have beenhigher average bed occupancy and increase inoutpatients.
MATERIAL DEVELOPMENT IN HUMANRESOURCES
The ongoing policy of rewarding the employees onthe basis of their performance has yielded goodresults. We are making the process more efficientand transparent, so that the Company is able toretain the best talent available.
The number of employees in the Company as on31st March, 2004 were 2215. There are certain areasin the Hospital (nurses and paramedics), which facehigh attrition rate. The Personnel Departmentanalyses such high attrition rate for the causes andis actively working for employee retention.
The Company has been attaching importance tothe training and development of the employees.Training programmes have been conductedregularly. The training needs are identified by thedepartmental heads and through annual appraisalsystem. Apart from ongoing training programmes,employees at all levels are being oriented to theJCI standards and Hospital policies.
The relations with the employees continued to becordial and progressive.
For and on behalf of the Board
Place: New DelhiDate : 20th May, 2004
SHAILAJA CHANDRACHAIRPERSON
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REPORT ON CORPORATE GOVERNANCE
1. COMPANY'S PHILOSOPHY ONCORPORATE GOVERNANCE
The Company's Philosophy on CorporateGovernance is to practice transparency inoperations and maintain a professional approachand accountability in dealing with its stakeholders.The Company is committed to deliver health carefacilities comparable with international standardsat affordable cost to a wide cross section of thesociety and to optimize shareholders value.
2. BOARD OF DIRECTORS
As on 31st March, 2004, the Board of Directorsconsists of 11 Directors. The Chairman isNon-Executive. More than 50% Directors areNon-Executive and more than 1/3rd of the Directorsare Independent Directors.
The Company has been promoted in the JointSector by the Govt. of Delhi (NCTD) and ApolloHospital Enterprises Ltd. (AHEL). As per the articlesof the association of the Company, NCTD and AHELare entitled to nominate not less than 1/3rd each ofthe total number of Directors on the Board. One ofthe Director nominated by NCTD shall be theChairman and one of the Director nominated byAHEL shall be the Vice-Chairman of the Board ofDirectors.
TWL Holdings Ltd. (Mauritius) has a subscriptionagreement with the Company and holds 24% of
the share capital of the Company and is entitled tonominate two Directors on the Board.
As per the terms of the Loan Agreement withFinancial Institutions, IFCI has nominated oneDirector on the Board.
The Managing Director shall be a professionalmanager who will be appointed by the Board withthe mutual consent of AHEL and NCTD. Subject tosuperintendence, direction and control of the Board,day to day management and administration of theCompany is vested in the Managing Director.
The Chairman, Vice-Chairman, Managing Directorand Nominee of Financial Institution on the Boardare not liable to retire by rotation. All other Directorsare liable to retire by rotation.
None of the Directors on the Board hold the officeof Director in more than 15 Companies, ormembership of Committees of the Board in morethan 10 Committees and Chairmanship of more than5 Committees across all Companies.
Four (4) Board meetings were held during thefinancial year ended 31st March, 2004. The dateson which the meetings were held are as follows :27th June, 2003, 30th August, 2003, 21st November,2003 and 21st January, 2004. The maximum timegap between any two meetings was not more thanfour calendar months.
The Composition and Category of Directors and their attendance at the Board Meetings held during the year ended 31st March,2004 and at the last AGM and the number of other Directorship and Membership/Chairmanship of Committees are as follows:
Director
Sim. Shallaja Chandra (Chairperson)
Dr. Prathap C Reddy (Vice Chairman)
Sh. M.K. Bezboruah
Sh. S.P. Aggarwal
Lt. Gen. VljayLall (Held.)
Sh. Prem Pandhl
Sh.AnilThadanl(Alternate Sh. Deepak Valdya)
Sh. Deepak Valdya
Dr. B.Venkataraman
Sh. Atmaram Jatla(Alternate Me. Suneeta Reddy)
Me. Suneeta Reddy
Sh. S.P. Arora(Nominee of IFCI-Lander Institution)
Sh. Banwarilal Jatla
Dr. Yogi Mehrotra (Managing Director)*
Category Number ofBoard Meetingattended (TotalMeeting Held-4)
Non-Executive
Non-Executive
Non-Executive
Non-Executive
Non-Executive-Independentu e .»! « I .j *i «•Non-cxecufiveHnQepenQent
Non-Executive
Non-Executive
Non-Executive-Independent
Non-Executive
Non-Executive
Non-Executive-Independent
Non-Executive-Independent
Executive
4
3
4
4
4
4
-
2
4
1
3
3
2
2
Attendance Number of outside directorship* Total number ofat Last held (excluding alternate Committee membershipsAGM directorship and directorship held (excluding In
In private and foreign private companies)Companies) aa on 31 .3.2004 ae on 31 .3.2004
Yes
Yes
No
Yes
Yes
Yes
No
No
Yes
No
No
Yes
No
No
1
12
3
-
-
3
4
6
2
2
13
2
1
-
Chslrman
Nil
1
Nil
Nil
Nil
3
Nil
5
Nil
Nil
Nil
Nil
1
NA
Member
Nil
Nil
2
Nil
Nil
Nil
Nil
3
1
Nil
2
3
Nil
NA
• Dr. Yogi Mehrotra paeeed away on 03.02.2004.
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3. AUDIT COMMITTEE
The role and term of reference of the AuditCommittee covers the areas mentioned underClause 49 of the Listing Agreement and Section292A of the Companies, Act, 1956, besides otherterms as may be referred by the Board of Directors.
As on 31st March, 2004, Audit Committee consistsof 6 Non-Executive Directors and majority of themare independent directors. The Chairman is anindependent director.
Sh. A.K.Singhal, Senior General Manager cumCompany Secretary acts as the Secretary to theCommittee.
The Audit Committee met 5 times during the year.The name of Members, Chairman and theirattendance at the Audit Committee meetings areas under:-
Members
Sh. Pram Pandhi(Chairman)
Dr. B. Venkataraman
Ms. Suneeta Reddy
Sh. S.P. Aggarwal
Lt.GenVljay Lall(Retd.)*
Sh. S.P. Arora
Category
Non-Executive
Non-Executive
Non-Executive
Non-Executive
Non-Executive
Non-Executive
MeetingHeld
- Independent
- Independent
- Independent
- Independent
5
5
5
5
4
5
MeetingAttended
5
4
2
5
4
5
* Appointed on the Committee on 27.06.2003.
The Chairman of the Audit Committee was presentat the last Annual General Meeting.
4. REMUNERATION COMMITTEE
The terms of reference of the RemunerationCommittee is to determine the Company's policyon specific remuneration packages for executivedirectors and other senior executives of the Companyincluding pension rights, any compensation paymentand such other relevant matters as may be referredby the Board from time to time.
