Mar 31, 2025
Provisions are recognised when the Company has a
present obligation (legal or constructive) as a result of a
past event, it is probable that the Company will be required
to settle the obligation, and a reliable estimate can be made
of the amount of the obligation.
The amount recognised as a provision is the best estimate
of the consideration required to settle the present obligation
at the end of the reporting period, taking into account the
risks and uncertainties surrounding the obligation. When
a provision is measured using the cash flows estimated
to settle the present obligation, its carrying amount is the
present value of those cash flows (when the effect of the
time value of money is material).
A contract is considered to be onerous when the expected
economic benefits to be derived by the Company from
the contract are lower than the unavoidable cost of
meeting its obligations under the contract. The provision
for an onerous contract is measured at the present value
of the lower of the expected cost of terminating the
contract and the expected net cost of continuing with the
contract. Before such a provision is made, the Company
recognises any impairment loss on the assets associated
with that contract.
Trade receivables and debt securities issued are
initially recognised when they are originated. All other
financial assets and financial liabilities are initially
recognised when the Company becomes a party to
the contractual provisions of the instrument.
A financial asset (except trade receivable) or financial
liability is initially measured at fair value plus / minus,
for an item not at fair value through profit and loss
(FVTPL), transaction costs that are directly attributable
to its acquisition or issue. A trade receivable is initially
measured at the transaction price.
Financial assets
On initial recognition, a financial asset is
classified as measured at
- amortised cost;
- FVTPL
Financial assets are not reclassified subsequent to
their initial recognition, except if and in the period the
Company changes its business model for managing
financial assets.
A financial asset is measured at amortised cost if
it meets both of the following conditions and is not
designated as at FVTPL:
- the asset is held within a business model whose
objective is to hold assets to collect contractual
cash flows; and
- the contractual terms of the financial asset give
rise on specified dates to cash flows that are
solely payments of principal and interest on the
principal amount outstanding.
All financial assets not classified as measured at
amortised cost as described above are measured
at FVTPL. On initial recognition, the Company may
irrevocably designate a financial asset that otherwise
meets the requirements to be measured at amortised
cost at FVTPL if doing so eliminates or significantly
reduces an accounting mismatch that would
otherwise arise.
Financial assets: Business model assessment
The Company makes an assessment of the objective
of the business model in which a financial asset is held
at a portfolio level because this best reflects the way
the business is managed and information is provided
to management. The information considered includes
the stated policies and objectives for the portfolio
and the operation of those policies in practice. These
include whether managementâs strategy focuses on
earning contractual interest income, maintaining a
particular interest rate profile, matching the duration
of the financial assets to the duration of any related
liabilities or expected cash outflows or realising cash
flows through the sale of the assets;
- how the performance of the portfolio is evaluated
and reported to the Company''s management;
- the risks that affect the performance of the
business model (and the financial assets held
within that business model) and how those
risks are managed;
- how managers of the business are compensated
- e.g. whether compensation is based on the fair
value of the assets managed or the contractual
cash flows collected; and
- the frequency, volume and timing of sales of
financial assets in prior periods, the reasons
for such sales and expectations about future
sales activity.
Transfers of financial assets to third parties in
transactions that do not qualify for derecognition are
not considered sales for this purpose, consistent with
the Companyâs continuing recognition of the assets.
Financial assets that are held for trading or are
managed and whose performance is evaluated on a
fair value basis are measured at FVTPL.
Financial assets: Assessment whether contractual
cash flows are solely payments of principal and interest
For the purposes of this assessment, âprincipalâ is
defined as the fair value of the financial asset on initial
recognition. âInterestâ is defined as consideration
for the time value of money and for the credit risk
associated with the principal amount outstanding
during a particular period of time and for other
basic lending risks and costs (e.g. liquidity risk and
administrative costs), as well as a profit margin.
In assessing whether the contractual cash flows
are solely payments of principal and interest, the
Company considers the contractual terms of the
instrument. This includes assessing whether the
financial asset contains a contractual term that could
change the timing or amount of contractual cash
flows such that it would not meet this condition. In
making this assessment, the Company considers:
- contingent events that would change the
amount or timing of cash flows;
- terms that may adjust the contractual coupon
rate, including variable interest rate features;
- prepayment and extension features; and
- terms that limit the Companyâs claim to
cash flows from specified assets (e.g. non¬
recourse features).
A prepayment feature is consistent with the solely
payments of principal and interest criterion if the
prepayment amount substantially represents unpaid
amounts of principal and interest on the principal
amount outstanding, which may include reasonable
additional compensation for early termination of
the contract. Additionally, for a financial asset
acquired at a significant discount or premium to its
contractual par amount, a feature that permits or
requires prepayment at an amount that substantially
represents the contractual par amount plus accrued
(but unpaid) contractual interest (which may also
include reasonable additional compensation for
early termination) is treated as consistent with this
criterion if the fair value of the prepayment feature is
insignificant at initial recognition.
Financial assets: Subsequent measurement and
gains and losses
Financial liabilities: Classification.subsequent
measurement and gains and losses
Financial liabilities are classified as measured at
amortised cost or FVTPL. A financial liability is classified
as at FVTPL if it is classified as held- for- trading, or
it is a derivative or it is designated as such on initial
recognition. Financial liabilities at FVTPL are measured
at fair value and net gains and losses, including any
interest expense, are recognised in the statement of
profit and loss. Other financial liabilities are subsequently
measured at amortised cost using the effective interest
method. Interest expense and foreign exchange gains
and losses are recognised in the statement of profit
and loss. Any gain or loss on derecognition is also
recognised in the statement of profit and loss.