As on 31st March, 2004, the RemunerationCommittee consists of 4 Directors. The name ofMembers, Chairman and their attendance at theRemuneration Committee Meeting are as under:-
Members Category Meeting MeetingHeld Attended
Dr. B. Venkataraman Non-Executive - Independent 1 1(Chairman)
Sh. Prem Pandhi Non-Executive - Independent 1
Sh. M.K. Bezboruah Non-Executive 1 1
Ms. Suneeta Reddy Non-Executive 1 1
Sh. S.P. Aggarwal, Director attended the meeting by Invitation.
The remuneration policy is to remain competitive inthe industry and to attract and retain talent andappropriately reward employees on theircontribution.
The Chairman of the Remuneration Committee waspresent at the last AGM.
Details of Directors' Remuneration
The details of Remuneration paid to Directorsfor the year ended 31st March, 2004 are asunder:-
i) The details of Remuneration to Non-ExecutiveDirectors during the year ended 31st March,2004 are as under:-
Name of the Director Sitting Fee (Rs.)
Smt. Shallaja Chandra
Dr. Prathap C Reddy
Sh. S.P. Aggarwal
Sh. M.K. Bezboruah
Lt. Gen. Vijay Lall (Retd.)
Sh. Prem Pandhi
Sh. Deepak Vaidya
Dr. B.Venkatarman
Ms. Suneeta Reddy
Sh. Atmaram Jatla
Sh. Banwarilal Jatia
Sh. Satpal Arora (IFCI-Nomlnee)
27,5007-
27,5007-
87,5007-
72,5007-
55,0007-
95,0007-
17,5007-
1,00,0007-
55,0007-
5,0007-
10,0007-
55,0007-
(ii) The details of Remuneration paid to ExecutiveDirector.
Name of the Director Salary Other Perquisite TotalAllowances
Dr. Yogi Mehrotra 16,03,222 6,57,083 2,02,221 24,62,526(Managing Director)
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5. SHAREHOLDERS/INVESTORS'GRIEVANCE COMMITTEE
As on 31st March, 2004, the Shareholders/Investors'Grievance Committee consists of 3 Directors. Thename of Members, Chairman and their attendanceat the Shareholders/Investors' GrievanceCommittee Meeting are as under:-
6. GENERAL BODY MEETINGS
a) The last three Annual General Meetingswere held as under:
Members
Sh. M.K. Bezboruah(Chairman)
Sh. Prem Pandhi
Dr. B. Venkataraman
Category
Non-Executive
Non-Executive -
Non-Executive -
Meeting MeetingHeld Attended
1 1
Independent 1 1
Independent 1 1
Financial Year2002-2003
2001-2002
2000-2001
Location
FICCI, GoldenJubilee AuditoriumFederation House,Tansen Marg,New Delhl-1 10001
Date2nd September,200328th September,20026th September,2001
Time11.00 A.M
10.30 A.M
10.30 A.M
Sh. A.K.Singhal, Senior General Manager cumCompany Secretary is the Compliance Officer.
All valid requests for transfer of shares receivedupto 31st March, 2004 have been registered andno transfer of shares is pending.
The Company has received 99 complaints duringthe year and 1 complaint was pending at thebeginning of the year. Out of which, 91 complaintshave been resolved and 9 complaints were pendingas on 31.3.2004, which has since been resolved.
Note:-
1) Special Resolution was passed at all three AGM mentionedabove for the appointment of Auditors, being more than25% of the share capital of the Company is held by theGovt. of Delhi.
2) Special Resolution was passed at AGM on 28th September,2002 for amendments in Articles of Association of theCompany for inserting the provisions for appointment ofIndependent Directors in conformity with the requirementsof SEBI Directives on Corporate Governance.
3) Special Resolution was passed at AGM on 2nd September,2003, in pursuance of Section 163 of the Companies Act,1956 for maintaining the Register and Index of the Membersand copies of Annual Return at the premises of Company'sRegistrar and Transfer Agents.
4) No Resolution was required to be put through postal ballotlast year.
7. DISCLOSURES
1) During the year, the following were the related party transactions of material nature.
Name Relationship Nature ofTransactions
Value of Due from Due toTransactions as on 31" as on 31"
March, 2004 March, 2004
Rs. in Lakhs Rs. in Lakhs Rs. in Lakhs
Apollo HospitalsEnterprises Limited
Dr. YogiMehrotraSh. V.J. Chacko
Associate
Key ManagementPersonnelKey ManagementPersonnel
Pharmacy-ConsumablesLease Rent -EquipmentLicence FeesCommission Pharmacy SalesReimbursement of Expenses
Remuneration toManaging DirectorRemuneration toExecutive Vice President
584.9113.9758.20129.8211.20
24.63
2.13
55.50
—
-
—
2) There were no instances of non-compliance by the Company, penalties, strictures imposed on theCompany by the Stock Exchange or SEBI or any Statutory authority on any matter related to capitalmarkets during the last three years.
8. MEANS OF COMMUNICATION
(i) Half Year reports of the Company are not sent to each household of the shareholders.
(ii) Quarterly Results are published in Financial Express - All Edition, Economic Times and NavbharatTimes (Hindi) - Delhi Edition. The Quarterly Results are also placed on Web-site of the Hospital,www.apollohospdelhi.com.
The Quarterly results are sent to Stock Exchanges on which the shares of the Company are listed inthe prescribed format and time.
(iii) During the year no presentation were made to any institutional Investors or analysts.
(iv) The Management Discussion and Analysis Report (MD&A) is attached and forms a part of Annual Report.
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9. GENERAL SHAREHOLDER INFORMATION
1. Annual General MeetingDate and Time and Venue
2. Financial Calendar
3. Book Closure Date
4. Dividend Payment Date
5. Listing on Stock Exchanges
31st August, 2004 at 11.00A.M.FICCI, Golden Jubilee Auditorium,Federation House, Tansen Marg,New Delhi-110001.
1st Qtr. - 1st April to 30th June2nd Qtr. - 1st July to 30th September3rd Qtr. - 1st October to 31st December4th Qtr. - 1st January to 31st March
20th August, 2004 to 31st August, 2004. (both days inclusive).
On or after 5th September, 2004.
1)The Delhi Stock Exchange Association Ltd.,New Delhi (DSE)
2) The Stock Exchange, Mumbai (BSE) &3) The National Stock Exchange of India (NSE)The Annual listing fee for the year 2004-05 has been paid.
6. Stock Code/Symbol
Demat ISIN in NSDL
7. Market Price Data
Month
April, 2003May, 2003June, 2003July, 2003August, 2003September, 2003October, 2003November, 2003December, 2003January, 2004
February, 2004March, 2004
&CDSL
National
Highest(Rs.)
14.0014.8016.0017.8018.8017.4015.3019.0022.8023.8019.0020.00
DSE - 109185BSE - 532150NSE - INDRAMEDCOINE681B01017
Monthly High & Low during each month of the financial year2003-04 at National Stock Exchange (NSE) is under-
stock Exchange NSE Index (S&P CNX 500)
Lowest Volume Highest Lowest(Rs.) (Nos.)
11.30 3,01,486 744.80 687.4511.05 13,96,399 813.50 697.1012.30 13,20,758 900.95 805.5514.35 23,98,849 950.50 875.6015.30 22,46,362 1,105.60 934.4014.00 12,35,781 1,157.00 1,022.5514.20 6,75,714 1,242.30 1,136.3013.90 24,88,783 1,297.85 1,201.2518.10 45,17,815 1,555.30 1,298.2018.55 43,27,011 1,667.80 1,417.7017.05 8,09,347 1,555.75 1,393.5515.00 8,00,749 1,544.15 1,362.70
8. Registrar and Transfer Agents M/s. Intime Spectrum Registry Ltd. continue to be theRegistrar & Transfer Agents of the Company and theiraddress is as underM/s. Intime Spectrum Registry Ltd.A-31, 3rd Floor, Near PVR Cinema,Naraina Ind. Area, Phase I,New Delhi- 1100028.
9. Share Transfer System
The Company's shares are traded in the Stock Exchanges compulsorily in demat mode. Physical Shareswhich are lodged with the Registrar and Transfer Agents / or with the Company for transfer are processedand returned to the shareholders duly transferred within the time limit stipulated under the ListingAgreement subject to the documents being in order.
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^5^10. DISTRIBUTION OF SHAREHOLDING AS ON MARCH 31, 2004.
Shares holding ofnominal value ofRs. Rs.
Upto 2,500
2,501 - 5,000
5,001 - 10,00010,001 - 20,000
20,001 - 30,00030,001 - 40,000
40,001 - 50,00050,001 - 1,00,0001,00,001 & above
Total
Shareholders
Number
118995447
2737
1028
356
205212
239307
22430
% to total
53.04924.284
12.202
4.5831.587
0.914
0.945
1.0661.369
100.000
Share Amount
Rs.
1,93,93,750
2,39,94,100
2,49,71,8101,66,17,860
93,11,860
75,77,9001,02,93,130
1,84,36,27078,61,33,320
91,67,30,000
% of total
2.1162.617
2.724
1.813
1.0160.827
1.123
2.01185.754
100.000
Shareholding Category as on 31st March, 2004
Category No. of Shares held % to total
Promoters
Banks, FTs, Insurance Companies(Central/State Govt. Institutions/Non-Govt. Institutions)
Private Corporate Bodies
Indian Public
NRI's/OCB's/Forelgn Direct Investor
45861540
1745468
23543561452207727189557
50.028
1.9042.566
15.841
29.659
Grand Total 91673000 100.000
11. DEMATERIALISATION OF SHARES & LIQUIDITY
About 63% of the Company's paid-up equity shared capital has been dematerialised upto 31st March,2004. Trading in equity shares of the Company at Stock Exchanges is permitted only in dematerialisedform.
The details of demat of shares as on 31st March, 2004 are as under:-
NSDLCDSL
No. of Shareholders
10,390894
No. of Share*
56847665749341
% of Capital
62.010.82
Requests for dematerialisation of shares are processed and confirmation is given to the respectivedepositories i.e. National Securities Depository Limited (NSDL) and Central Depository Services IndiaLimited (CDSL) within 15 days.
Shares of the Company are regularly traded at NSE & BSE.
12. Hospital Location
13. Address for Correspondence
Place: New DelhiDate : 20th May, 2004
Indraprastha Apollo Hospitals,Sarita Vihar, Delhi-Mathura Road,New Delhi-110044.Postal Address:-M/s. Indraprastha Medical Corporation LimitedSarita Vihar, Delhi-Mathura Road,New Delhi- 110044E-mail Address:- for Investors:[email protected]
For and on behalf of the Board
SHAILAJA CHANDRACHAIRPERSON
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C E R T I F I C A T EToThe Members of Indraprastha Medical Corporation Ltd.
We have examined the compliance of conditions of corporate governance by M/s Indraprastha Medical Corporation Ltd., for the yearended on 31.03.2004, as stipulated in clause 49 of the Listing Agreement of the said Company with stock exchanges(s).
The compliance of conditions of corporate goverance is the responsibility of the management. Our examination was limited toprocedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the CorporateGoverance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has compliedwith the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement.
We state that 9 (nine) investor complaints were pending against the company as per the records maintained by the company as on 31sl
March, 2004. All the investor complaints have been resolved as on the date of this report.
We further state that such compliance is neither an assurance as to the future viability of the company nor the efficiency or effectivenesswith which the management has conducted the affairs of the Company.
For S.C. Vasudeva & Co.,Chartered Accountants
Place : New Delhi Sanjay VasudevaDate : 20th May, 2004 Partner
ANNEXURE TO DIRECTOR'S REPORT
Information as per Section 217(2-A) of the Companies Act, 1956 read with the Companies (Particulars of employees)Rules, 1975 and forming part of the Director's Report for the year ended 31st March, 2004.
Name ofEmployee
Dr. Yogi Mehrotra*
Age(Yrs.)
71
Designation/Natureof Duties
Managing Director
Qualification& Experience
M.B.B.S., M.S.F.R.C.S.(Edinburgh)(38 Years)
Date ofEmployment
14.12.2000
RemunerationReceived (Rs.)
24,62,526
Last Employmentheld
Chief Executive OfficerRajiv Gandhi CancerInstitute and ResearchCentre, New Delhi
* Employed for part of the year and was not related to any other director of the company.
Notes: 1. Remuneration includes salary, allowances and taxable value of perquisites.2. The appointment of the Managing Director was contractual.
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AUDITORS' REPORT
To the Members of
Indraprastha Medical Corporation Limited.
We have audited the attached Balance Sheet ofIndraprastha Medical Corporation Limited, as at 31st
March, 2004 and also the Profit and Loss Account forthe year ended on that date annexed thereto and theCash Flow Statement for the period ended on that date.These financial statements are the responsibility of theCompany's Management. Our responsibility is to expressan opinion on these tinancial statements based on ouraudit.
We conducted our audit in accordance with auditingstandards generally accepted in India. Those standardsrequire that we plan and perform the audit to obtainreasonable assurance about whether the financialstatements are free of material misstatements. An auditincludes examination, on a test basis, evidencesupporting the amounts and disclosures in the financialstatements. An audit also includes assessing theaccounting principles used and significant estimatesmade by the management, as well as evaluating theoverall financial statement presentation. We believe thatour audit provides a reasonable basis for our opinion.