Financial assets
The Company derecognises a financial asset when
the contractual rights to the cash flows from the
financial asset expire, or it transfers the rights to
receive the contractual cash flows in a transaction
in which substantially all of the risks and rewards of
ownership of the financial asset are transferred or
in which the Company neither transfers nor retains
substantially all of the risks and rewards of ownership
and does not retain control of the financial asset.
If the Company enters into transactions whereby it
transfers assets recognised on its balance sheet, but
retains either all or substantially all of the risks and
rewards of the transferred assets, the transferred
assets are not derecognised.
Financial liabilities
The Company derecognises a financial liability
when its contractual obligations are discharged or
cancelled, or expire.
The Company also derecognises a financial liability
when its terms are modified and the cash flows under
the modified terms are substantially different. In this
case, a new financial liability based on the modified
terms is recognised at fair value. The difference
between the carrying amount of the financial liability
extinguished and the new financial liability with
modified terms is recognised in the statement of
profit and loss.
Financial assets and financial liabilities are offset and
the net amount presented in the balance sheet when,
and only when, the Company currently has a legally
enforceable right to set off the amounts and it intends
either to settle them on a net basis or to realise the
asset and settle the liability simultaneously.
The Company assesses at each date of balance sheet,
whether a financial asset or a group of financial assets
is impaired. Ind AS 109 - Financial Instruments requires
expected credit losses to be measured though a loss
allowance. The Company recognises lifetime expected
losses for all contract assets and / or all trade receivables
that do not constitute a financing transaction. For all other
financial assets, expected credit losses are measured at
an amount equal to the twelve-month expected credit
losses or at an amount equal to the life time expected
credit losses if the credit risk on the financial asset has
increased significantly, since initial recognition.
The Company determines the allowance for credit losses
based on historical loss experience adjusted to reflect
current and estimated future economic conditions. The
Company considered current and anticipated future
economic conditions relating to industries the Company
deals with and the countries where it operates.
Property, plant and equipment, capital work-in¬
progress and intangible assets with finite life are
evaluated for recoverability whenever there is an
indication that their carrying amounts may not
be recoverable. If any such indication exists, the
recoverable amount (i.e. higher of the fair value less
cost to sell and the value-in-use) is determined on
an individual asset basis unless the asset does not
generate cash flows that are largely independent of
those from other assets. In such cases, the recoverable
amount is determined for cash generating unit (CGU)
to which the asset belongs.
If the recoverable amount of an asset (or CGU) is
estimated to be less than its carrying amount, the
carrying amount of the asset (or CGU) is reduced to it''s
recoverable amount. An impairment loss is recognised
in the statement of profit and loss. In respect of
assets other than Goodwill for which impairment loss
has been recognised in prior periods, the Company
reviews at each reporting date whether there is any
indication that the loss has decreased or no longer
exists. An impairment loss is reversed if there has
been a change in the estimates used to determine the
recoverable amount. Such a reversal is made only to
the extent that the assetâs carrying amount does not
exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no
impairment loss had been recognised.
Basic earnings / loss per share is computed by dividing
profit attributable to equity shareholders of the Company
by the weighted average number of equity shares
outstanding during the year. Diluted earnings per share is
computed using the weighted-average number of equity
and dilutive equivalent shares outstanding during the
period, using the treasury stock method for options and
warrants, except where the results would be anti-dilutive.
A contingent liability is a possible obligation that arises
from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain
future events beyond the control of the Company or a
present obligation that is not recognized because it is not
probable that an outflow of resources will be required to
settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot
be recognized because it cannot be measured reliably.
The Company does not recognize a contingent liability
but discloses its existence in the standalone financial
statements unless the possibility of an outflow of resources
embodying economic benefits is remote.
Contingent liabilities and commitments are reviewed by
the management at each balance sheet date.
Cash flows are reported using the indirect method,
whereby net profit / loss before tax is adjusted for the
effects of transactions of a non-cash nature and any
deferrals or accruals of past or future cash receipts or
payments. The cash flows from operating, investing and
financing activities of the Company are segregate. Bank
overdrafts and investment in liquid mutual funds are
classified as cash and cash equivalents for the purpose of
cash flow statement, as they form an integral part of an
entity''s cash management.
Cash and cash equivalents include cash in hand, demand
deposits with banks and other short-term highly liquid
investments with original maturities of three months or less.
For the purpose of cash flow statement, cash and cash
equivalent includes cash in hand, in banks, demand deposits
with banks and other short-term highly liquid investments
with original maturities of three months or less, net of
outstanding bank overdrafts that are repayable on demand
and are considered part of the cash management system.
The acquired investment in subsidiaries and joint
ventures are measured at acquitions date fair value
Investment in equity shares of subsidiaries and joint
ventures are accounted either;
(a) at cost, or
(b) in accordance with IND AS 109,
financial instruments
The Company has elected to account its subsidiaries
and joint ventures at cost less accumulated
impairment losses, if any.