As required by the Companies (Auditors' Report) Order,2003 issued by the Central Government of India in termsof sub-section (4A) of Section 227 of the Companies Act,1956, we enclose in the annexure a statement on thematters specified in paragraph 4 & 5 of the said order.Further to our comments in the annexure referred toabove, we report that:-
a) We have obtained all the information andexplanations, which to the best of our knowledge andbelief were necessary for the purpose of our audit;
b) In our opinion, proper books of account, as requiredby law have been kept by the company so far, asappears from our examination of the books;
c) In our opinion, the Balance Sheet, Profit and LossAccount and Cash Flow Statement are in agreementwith the books of account;
d) The Balance Sheet, Profit and Loss Account andCash Flow Statement comply with the accountingstandards referred to in sub section (3C) of Section211 of the Companies Act, 1956;
e) On the basis of the written representations receivedfrom the directors/companies in which they aredirectors as on 31st March 2004, and taken on recordby the Board of Directors, we report that none of thedirectors is disqualified as on 31st March, 2004 frombeing appointed as a director in terms of clause (g)of sub-section (1) of Section 274 of the CompaniesAct, 1956;
f) The provisions of Section 441 A of the CompaniesAct, 1956 regarding the levy and collection of cesson turnover or Gross receipts of the companies, havenot yet been notified by the Central Government.Accordingly, we are unable to express our opinionon the compliance of the said Section in terms ofclause (g) of sub-section (3) of section 227.
g) In our opinion and to the best of our information andaccording to explanations given to us, the saidaccounts read with the notes thereon give theinformation required by the Companies Act, 1956,in the manner so required and give a true and fairview in conformity with the accounting principlesgenerally accepted in India.
i) in the case of the Balance Sheet, of the state ofaffairs of the company as at 31st March, 2004;
ii) in the case of the Profit and Loss Account, ofthe profit of the company for the year endedon that date; and
iii) in the case of Cash Flow Statements, of the CashFlows for the year ended on that date.
For S.C.Vasudeva & Co.Chartered Accountants
Place: New DelhiDated: 20th May, 2004
Sanjay VasudevaPartnerM.No. 90989
ANNEXURE TO THE AUDITORS' REPORT
Annexure referred in paragraph 3 of our report to themembers of Indraprastha Medical Corporation Limitedon accounts for the financial year ended 31st March, 2004.
(i) (a) According to the information andexplanations given to us and on the basis ofthe books and records examined by us inthe normal course of audit and to the best ofour knowledge and belief, we state that thecompany has maintained proper recordsshowing full particulars including quantitativedetails and situation of fixed assets.
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(b) According to the information andexplanations given to us, the fixed assetshave been physically verified by themanagement during the year and we areinformed that no discrepancies were noticedon such physical verification. In our opinion,the frequency of physical verification of fixedassets is reasonable having regard to thesize of the company and the nature of itsbusiness.
(c) According to the information andexplanations given to us, the company hasnot disposed off substantial part of its fixedassets during the year.
(a) According to the information andexplanations given to us, the physicalverification of inventory has been conductedat reasonable intervals during the year bythe management. In our opinion thefrequency of verification is reasonable.
(b) In our opinion and according to theinformation and explanations given to us, theprocedures of physical verification ofinventory followed by the management asevidenced by written procedures andinstructions are reasonable and adequate inrelation to the size of the company and thenature of its business.
(c) In our opinion and according to theinformation and explanations given to us, thecompany has maintained proper records ofits inventories. Further according to theinformation and explanations given to us nomaterial discrepancies were noticed on thephysical verification of inventory as comparedto the book records. The balance of inventoryestablished on physical verification as at theyear end have been incorporated in the booksof account. Consequently, the shortages/excess, if any have been adjusted in theconsumption of stores and spares.
(a) According to the information andexplanations given to us, the Company hasneither granted nor taken any loans, securedor unsecured from any companies, firms orparties covered in the register maintainedunder Section 301 of the Companies Act,1956.
(b) As the Company has not granted or takenany loans, secured or unsecured to/fromcompanies, firms or other parties covered inthe register maintained under section 301 ofthe Companies Act, 1956, the provisions ofParagraph 4 (iii) (b), (iii) (c) and (iii) (d) of theOrder are not applicable to the company.
(iv) In our opinion and according to the information andexplanations given to us, there are adequateinternal control procedures commensurate with thesize of the company and the nature of its businessfor purchase of inventory and fixed assets. Duringthe course of our audit, we have not observed anycontinuing failure to correct major weaknesses ininternal control.
(v) (a) According to the information andexplanations given to us, we are of theopinion that the contracts or arrangementspursuant to which transactions have beenmade, and required to be entered in theregister maintained under Section 301 of theCompanies Act, 1956, have been so entered.
(b) In our opinion and according to theinformation and explanations given to us,each of the transactions made in pursuanceof the contracts or arrangements entered inthe register maintained under Section 301of the Companies Act, 1956 and exceedingthe value of rupees five lakhs in respect eachparty have been made at prices which arereasonable having regard to the prevailingmarket prices at the relevant time.
(vi) According to the information and explanationsgiven to us the company has not accepted anydeposits from the public. The provisions of Section58A and 58AA of the Companies Act, 1956 andrelevant rules framed thereunder are not applicableto the company.
(vii) In our opinion, the company has an internal auditsystem commensurate with its size and nature ofits business.
(viii) According to the information and explanationsgiven to us, the Central Government has notprescribed the maintenance of cost records underSection 209 (1) (d) of the Companies Act, 1956.
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(ix) (a) According to the information andexplanations given to us and the books andrecords examined by us in the normal courseof audit and to the best of our knowledgeand belief, we state that undisputed statutorydues including Provident Fund, InvestorEducation and Protection Fund, Income-tax,Sales Tax, Customs Duty and Wealth Tax andother material statutory dues applicable tothe company, if any, have been regularlydeposited with the appropriate authoritiesduring the financial year. We are informedthat the provisions of Excise Duty and Cessare not applicable to the company.
(b) According to the information andexplanations given to us, there are no duesof Sales tax, Income tax, Customs Duty andWealth tax which have not been depositedon account of any disputes.
(x) In our opinion, the company does not haveaccumulated losses and has not incurred cashlosses during the financial year covered by ouraudit and the immediately preceding financial year.
(xi) Based on our audit procedures and the informationand explanations given by the management weare of the opinion that the company has notdefaulted in repayment of dues to any financialinstitution or bank. As informed to us no moneyhas been raised through debentures by thecompany.
(xii) According to the information and explanationsgiven to us, the company has not granted any loansand/or advances on the basis of security by wayof pledge of shares, debentures and othersecurities. Therefore, the provisions of paragraph4(xii) of the Order are not applicable to thecompany.
(xiii) The company is not a chit fund company or nidhi/mutual benefit fund/society. Therefore, theprovisions of Paragraph 4 (xiii) of the said Orderare not applicable to the company.
(xiv) The Company is not dealing or trading in shares,securities, debentures and other investments.Therefore the provisions of paragraph 4(xiv) of thesaid Order are not applicable to the company.
(xv) According to the information and explanationsgiven to us, the company has not given anyguarantee for loans taken by others from banks orfinancial institutions. Accordingly, the provisions ofparagraph 4(xv) of the said Order are notapplicable to the company.
(xvi) According to the information and explanationsgiven to us, the company has not raised any termloan during the financial year. Further as informedto us, the term loans raised in the earlier years havebeen utilised for the purpose for which the loanswere obtained.
(xvii) According to the information and explanationsgiven to us and on an overall examination of theBalance Sheet of the company, we report that nofunds raised on short-term basis have been usedfor long-term investments by the company. Furtheras informed to us the company has not raised anyfunds on long term basis during the year andtherefore the question of use of such funds for short-term investments does not arise.
(xviii) According to the information and explanationsgiven to us the company has not made anypreferential allotment of shares to parties andcompanies covered in the register maintainedunder section 301 of the Act.
(xix) According to the information and explanationsgiven to us,the company has not issued anydebentures. Therefore the provisions of paragraph4 (xix) of the said Order is not applicable to thecompany.
(xx) According to the information and explanationsgiven to us, the company has not during the yearraised any money by public issues, therefore theprovisions of paragraph 4 (xx) of the said Orderare not applicable to the company.
(xxi) According to the information and explanationsgiven to us, no fraud, on or by the company hasbeen noticed or reported during the year.
For S.C.Vasudeva & Co.Chartered Accountants
Place: New DelhiDated: 20th May, 2004
Sanjay VasudevaPartnerM.No. 90989
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BALANCE SHEET AS AT 31ST MARCH, 2004
ScheduleParticulars No.
SOURCES OF FUNDSShareholders' FundsShare Capital 1Reserves and Surplus 2
Loan FundsSecured Loans 3Unsecured Loans 4
Deferred Tax Liability (Net)
Total
APPLICATION OF FUNDSFixed Assets 5Gross Block
Less: Depreciation
Net BlockCapital Work in Progress
Current Assets, Loans 6and AdvancesInventoriesSundry DebtorsCash and Bank BalancesOther Current AssetsLoans and Advances
Less: Current Liabilities 7and ProvisionsLiabilitiesProvisions
Net Current AssetsMiscellaneous Expenditure 8(To the extent not written off or adjusted)
Total
As at31st March,
2004Rs.
916,730,000197,365,602
126,192,69835,050,000
315,810,756
1,591,149,056
2,271,156,899
673,985,176
1,597,171,723
40,117,994189,884,90624,094,24134,741,609
171,574,963
460,413,713
295,342,555177,148,577
472,491,132
(12,077,419)6,054,752
1,591,149,056
As at31st March,
2003Rs.
916,730,000145,850,151
309,472,09850,000,000
265,005,893
1,687,058,142
2,199,701,664
560,695,414
1,639,006,250161,076
40,967,901109,430,998115,501,29135,069,697
163,658,750
464,628,637
292,141,606133,678,346
425,819,952
38,808,6859,082,131
1,687,058,142
Notes to Accounts 12
As per our separate report of even date attachedFor S.C. Vasudeva & Co.Chartered Accountants
A.K. SinghalSanjay Vasudeva Sen/or General Manager cumPartner Company Secretary
Place : New DelhiDate : 20th May, 2004
Smt. Shailaja ChandraDr. Prathap C ReddyPrem Pandhi
ChairpersonVice ChairmanDirector
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PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2004
Balance carried to the Balance Sheet
Earnings per share of Rs. 10/- each(Refer to note no. 10 of Notes to Accounts)Basic & Diluted
197,365,602
1.69
B?
ScheduleParticulars No.
INCOMEHospital RevenueOther Income 9
Total
EXPENDITUREStores and Spares consumedOperating and Administrative Expenses 10interest and other Financial Charges 1 1Preliminary Expenses written offDepreciation
Total
Profit for the yearPrior period adjustments
Profit before taxProvision for Taxation - Current
- DeferredProvision for Wealth TaxTax paid/ Excess provision for tax written back
Profit after tax
Add: Balance brought forward
Balance available for appropriationLess: DividendLess: Corporate Dividend Tax there on
For the yearended
31st March, 2004Rs.
1,659,364,864148,702,780
1,808,067,644
465,357,319946,619,22232,773,9303,027,380
114,728,205
1,562,506,056
245,561,588220,000
245,341,58839,570,74450,804,863
49,956(18,058)
154,934,083
145,850,151
300,784,23491,673,00011,745,632
'̂ i
For the yearended
31st March, 2003Rs.
1,449,804,585130,413,259
1,580,217,844
409,005,839835,848,867
42,721,4813,027,377
101,406,015
1,392,009,579
188,208,265
188,208,26514,821,40160,972,862
42,800493,859
111,877,343
121,876,672
233,754,01577,922,0509,981,814
145,850,151
1.22
Notes to Accounts 12
As per our separate report of even date attachedFor S.C. Vasudeva & Co.Chartered Accountants
A.K. SinghalSanjay Vasudeva Senior General Manager cumPartner Company Secretary
Place : New DelhiDate : 20th May, 2004
Smt. Shailaja ChandraDr. Prathap C ReddyPrem Pandhi
ChairpersonVice ChairmanDirector
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SCHEDULES
SCHEDULE 1
SHARE CAPITALAuthorised :10,00,00,000 Equity Shares of Rs. 10/- each
Issued, Subscribed and Paid up :(91,673,000 Equity Shares of Rs. 10/- each fully paid up)(In respect of term loans granted to the Company, the financial institutions havean option to convert a part of the loan into 2,472,000 (Previous year 4,036,000)Equity Shares of Rs. 10/- each at par during the currency of the loans)
SCHEDULE 2RESERVES AND SURPLUSProfit and loss accountOpening BalanceAdd : Surplus for the year
SCHEDULE 3
SECURED LOANSFrom Banks:-Term loanFrom Institutions:-Term loan
[The above are secured by mortgage of immovables and hypothecationof movables both present and future (excluding receivables)and rank pari passu.](Due for repayment within 12 months Rs.58,302,858/-(Previous year Rs. 14'6,473
Working capital facility from Bank(Secured against hypothecation of stores,spares and receivables)
SCHEDULE 4
UNSECURED LOANSShort Term Loans from Bank(Due for repayment within 12 months Rs. 35,050,000(Previous Year Rs. 50,000,000))
SCHEDULE 5
FIXED ASSETS
As at As at31st March, 31st March,
2004 2003Rs. Rs.
1 ,000,000,000 1 ,000,000,000
1 ,000,000,000 1 ,000,000,000
916,730,000 916,730,000
916,730,000 916,730,000
145,850,151 121,876,67251,515,451 23,973,479
197,365,602 145,850,151
99,229,286 241,640,418
12,281,250 33,069,250
,345/-))14,682,162 34,762,430
126,192,698 309,472,098
35,050,000 50,000,000
35,050,000 50,000,000
Grots Block Depreciation Nat Block
Cost As at Additions Deletion/ Cost As at Up to For the Written back/ Up to As at As at1.04.2003 Adjusted 31.03.2004 31.03.2003 Year Adjusted 31.03.2004 31.03.2004 31.03.2003
Particulars (Rs.) (Rs.) (Rs.) (Rs.) (Rs.) (Rs.) (Rs.) (Rs.) (Rs.) (Rs.)