An operating segment is a component of the Company
that engages in business activities from which it may earn
revenues and incur expenses and for which discrete financial
information is available. Operating segments are reported
in a manner consistent with the internal reporting provided
to the chief operating decision maker. The Chairman of
the Company is responsible for allocating resources and
assessing performance of the operating segments and
accordingly is identified as the Chief Operating Decision
Maker (CODM). The CODM evaluates the Company''s
performance and allocates resources on overall basis.
In accordance with Ind AS 103, ""Business combinations""
the Company accounts for acquisitions of businesses using
the acquisition method. The consideration transferred for
the business combination is measured at fair value as at
the date the net identifiable assets are acquired. Purchase
consideration paid in excess of fair value of net identifiable
assets acquired is recognised as goodwill. Any goodwill
that arises is tested annually for impairment. Any gain on
a bargain purchase is recognised in OCI and accumulated
in equity as capital reserve if there exists clear evidence
of the underlying reasons for classifying the business
combination as resulting in a bargain purchase; otherwise
the gain is recognised directly in equity as capital reserve.
Transaction costs are expensed as incurred, except to the
extent related to the issue of debt or equity securities.
The consideration transferred does not include amounts
related to the settlement of pre-existing relationships
with the acquiree.
Any contingent consideration is measured at fair value at
the date of acquisition. If an obligation to pay contingent
consideration that meets the definition of financial
instrument is classified as equity, then its not remeasured
subsequently and settlement is accounted for within
equity. Other contingent consideration is remeasured at
fair value at each reporting date and changes in the fair
value of the contingent consideration are recognised in the
statement of profit and loss.
Business combination under common control
Business combinations involving entities or businesses
in which all the combining entities or businesses are
ultimately controlled by the same party or parties both
before and after the business combination and where
that control is not transitory are accounted for as per the
pooling of interest method.
The business combination is accounted for as if the
business combination had occurred at the beginning of
the earliest comparative period presented or, if later, at
the date that common control was established; for this
purpose, comparatives are revised. The assets and liabilities
acquired are recognised at their carrying amounts. The
identity of the reserves is preserved, and they appear in the
consolidated financial statements of the Group in the same
form in which they appeared in the financial statements of
the acquired entity. The excess of the consideration over
the net assets acquired is transferred to amalgamation
deficit reserve. The excess of net assets acquired over the
consideration is transferred to capital reserve.
Exceptional items refer to items of income or expense
within the standalone statement of profit and loss from
ordinary activities which are non-recurring and are of such
size, nature or incidence that their separate disclosure
is considered necessary to explain the performance
of the Company.
Ministry of Corporate Affairs (âMCAâ) notifies new standard
or amendments to the existing standards under companies
(Indian Accounting Standards) Rules as issued from time
to time. For the year ended March 31, 2025, MCA has
notified IND AS -117 Insurance Contracts and amendments
to Ind AS 116 - Leases, relating to sale and leaseback
transactions, applicable to the Company w.e.f. April 1,2024.
The Company has reviewed the new pronouncements and
based on its evaluation has determined that it does not have
any significant impact in its financial statements.
On May 9, 2025, MCA notifies the amendments to Ind AS
21 - Effects of Changes in Foreign Exchange Rates. These
amendments aim to provide clearer guidance on assessing
currency exchangeability and estimating exchange
rates when currencies are not readily exchangeable. The
amendments are effective for annual periods beginning on
or after April 1, 2025. The Company does not expect this
amendment to have any significant impact in its standalone
financial statements.
- Directly attributable expenses capitalised of Rs. 143.89 million (31 March 2024: 11.19 million). Total borrowing cost
capitalised (included in directly attributable expenses) is Rs. 80.46 million (31 March 2024: 5.25 million) relating to Lease
Liability using a capitalisation rate of 10%.
- Government grant recognised at fair value as per Ind AS 20, accounting for government grants and disclosure of
government assistance (refer note 19).
- Acquisition of plant and medical equipment through deferred payment settlement scheme is Rs. 94.84 million (31 March
2024: Rs. 24.48 million).
(i) Project abandoned / temporarily suspended:
In the earlier years, the Company had recognised impairment aggregating to Rs. 835.46 million (including capital work-in
progress, capital advances, right of use asset, security deposit and other committed costs) towards a greenfield project at
leased premises in Gurugram which was temporarily suspended in the year ended 31 March 2022. During the previous
year ended 31 March 2024, the underlying lease agreement had been terminated and the project was written-off pursuant
to the resolution passed by the Board of the Directors of the Company. Further, the management had concluded that the
other committed project cost of Rs. 39.05 million which was accrued earlier is no longer payable and had been written
back in the Statement of profit and loss as exceptional items.
(ii) There were no projects that had exceeded its cost compared to its original budget as at 31 March 2025 and 31 March
2024. For capital work in progress, whose completion is over due as compared to its orginal plan.
- Acquisition of right of use of asset (plant and medical equipment) through deferred payment settlement scheme is H 31.09
million (31 March 24: Nil).
# During the previous year, the Company acquired the Leasehold rights from Nagpur Cancer Hospital and Research Institute
Private Limited (NCHRI) with respect to the Land on which the hospital is constructed at Nagpur after obtaining requisite
approvals from Nagpur Investment Trust (NIT). The original allotment of the Land to NCHRI by NIT had been challenged by
Legal Heirs of the seller, which was acquired by NIT through the Land acquisition Scheme. The Challenge was upheld by the
Collector of Nagpur without giving proper chance of being heard by the stakeholders. NIT had filed a writ petition with the
Honâble High court of Bombay, Nagpur Bench, challenging the order of the Collector and had obtained a stay in the previous
year. The Company also filed a Civil Application for Intervention and to add the Company as an Intervening party to the matter.