Tangible Assets
Leasehold land NIL ' NIL(Leased from Delhi Administration)Buildings 765,980,581 765,980,581 77,866,131 12,460,120Furniture & Fittings 45,709,203 5,923,170 51,832,373 27,517,366 4.002,532Plant & Machinery 223,109,017 8,481,558 231,590,575 62,007,183 10,842,190Office Equipment 105,540,847 6,460,994 112,001,841 50,376,136 11,183,282Medical Equipment 1,049,889,339 "37,606,271 30,000 1,087,465,610 339,235,776 71,727,709Vehicles 9,472,677 2,476,165 2.274,828 9,674,014 3,692,822 924,016
Total (A) 2,199,701,664 60,948,158 2,304.828 2,258,344,994 560,695,414 111,139,849Intangible AssetsComputer Software NIL 12,811,905 12311,905 NIL 3,588,356
Total (B) • 12,811,905 - 12,811,905 - 3,588,356Grand Total (A+BJ 2,199,701,664 73,760,063 2.304.828 2,271,156,899 560.695,414 "114,728.205Previous year 1,997,625,769 203,754,226 1,678,331 2.199.701,664 460,202,845 101.406,015Capital Work in progress
NIL
90,326,251 675,654,330 688,114,45031,519,896 20,112,475 18,191,83772^49,373 158,741,202 161.101,83461359,418 50,442,423 55,164,711
410,963,465 678,502,125 710,653,5631,438,443 3,178,395 6,495,619 5,779,865
1,438,443 670,396,820 1,587,948,174 1,639,006,250
3,588,358 9,223,549 NIL
3,588,356 9,223,5491,438,443 673,986,176 1,597,171,723 1,639,006.250
913,446 560,695,414 1,639.006,250 1,537,422,924
Nil 161,076
* Includes additions during the year amounting to Rs. 18,885,007 {Previous Year Rs. 9,091,577) which have been depreciated @ 13.57% based on the technological evaluationof the estimated useful lite of seven years.
" Includes Rs. 3,588,356 (Previous Year Nil) on account of amortisation of intangible assets.
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SCHEDULE 6
CURRENT ASSETS, LOANS AND ADVANCES
Inventories
Stores & SparesCrockery & UtensilsLinenMedical & Surgical Instruments
Sundry Debtors (Unsecured)Debts outstanding for a period exceeding six months- Considered Good- DoubtfulOther Debts- Considered Good- Doubtful
Less Provision for doubtful debts
Cash and Bank Balances- Cash balance in hand- With scheduled banks
in current accountsin fixed deposits(includes Rs.1,069,403/- pledged towardsmargin money. Previous year Rs.1,991,573/-)
- With scheduled banks forPublic Issue Moneyin Current Accounts
- With scheduled banks inUnpaid Dividend Account
Other Current AssetsPatient's treatment in progressInterest ReceivableOther Receivable
Loans and Advances(Unsecured, considered good)Advance for capital itemsAdvances recoverable in cash or in kind or forvalue to be receivedPrepaid TaxesDepositsPrepaid Expenses
As at31st March,
2004Rs.
As at31st March,
2003Rs.
20,044,842477,341
8,648,28110,947,530
40,117,994
47,108,66713,345,054
142,776,239
203,229,96013,345,054
189,884,906
4,357,764
14,403,8193,213,633
17,000
2,102,025
24,094,241
30,080,308147,858
4,513,443
34,741,609
977,8876,285,717
154,915,7154,370,3505,025,294
171,574,963
19,789,229437,557
9,013,54211,727,573
40,967,901
34,491,26613,475,322
74,939,732
122,906,32013,475,322
109,430,998
6,734,560
101,587,0485,633,100
176,734
1,369,849
115,501,291
26,279,499192,998
8,597,200
35,069,697
7,393,42811,569,450
136,090,1145,656,8502,948,908
163,658,750
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SCHEDULE 7
CURRENT LIABILITIES AND PROVISIONS
a. Current LiabilitiesSundry CreditorsDue to Small Scale Industrial UndertakingsDue to Others- for Capital Works- for ExpensesAdvance from patientsUnclaimed Dividend *Share Application Money Refundable *Investor Education and Protection Fund shall becredited by the following :Share Application Money RefundableOther liabilities (Includes amounts due to director Rs. 2.000/-)(Previous year Rs. 2.000/-)Interest Accrued but not due- There is no amount due and outstanding to becredited to Investor Education and Protection Fund.
b. ProvisionsProvision for Income taxProvision for Wealth taxProposed Dividend & Dividend TaxProvision for Leave encashment
SCHEDULE 8
MISCELLANEOUS EXPENDITURE(To the extent not written off or adjusted)
Preliminary ExpensesPublic Issue expenses including underwriting
Commission and brokerageOther issue expenses
As at31st March,
2004Rs.
5,167,10742,810,44232,308,9392,102,025
17,000210,946,707
1,990,335
295,342,555
67,731,098226,060
103,418,6325,772,787
177,148,577
SCHEDULE 9
OTHER INCOME
Interest received from banks(Tax deducted at source Rs. 111,123 /-Previous year Rs. 212,7327-)Interest received from othersLicence fee & commission from licenceesService charges received from doctorsMiscellaneous incomeProvision no longer required written back
543,045
2,707,2122,804,495
6,054,752
For the yearended 31st March,
2004Rs.
715,669
107,76629,727,33593,665,93116,089,2468,396,833
As at31st March,
2003Rs.
7,742,42287,587,42524,445,488
1,369,849166,130
166,926,374
3,903,918
292,141,606
42,305,878176,104
87,903,8643,292,500
133,678,346
814,568
4,093,2484,174,315
9,082,131
For the yearended 31st March,
2003Rs.
657,364
32,11325,890,17985,626,72912,647,0355,559,839
148,702,780 130,413,259
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SCHEDULE 10
OPERATING AND ADMINISTRATIVE EXPENSES
Salaries and wagesContribution to Provident & Other FundsStaff welfareConsultation fees paid to doctorsOutside lab investigationsLeasehold ground rentEquipment lease rentPower & FuelRentTravelling and ConveyanceInsuranceDirectors' sitting feesCommunicationPrinting and stationeryAdvertisementLegal and professional chargesSecurity chargesPayment to auditorsAuditors out of pocket expensesRates, taxes and licencesLoss on Sale of Discarded AssetsService ChargesRepairs and maintenance- Building- Plant & Machinery- OthersMiscellaneous expensesBad debts written offProvision for doubtful debts
For the yearended 31st March,
2004Rs.
221,343,73217,059,77817,035,309
444,222,1173,335,353
121,396,696
70,971,4433,608,308
11,596,2186,891,788
607,50013,214,29312,655,7359,460,0338,213,1066,483,651
574,50046,469
12,183,414158,556
39,369,544
7,000,29212,082,7084,585,2236,574,4177,869,6478,079,380
For the yearended 31st March,
2003Rs.
194,606,91712,080,05215,323,924
390,973,5722,281,830
1219,443,27065,573,674
1,000,0857,846,4436,132,687
385,00010,395,5609,662,9846,474,0206,664,0366,367,055
515,27586,937
11,823,476435,070
31,309,677
4,315,8933,875,5257,158,6715,673,7386,712,7208,730,764
946,619,222 835,848,867
SCHEDULE 11
INTEREST AND OTHER FINANCIAL CHARGES
Interest on term loansInterest on working capitalOther financial charges
27,088,3781,278,2134,407,339
32,773,930
35,333,5613,187,9144,200,006
42,721,481
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SCHEDULE 12
NOTES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH, 2004
1) Significant Accounting Policies :
A. System of Accounting
The financial statements are prepared under the historical cost convention on accrual basis and materiallycomply with the mandatory Accounting Standards issued by the Institute of Chartered Accountants of India.