The matter was subjudiced in the previous year and given the fact the the Company is a Bonafide purchaser of rights in the
Land by paying fair consideration , the Company believed that the above will not have any adverse impact on its rights to the
lease-hold land.
During the year, the claimants filed representation letters with Honâble High court of Bombay, Nagpur Bench stating that they
have no claims, including future claims on the hospital land and building. This representation shall ensure protection against any
claims thereof. After taking into account such representation, the petition was allowed to be withdrawn by the Honâble High
court of Bombay, Nagpur Bench via order dated 28 August 2024.
The Company has lease arrangements for leasehold rights of land, hospital buildings and medical equipments.
The aggregate depreciation expense on ROU for the year amounting to Rs. 334.01 million (31 March 2024: Rs. 256.85 million)
is included in the "Depreciation and Amortisation expense" in the Standalone statement of Profit and Loss and Rs. 63.43 million
(31 March 2024: 5.94 million) is capitalised to Capital work-in-progress.
Note (i): Pursuant to change in lease term and lease rentals for certain lease premises, the Company remeasured its lease liability
with a corresponding adjustment to the Right-of use assets.
(ii) The Company recognised gain of Rs Nil (during the year ended 31 March 2024: Rs 0.17 million) on termination of
lease contracts.
In respect of lease of immovable properties where the Company is the lessee, the lease agreements are duly executed in favour
of the Company as at 31 March 2025 and 31 March 2024.
Commitments for leases not yet commenced: The Company has committed to lease hospital building for its upcoming projects.
The potential future lease payments (on undiscounted basis) for such leases: Rs. 239.85 million over a lease period in the range
of 9 years (as at 31 March 2024: 931.58 million).
During the previous year ended 31 March 2024, the Company has also sub-leased hospital buildings and medical equipments
to its subsidiary HCG KOLKATA CANCER CARE LLP (Formerly known as HCG EKO Oncology LLP). The term of lease entered
into is 10 years. The Company recognised interest income of Rs. 41.11 million (for the previous year ended 31 March 2024 Rs
3.45 million) on lease receivables from this sub-lease.
8.1 During the current year, pursuant to the Share Purchase Agreement dated 28 June 2024 with Vizag Hospital And Cancer
Research Centre Private Limited (VHCRPL) and its shareholders, the Company has acquired 51% equity shares of VHCRPL on
01 October 2024 for a consideration of Rs. 2,063.20 million and acquired the control of VHCRPL from 02 October 2024. Further
as per the terms of the agreement the Company has committed to acquire an additional 34% of equity share capital of VHCRPL
for a consideration of Rs.1,540 million (approx.) which is payable within 18 months from the date of first closing (i.e 01 October
2024). The consideration for the balance 15% of equity share capital will be determined as per the terms of the shareholder
agreement. Both these transactions i.e 34% and 15% of equity shares have been accounted as ''Derivatives'' and measured as
fair value through the statement of profit or loss (Refer note 18)
The Company incurred Rs. 25.90 million towards legal and professional fees in respect of this business acquisition which was
charged-off in the statement of profit and loss as Other expenses.
8.2 During the previous year, pursuant to the Share Purchase Agreement with Nagpur Cancer Hospital & Research Institute Private Limited
(âNCHRIâ) and its shareholders, the Company acquired 100% equity shares of NCHRI on 22 August 2023 for a consideration of Rs. 141
million. Hence, NCHRI became wholly owned subsidiary of the Company. Further, the Company also acquired remaining non-controlling
interest in its subsidiary HCG NCHRI Oncology LLP (âHCG NCHRIâ) on 22 August 2023 pursuant to the Partnership Transfer Agreement
("PTA") with Dr. Ajay Mehta and Dr. Suchitra Mehta dated 18 July 2023 for a consideration of Rs. 176 million, including deferred
consideration of Rs. 42 million payable in 3 installments over the 18 month period. The fair value of the aforementioned consideration
amounting Rs. 171.64 million was recognised as investment. The Company paid Rs. 134 million on 22 August 2023 and recognised Rs.
2.12 million as interest on deferred consideration under the finance cost. The balance of Rs.42 million was paid during the current year.
8.3 During the previous year, the Company acquired remaining partnership interest aggregating to 49.5% in HCG KOLKATA CANCER
CARE LLP (Formerly known as HCG EKO Oncology LLP) as per the terms of Transfer of Partnership Interest Agreement dated 8
March 2024 for a consideration of Rs. 200 million. With this acquisition, HCG KOLKATA CANCER CARE LLP (Formerly known
as HCG EKO Oncology LLP) become wholly owned subsidiary of the Company.
Fully paid equity shares, which have a par value of Rs.10, carry one vote per share and carry a right to dividends. The Company has
only one class of equity share having a par value of Rs.10/- each. Holder of equity shares is entitled to one vote per share. In the event
of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company,
after distribution of all preferential amount. The distribution will be in proportion to number of equity shares held by the shareholders.
Employee stock options and terms attached to stock options granted to employees are described in Note 38.
(i) During the current year, pursuant to the Share Purchase Agreement dated 28 June 2024 with Vizag Hospital And Cancer
Research Centre Private Limited (VHCRPL) and its shareholders, the Company has acquired 51% equity shares of VHCRPL on
01 October 2024 for a consideration of Rs. 2,063.20 million and acquired the control of VHCRPL from 02 October 2024. Further
as per the terms of the agreement the Company has committed to acquire an additional 34% of equity share capital of VHCRPL
for a consideration of Rs.1,540 million (approx.) which is payable within 18 months from the date of first closing (i.e 01 October
2024). The consideration for the balance 15% of equity share capital will be determined as per the terms of the shareholder
agreement. Both these transactions i.e 34% and 15% of equity shares have been accounted as ''Derivatives'' and measured as
fair value through the statement of profit or loss (Refer note 18)
The Company incurred Rs. 25.90 million towards legal and professional fees in respect of this business acquisition which was
charged-off in the statement of profit and loss as Other expenses (refer note 29).
During the current year ended 31 March 2025, the recoverable amount of investments in HCG NCHRI Oncology LLP was
estimated to be lower than its carrying value resulting into an impairment of Rs. 348.21 million. The Company has total
investment of Rs 663.4 million and the total provision for impairment against the aforementioned investment of Rs 550.47
Million as at 31 March 2025
During the previous year ended 31 March 2024, the Company performed impairment assessment for all its investment. The
recoverable amount of investments in HCG Manavata Oncology LLP was estimated to be lower (considering the future cash
flows) than its carrying value given the decline in performance during the previous year and reduced growth rates during the
forecast period, resulting into an impairment of Rs. 200 million. The Company has total investment of Rs 571.47 million and the
total provision for impairment against the aforementioned investment of Rs 200 million as at 31 March 2024.
In the earlier years, the Company had recognised impairment aggregating to Rs. 835.5 million (including capital work-in
progress, capital advances, right of use asset, security deposit and other committed costs) towards a greenfield project at leased
premises in Gurugram. During the previous year ended 31 March 2024, the underlying lease agreement was terminated and
the project was written-off. Further, the management concluded that the other committed project cost of Rs. 39.0 million which
was accrued earlier was no longer payable and was written back in the statement of profit and loss as exceptional items.
Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash outflows, if
any, in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
(i) (a) Excise Commissionerate-III, Bengaluru has passed Order against the Company adjudicating that the product Fluro-deoxy-
glucose (''FDG'') is excisable and levied excise duty for the period under scrutiny from April 2009 to March 2014 of Rs. 6.80
million, interest on duty amount, penalty of Rs. 6.80 million, redemption fine of Rs.0.6 million in lieu of confiscation of goods
not available. The order also imposed a penalty of Rs. 1 million on Dr. B.S.Ajaikumar, Executive Chairman of the Company.
The Company has filed an appeal before CESTAT by paying Central Excise Duty of Rs.0.6 million and is positive of winning
the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further,
even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of
captively consumed FDG will reduce the demand.
(i) (b) Additional Commissionerate of Central Excise, Chennai, has passed the Order confirming the excisability on sale of FDG
for the period March 2013 to June 2015 levying excise duty of Rs. 6.57 million, interest on duty amount and penalty of Rs.
6.57 million. The Company is positive of winning the case on the ground that FDG is not excisable as there is no specific
entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30
which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
(ii) (a) HealthCare Global Vijay Oncology Private Limited which got merged with HCG effective from April 1, 2015, has undergone
Departmental VAT audit for the period from 2011-12 to 2014-15 and noted that the Company has not charged & paid
VAT on supply of food to patients and raised a AP-VAT demand of Rs. 2 million. Further, the Deputy Commercial Tax
Officer, Vijayawada has passed the Penalty Order for Rs. 0.5 million against the above AP-VAT Audit Order. The Company
has filed an writ petition before Andhra Pradesh High Court by paying Rs.0.4 million VAT amount to department.
The Company is positive of winning the case on the ground that various High Courts in India have ruled that the supply of
food to patient is pursuant to provision of medical service and is not a sale of goods.
(ii) (b) Healthcare Global Enterprises Limited assessment for Karnataka Value Added Tax (VAT) has been done for FY 2013-14 to
FY 2016-17 wherein demand of Rs. 33.02 million has been raised. The demand has mainly arisen on account of differential
rate of tax on canteen income, denial of input credit, wrongly taxing other income and ignoring the details of sales / sales
returns. The entire demand has been recovered from the Company. Presently, appeals for FY 2015-16 and FY 2016-17
are pending before Joint Commissioner, Department of Commercial Taxes.
With respect to FY 2013-14 and 2014-15, the appeal filed by the Company before Karnataka Appellate Tribunal (''KVAT
Tribunal'') was dismissed ex-parte by the KVAT Tribunal due to non-appearance of the Company''s counsel, vide Order
dated 14 July 2022. However, the Company could not be present on the date of hearing nor make any representation as
both the Company and its Counsel did not receive any intimation regarding the hearing. Subsequently in December 2022,
the Company has filed an application before the KVAT Tribunal for restoration of the appeal. KVAT Tribunal vide order
dated 03 April 2023 allowed the application and restored the appeal to its original form.
The Company believes that the VAT demand will be dropped and there would be no adverse impact in the financial statements.