B. Revenue Recognition
Revenue is recognized on accrual basis. Hospital Revenue comprises of income from services rendered tothe out-patients and in-patients. Revenue also includes value of services rendered pending billing in respectof in-patients undergoing treatment as on 31st March, 2004.
C. Fixed Assets
Fixed Assets are stated at cost less accumulated depreciation. In respect of assets acquired out of foreigncurrency loans, the increase / decrease in the amount payable against such loans on account of fluctuation inexchange rate is adjusted with the cost of the assets.
D. Depreciation
(i) Depreciation is charged on straight line method at the rates prescribed under schedule XIV to theCompanies Act, 1956 (considered the minimum rate) or at higher rates, if the estimated useful life basedon technological evaluation of the assets is/are lower than as envisaged under Schedule XIV to theCompanies Act. In case of additions and deletions during the year, the computations are on the basis ofnumber of days for which the assets have been in use. Assets costing not more than Rs.5000 each,individually have been depreciated fully in the year of purchase.
(ii) Where the historical cost of the depreciable asset undergoes a change due to increase or decrease in thelong-term liability on account of exchange rate fluctuations, the depreciation on the revised unamortiseddepreciable amount is provided prospectively over the residual useful life of the asset.
E. Intangible Assets
Intangible Assets are stated at cost less accumulated amortisation.
F. Amortisation of Intangible Assets
(i) Intangible assets are amortised on straight line method over the estimated useful life of the asset.
(ii) The useful life of the intangible assets for the purpose of amortisation has been estimated to be threeyears.
G. Inventories
(i) Inventories are valued at lower of cost and net realizable value.
(ii) The cost in respect of the items constituting the inventories has been computed on FIFO basis.
H. Preliminary and public issue expenditure
Preliminary expenses and expenses incurred for public issue including commission for subscription of sharesand brokerage is amortised over a period of ten years.
I. Retirement benefits
Provident fund: Employer's contribution to Provident Fund and Employees Pension Scheme is made inaccordance with the Provident Fund Act, 1952 read with Employees Pension Scheme, 1995.
Gratuity: The liability for gratuity is provided through a policy taken from Life Insurance Corporation of India(LIC) by an approved trust formed for that purpose. The contribution to the trust is made on the basis ofactuarial valuation made by LIC to cover the year's gratuity.
Leave encashment: The company has provided for the liability for the year on actuarial basis.
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J. Foreign currency transactions
Transactions denominated in foreign currency are recorded at the exchange rate prevailing on the date of thetransaction.
Exchange differences other than those relating to acquisition of fixed assets are recognised in the profit andloss account. Exchange differences relating to purchase of fixed assets are adjusted to the carrying cost offixed assets.
K. Borrowing costs
Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifyingasset are capitalized as part of the cost of the asset. Other costs are recognized as expense in the period inwhich they are incurred.
L. Taxation
Provision for Taxation comprises of Income Tax Liability on the profits for the year chargeable to tax andDeferred Tax resulting from timing differences between Book and Tax Profits. The Deferred Tax Asset/ Liabilityis provided in accordance with the Accounting Standard - 22 (AS-22), "Accounting for Taxes on Income",issued by the Institute of Chartered Accountants of India.
2. Estimated amount of contracts remaining to be executed on capital account and not provided for is Rs. 2,137,6237-(Previous Year Rs. 19,812,880V-).
3. Cost of the medical equipment taken on lease is Rs. 61,769,137/-. Future lease rentals payable on the equipmentleased amounts to Rs. Nil (Previous Year Rs.1,262,720/-).
4. a) Claims against the company not acknowledged as debt Rs. 366,200,0007- and interest thereon (Previous YearRs. 350,883,OOO/- and interest thereon).
b) Letters of credit outstanding on account of stores/spares amount to Rs. 1,871,1877- (Previous YearRs. 2.179.994/-).
5. The appeal filed by the company against assessment of property tax by MCD, has been decided by the AdditionalDistrict Judge, Delhi on 17th April, 2004 remanding the case to MCD for reassessment on the basis of directions setout in the said order.
The Company has provided Rs. 83,693,0787- (Previous Year Rs. 72,478,5387-) against property tax liability up to31st March 2004. The Company has been advised by their legal counsel that on the basis of facts and the directionsgiven by the Honourable Judge, the Company's liability is not likely to exceed the amount provided for the saidliability in the books of account.
6. Under the terms of the agreement between the Government of NCT of Delhi and the company, the Hospital project ofthe company has been put up on the land belonging to Government of NCT of Delhi. The Government of NCT of Delhiis committed to meet the expenditure to the extent of Rs. 154,780,000 out of IMCL Building fund account (fundsearmarked for the period) together with the interest thereon for construction of definite and designated buildingswhile the balance amount of the cost of the building will be borne by the Company. As at 31st March, 2004, theaforesaid fund, together with interest thereon amounting to Rs. 192,357,946 have been utilized towards progresspayments to contractors, advances to contractors, payments for materials, etc. The ownership of the building betweenGovernment of NCT of Delhi and the company will be decided at a future date keeping in view the lease agreement.
7. Travelling and conveyance includes Rs. 1,385,5747- on account of Directors travelling (Previous Year Rs. 1,047,6537-).
8. (a For the current year ended 31st March, 2004, timing differences have resulted in a net deferred tax expenseamounting to Rs. 50,804,8637- which is adjusted to the provision for taxation for the year.
(b Deferred Tax Liability (net) as on 31st March, 2004 is as follows:Amount Rs.
Timing difference on account of depreciation 322,825,853
Less: Deferred tax assets arising on account ofProvision for bad and doubtful debts 4,787,538Provision for retirement benefits 2,070,987Others 156,572
Net deferred tax liability 315,810,756
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9. Related party disclosures
Name Relationship
Apollo AssociateHospitalsEnterpriseLimited
Nature ofTransactions
Pharmacy-Consumables
Lease Rent -EquipmentLicence Fees
Value of Due fromTransactions as on 3 1st
March, 2004
584.91
13.9758.20
Rs. in Lakhs
Due toas on 31st
March, 2004
55.50
Dr. Yogi Key ManagementMehrotra PersonnelV J Key ManagementChacko Personnel
Commission onPharmacy Sales 129.82Reimbursement ofExpenses 11.20Remuneration to 24.63Managing DirectorRemuneration to Executive 2.13Vice President
10. The Basic earning per share (EPS) disclosed in the profit and loss accounts has been calculated by dividing thenet profit for the financial year 2003-04 attributable to equity shareholders by the weighted average number ofequity shares outstanding during the said financial year. The net profit attributable to equity share holders isRs. 154,934,083/- (Previous Year Rs. 111,877,343/-) and the weighted average number of equity share is 91,673,000for this purpose. Since the effects of potential equity shares are anti-dilutive, the effects are ignored for calculationof Earnings per share.