(ii) (c) Gujarat Value Added Tax (VAT) assessment has been closed for FY 2014-15, FY 2015-16 and FY 2016-17 wherein
demand of Rs. 7.84 Million, Rs. 3.58 million and Rs. 1.52 million have been raised. The Company being aggrieved, has filed
an appeal for the above years on the ground that Sales Tax is not applicable on IP sales and there is no mismatch in ITC
taken by the Company. The Company has paid Rs. 1.30 million as pre-deposit against these orders. Currently, the appeal
against the order is pending before the Deputy Commissioner of State Tax.
(iii) (a) The Companyâs assessment for Central Sales Tax (CST) was done for FY 2014-15, FY 2015-16 and FY 2016-17 wherein
demand of Rs. 9.46 million was raised. The demand has mainly arisen on account of non-submission of âFâ Forms before
the AO. Though, demand has arisen, it is to be noted that the transactions has been reported correctly and it is mere a
procedural challenge leading to the demand. Entire demand has been recovered from the Company. Currently, the cases
are pending before the Deputy Commissioner of Commercial Taxes. The Company does not expect any adverse impact on
the standalone financial statements.
(iii) (b) During the previous year, a GST demand of ^6.95 million was raised against the Company in relation to corporate guarantee
services provided to its subsidiaries for the financial year 2017-18. During the current year, the Company has paid the tax
before 31 March 2025 under the amnesty scheme. As a result, this litigation is considered settled.
(iv) The Company has availed benefit of custom duties on import of capital goods through Export Promotion and Capital Goods
(EPCG) licenses against export obligations to be fulfilled within stipulated time period as per Foreign Trade Policy. Should
the Company not be able to fulfill its export obligations within the stipulated time period, it will be liable to pay the duty
benefit availed, along with other levies, if applicable, which may be levied on evaluation of facts and circumstances by the
respective authorities.
(v) Possible claim against the Company relate to disallowance of expenditure relating to capital projects which have been
abandoned. Having regard to various judicial decisions on the similar matters, the management including its tax advisors expect
that its position will likely be upheld on ultimate resolution. Further, against few other allowances / disallowances, there could
be possible claims which management does not expect to be material.
(vi) The Payment of Bonus (Amendment) Act, 2015 (hereinafter referred to as the Amendment Act, 2015) has been enacted on
31 December 2015, according to which the eligibility criteria of salary or wages has been increased from Rs.10,000 per month
to Rs.21,000 per month (Section 2(13)) and the ceiling for computation of such salary or wages has been increased from
Rs.3,500 per month to Rs.7,000 per month or the minimum wage for the scheduled employment, as fixed by the appropriate
government, whichever is higher. The reference to scheduled employment has been linked to the provisions of the Minimum
Wages Act, 1948. The Amendment Act, 2015 is effective retrospectively from 1 April 2014. Based on the same, the Company
has computed the bonus for the year ended 31 March 2015 which amounts to Rs.9.98 million.
The Company has taken a position that the stay granted by the two High Courts of India on the retrospective application of the
amendment would have a persuasive effect even outside the boundaries of the relevant states and accordingly no provision is
currently required.
(vii) The Company is involved in other disputes, law suits and other claims including commercial matters which arise from time to
time in the ordinary course of business. The Company believes that there are no such pending matters that are expected to have
any material adverse effect on the financial statements.
(viii) The Company has given letter of support to its subsidiary entities, namely HealthCare Global Senthil-Multi Specialty Hospital
Private Limited, Niruja Product Development and Healthcare Research Private Limited, HCG (Mauritius) Private Limited, HCG
Oncology LLP, HCG Oncology Hospitals LLP (formerly, Apex HCG Oncology Hospitals LLP), BACC HealthCare Private Limited,
HCG NCHRI Oncology LLP, Nagpur Cancer Hospital & Research Institute Private Limited, HCG KOLKATA CANCER CARE
LLP (Formerly known as HCG EKO Oncology LLP), HCG RAJKOT HOSPITALS LLP (Formerly known as HCG Sun Hospitals
LLP), HCG Manavata Oncology LLP and Suchirayu Health Care Solutions Limited. Under the letter of support, the Company is
committed to provide operational and financial assistance as is necessary for the subsidiary entities to enable them to operate
as going concern for a period of at least one year from the reporting date i.e. from 24 May 2025.
(ix) The Honâble Supreme Court has, in a recent decision dated 28 February 2019, ruled that special allowance would form part
of wages for computing the Provident Fund (PF) contribution. The Company keeps a close watch on further clarifications and
directions from the respective department based on which suitable action would be initiated, if any.
Ind AS 108 âOperating Segmentâ (âInd AS 108â) establishes standards for the way that public business enterprises report information
about operating segments and related disclosures about products and services, geographic areas, and major customers. Based on the
"management approach" as defined in Ind AS 108, Operating segments are to be reported in a manner consistent with the internal
reporting provided to the Chief Operating Decision Maker (CODM).The CODM evaluates the Company''s performance and allocates
resources on overall basis. The Companyâs sole operating segment is therefore âMedical and Healthcare Servicesâ. Accordingly, there
are no additional disclosure to be provided under Ind AS 108, other than those already provided in the financial statements.
Geographical information analyses the Company''s revenue and non-current assets by the Company''s country of domicile (i.e. India)
and other countries. In presenting the geographical information, segment revenue has been presented based on the geographical
location of the customers and segment assets has been presented based on the geographical location of the assets.