11. There are no amounts payable to any small-scale industrial undertaking.
12. The details of Prior period adjustment account are:
ExpensesIncome
13. Remuneration to the Managing Director:
SalaryOther AllowancesPerquisites
2003-2004(Amount in Rs.)
220,000Nil
2003-2004(Amount in Rs.)
1,603,222657,083202,221
2002-2003(Amount in Rs.)
NilNil
2002-2003(Amount in Rs.)
1,379,032183,856150,000
As no commission is payable to the Managing Director, the computation of net profits under section 349/350 of theCompanies Act, 1956, is not being given.
2003-2004 2002-2003(Amount in Rs.) (Amount in Rs.)
14. Earnings in Foreign Currency:
On account of Hospital Revenue: 20,312,036 10,200,464
15. Expenditure incurred in Foreign Currency:
On account of interestOn account of travellingOutflow of Foreign Currency on account of dividend:On account of remittance of dividendFor Financial YearNumber of non-resident shareholdersNumber of shares held by them
16. Value of Imports on GIF basis:
Capital GoodsStores & Spares
Nil927,158
22,309,7612002-2003
3926,246,774
17,288,10815,629,845
805,677368,578
18,374,7402001-2002
4526,435,867
109,278,08620,572,446
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2003-2004 2002-2003(Amount in Rs.) (Amount in Rs.)
17. Payment to Auditors:
As audit fee 525,000 430,000In other Capacity:Tax audit fee 49,500 49,500For certification & other Services — 35,775
574,500 515,275
18. Stores & Spares Consumed
Particulars 2003-2004 2002-2003Rs. % Rs. %
Imported 18,875,087 4.06 24,094,893 5.89Indigenous 446,482,232 95.94 384,910,946 94.11
Total 465,357,319 100.00 409,005,839 100.00
19. Materials consumed are of varied nature and include items of food, beverages, medical consumables etc. Thereforeit is not feasible to give the details as required under part II of schedule VI to the Companies Act, 1956.
20. The company is engaged in the healthcare business, which in context of Accounting Standard 17 issued by theInstitute of Chartered Accountants of India is considered the only business segment.
21. Previous year figures have been regrouped/rearranged wherever necessary.
22. Schedule 1 to 12 form an integral part of the Balance Sheet and Profit & Loss Account and have been authenticatedas such.
23. All figures have been rounded off to the nearest rupee.
As per our separate report of even date attachedFor S.C. Vasudeva & Co.Chartered Accountants
A.K. Singhal Smt. Shailaja Chandra ChairpersonSanjay Vasudeva Senior General Manager cum Dr. Prathap C Reddy Vice ChairmanPartner Company Secretary Prem Pandhi Director
Place : New DelhiDate : 20th May, 2004
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CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2004
Particulars
A.
B.
CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax & Extraordinary items
Add:DepreciationDeferred Revenue expenses written offPreliminary expenses written offLease rentals paidInterest chargedLoss on sale of fixed assetsDeduct:Interest receivedPrior period adjustmentsProfit on sale of fixed assets
Operating Profit before Working Capital changesAdjustments for
Trade & Other ReceivablesTrade payablesInventories
Cash Generated from OperationsDeduct:Interest paidIncome tax paid
Net Cash from Operating Activities
CASH FLOW FROM INVESTING ACTIVITIESPurchase of Assets (Net of sale)Interest received
Year Ended 31stMarch, 2004
Rs.
245,561,588
114,728,205—
3,027,3801,396,696
28,366,591158,556
823,435220,000
—
392,195,581
(90,694,096)(10,162,014)
849,907
292,189,378
(1,278,213)(19,410,901)
271,500,264
(69,050,962)868,605
Year Ended 31stMarch, 2003
Rs.
188,208,265
101,406,015—
3,027,37719,443,27038,521,475
435,070
689,477——
350,351,995
(81,007,753)10,228,8064,144,637
283,717,685
(3,187,914)(17,190,302)
263,339,469
(63,230,833)1,077,234
Net Cash from Investing Activities (68,182,357) (62,153,599)
C. CASH FLOW FROM FINANCING ACTIVITIESProceeds from - long term loansProceeds from - short term loansRepayment of finance lease liabilitiesRepayment of - long term loansRepayment of - short term loansInterest paidDividend paid
Net Cash from Financing Activities
Net increase in cash and Cash equivalents
Cash and cash equivalents as at 31st March, 2003(opening balance)Cash and cash equivalents as at 31st March, 2004
140,000,000(1,396,696)
(92,347,883)(225,801,249)(28,007,441)(87,171,688)
(294,724,957)
(91,407,050)
115,501,291
24,094,241
5,017,000135,000,000(19,443,270)
(120,090,986)(34,148,751)(39,884,204)(68,069,832)
(141,620,043)
59,565,827
55,935,464
115,501,291
As per our separate report of even date attachedFor S.C. Vasudeva & Co.Chartered Accountants
A.K. SinghalSanjay Vasudeva Senior General Manager cumPartner Company Secretary
Place : New DelhiDate : 20th May, 2004
Smt. Shailaja ChandraDr. Prathap C ReddyPrem Pandhi
ChairpersonVice ChairmanDirector
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BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE
I. Registration Details
Registration No. : 55-30958 State Code : 55
Balance Sheet 31 03 2004
Date Month Year
II. Capital raised during the year (Amount in Rs. '000)
Public Issue
Bonus Issue
NIL
NIL
Rights Issue
Private Placement:
Foreign Direct Investment
Promoters
NIL
NIL
NIL
NIL
III. Position of Mobilisation and Deployment of Funds (Amount in Rs. '000)
Total Liabilities 1,591,149
Sources of Funds
Paid-up Capital 916,730
Share Application Money NIL
Secured Loans 126,193
Total Assets
Reserves & Surplus
Unsecured Loans
Net deferred tax liability
1,591,149
197,36535,050
315,811
Application of Funds
Net Fixed Assets
Net Current Assets
Accumulated Losses
1,597,172 Investment
(12,077) Misc. Expenditure
NIL
NIL
6,054
IV. Performance of Company (Amount in Rs. '000).
Total Income
Profit/Loss Before Tax
Earning per share in Rs.
1,808,068 Total Expenditure
245,342 Profit/Loss After Tax
1.69 Dividend
1,562,726
154,93491,673
V. Generic Names of Three Principal Products/Services of Company (as per terms)
Item Code No. (ITC Code):
Product Description: Health Care Services
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Indraprastha Medical Corporation LimitedRegd.Office & Hospital Complex
Sarita Vihar .Delhi - Mathura Road, New Delhi -110 044Ph.: 26925801, 26925858, Fax : 011-26823629
e-mail: imcldel@giasd!01 .vsnl.net.inWeb site: www.apollohospdelhi.com