Plan assets consist of assets held in a ''long-term benefit fund'' for the sole purpose making future benefit payments when they
fall due. Plan assets include qualifying insurance policies and not quoted in the market.
The actual return on plan assets was Rs. 0.09 Million (for the year ended 31 March 2024: Rs. 0.09 Million).
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase
and employee attrition. The sensitivity analyses below have been determined based on reasonably possible changes of the
respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is
unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated
using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the
defined benefit obligation liability recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
The average duration of the defined benefit obligation as at 31 March 2025 is 4.87 years (as at 31 March 2024: 5.12 years)
Each actuarial assumption made in the measurement of the defined benefit obligation is a source of risk. There are additional
risks which can have an adverse impact on the plan, but are not allowed for in the measurement of the defined benefit obligation,
such as liquidity and counterparty default risks. Some of the most significant risks are listed below.
Discount rate: Variations in discount rate don''t affect the level of benefits under the plan. However, it is still a very significant
assumption as it does affect the discount due to time value of money. A fall in discount rate will increase the present value of
the obligation.
Salary increases: Since the plan benefits are linked to final salary, higher than expected salary increases will increase the cost
of benefits under the plan. An increase in the salary escalation assumption will increase the present value of the obligation.
Attrition rates: Deviations in actual attrition experience compared to the attrition assumption will change the level of benefits
and therefore the cost of those benefits. A change in the attrition assumption will also affect the present value of the obligation.
Regulatory risk: Since the minimum benefits under the plan are set by law, there is risk that a change in law could require the
employer to pay higher benefits, increasing the cost as well as the present value of obligation.
A Employee share option plan of the Company
Pursuant to the shareholders'' approval in the extraordinary general meeting held on 28 March 2014, the Board of Directors
formulated the Scheme titled âEmployee Stock Option Scheme 2014"" (ESOP 2014). The ESOP 2014 allows the issue of
options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration Committee grants the options to the employees deemed eligible. The Exercise
Price shall be a price that is not less than the face value per share per option. Options Granted under ESOP 2014 would
vest not less than one year and not more than five years from the date of Grant of such Options. Vesting of Options
would be a function of continued employment with the Company (passage of time) and achievement of performance
criteria as specified by the Nomination and Remuneration Committee as communicated at the time of grant of options.
The option holders may exercise those options vested within a period as specified which may range upto 10 years from
the date of grant.
Upon ESOP 2021 becoming effective, no further stock option grants will be made under ESOP 2014. However, all the
employee stock options already granted under this Scheme shall be eligible for being vested and exercised as per the
terms of ESOP 2014.
Pursuant to the shareholders'' approval vide their special resolution passed through postal ballot on 23 May 2021, the
Board of Directors formulated the Scheme titled âEmployee Stock Option Scheme 2021"" (ESOP 2021). The ESOP 2021
allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity
share. Under the Scheme, a maximum of 6,267,000 Options can be granted.
As per the Scheme, the Nomination and Remuneration Committee (NRC) grants the options to the employees deemed
eligible subject to fulfillment of such eligibility criteria(s) as may be specified in the Securities and Exchange Board of
India (Share Based Employee Benefits) Regulations, 2014 (âSEBI (SBEB) Regulationsâ) and/or as may be determined
by NRC from time to time. Exercise Price for the purpose of grant of options shall be as decided by the NRC, subject to
a minimum of the face value per share. The vesting of an option would also be subject to the terms and conditions as
may be stipulated by the NRC from time to time including but not limited to performance of the stock of the Company,
performance of the employees, their continued employment with the Company / its subsidiaries, as applicable. The vesting
period shall commence any time after the expiry of one year from the date of the grant of the options to the employee and
shall end over a maximum period of 7 years from the date of the grant of the options. The options could vest in tranches.
The exercise period may commence from the date of vesting and the vested options would be eligible to be exercised on
the vesting date itself or any time after vesting in terms of the ESOP Scheme. The options will lapse if not exercised within
the specified exercise period. The number of stock options and terms of the same made available to employees (including
the vesting period) could vary at the discretion of the NRC.
** The above figure include options granted to employees of the subsidiaries.
The weighted average share price at the date of exercise for share options exercised during the year ended 31 March 2025 is
Rs. 390.42 (31 March 2024: Rs. 334.24).
The options outstanding at the end of the reporting period has exercise price in the range of Rs. 10 to Rs. 200 (31 March 2024:
Rs. 10 to Rs. 200) and weighted average remaining contractual life of 3.40 years (31 March 2024: 4.82 years).
For details of amendments made to ESOP Scheme 2021, refer note 49
D For details of expense recognised in statement of profit and loss, please refer note 26 and for details of movement in share
options outstanding account refer note 16.2.
The Company''s principal financial liabilities, comprise loans and borrowings, lease liabilities, trade and other payables. The main
purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The
Company''s principal financial assets include loans, trade and other receivables and cash and short-term deposits that derive directly
from its operations.
The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risks which may adversely impact
the fair value of its financial instruments.
The Company has a risk management policy which covers risks associated with the financial assets and liabilities. The focus
of risk management committee is to assess the unpredictability of the financial environment and to mitigate potential adverse
effects on the financial performance of the Company.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations. The Company is exposed to the credit risk from its trade receivables, security deposit, investments,
cash and cash equivalents, bank deposits and loans. The maximum exposure to credit risk is equal to the carrying value of the
financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets.
Trade receivables are unsecured comprise a widespread customer base. Company assesses the credit quality of the
customer, taking into account its financial position, past experience and other factors. Individual risk limits are set for
patients without medical aid insurance. Services to customers without medical aid insurance are settled in cash or using
major credit cards on discharge date as far as possible. Credit Guarantees insurance is not purchased.
The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based
on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward
looking information wherever required. The expected credit loss allowance is based on the ageing of the receivables from
their expected period of recovery and the rates as derived as per the trend of trade receivable ageing of previous years.
No single customer accounted for more than 10% of the revenue as of 31 March 2025 and 31 March 2024. There is
no significant concentration of credit risk.
Details of geographic concentration of revenue is included in note 36 to the financial statements
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that
have a good credit rating. The Company does not expect any losses from non- performance by these counter-parties, and
does not have any significant concentration of exposures to specific industry sectors.
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company
manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due.
The Companyâs corporate treasury department is responsible for liquidity, funding as well as settlement management. In
addition, processes and policies related to such risks are overseen by senior management. Also refer note 41.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices, such as foreign exchange rates, interest rates and equity prices.
The Companyâs exchange risk arises mainly from its foreign currency borrowings. As a result, depreciation of Indian
rupee relative to these foreign currencies will have a significant impact on the financial performance of the Company. The
exchange rate between the Indian rupee and these foreign currencies has changed substantially in recent periods and may
continue to fluctuate substantially in the future.
(i) Exchange rates exposure are managed within approved policy parameters. The following table presents discounted
foreign currency risk from financial instruments as of 31 March 2025 and 31 March 2024:
The Company manages its capital to ensure that the Company will be able to continue as going concerns while maximising the return
to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt
(borrowings offset by cash and bank balances) and total equity of the Company. Also refer note 50.
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends
that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum
Number as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises
as at 31 March 2025 and 31 March 2024 have been made in the financial statements based on information received and available
with the Company. Further in view of the
Mar 31, 2024
Note: In accordance with the terms of a Scheme of Arrangements approved by the jurisdisctional courts, Banashankari Medical and Oncology Research Center Limited, HealthCare Global Vijay Oncology Private Limited and multi-specialty division of HCG Medisurge Hospitals Private Limited were merged with the Company with effect from the appointed date of 1 April 2009, 1 April 2014 and 1 April 2012 respectively. Pursuant to the scheme, all assets including the underlying properties were transferred to and vested in the name of the Company.
In the earlier years, the Company had recognised impairment aggregating to H 835.46 million (including capital work-in progress, capital advances, right of use asset, security deposit and other committed costs) towards a greenfield project at leased premises in Gurugram which was temporarily suspended in the year ended 31 March 2022. During the year ended 31 March 2024, the underlying lease agreement has been terminated and the project has been written-off pursuant to the resolution passed by the Board of the Directors of the Company. Further, the management has concluded that the other committed project cost of H 39.05 million which was accrued earlier is no longer payable and has been written back in the Statement of profit and loss as exceptional items.
(ii) There were no projects that were overdue or had exceeded its cost compared to its original plan as at 31 March 2024 and 31 March 2023.
The Company has lease arrangements for leasehold rights of land, hospital buildings and medical equipments.
The aggregate depreciation expense on ROU for the year amounting to H 255.61 million (31 March 2023: H 236.13 million) is included in the "Depreciation and Amortisation expense" in the Standalone statement of Profit and Loss and H 5.94 million (31 March 2023: Nil) is capitalised to Capital work-in-progress.
Note (i): Pursuant to change in lease term and lease rentals for certain lease premises, the Company remeasured its lease liability with a corresponding adjustment to the Right-of use assets.
(ii) The Company recognised gain of H 0.17 million (during the year ended 31 March 2023: Nil) on termination of lease contracts.
In respect of lease of immovable properties where the Company is the lessee, the lease agreements are duly executed in favour of the Company as at 31 March 2024 and 31 March 2023.
Commitments for leases not yet commenced: The Company has committed to lease hospital building for its upcoming projects. The potential future lease payments (on undiscounted basis) for such leases: H 931.58 Million over a lease period in the range of 20 to 30 years (as at 31 March 2023: Nil).
During the year ended 31 March 2024, the Company has sub-leased leasehold rights of land to its subsidiary HCG NCHRI Oncology LLP. The term of lease entered into is 80 years. The Company recognised interest income of H 9.87 million on lease receivables from this sub-lease. Refer note (i) below.
During the year ended 31 March 2024, the Company has also sub-leased hospital buildings and medical equipments to its subsidiary HCG EKO Oncology LLP. The term of lease entered into is 10 years. The Company recognised interest income of H 3.45 million on lease receivables from this sub-lease.
Note (i): During the year, the Company acquired the Leasehold rights from Nagpur Cancer Hospital and Research Institute Private Limited (NCHRI) with respect to the Land on which the hospital is constructed at Nagpur after obtaining requisite approvals from Nagpur Investment Trust (NIT). The original allotment of the Land to NCHRI by NIT had been challenged by Legal Heirs of the property, which was acquired by NIT through the Land acquisition Scheme. The Challenge was upheld by the Collector of Nagpur without giving proper chance to be heard by the stakeholders. NIT had filed a writ petition with the Honâble High court of Bombay, Nagpur Bench, challenging the order of the Collector and has obtained a Stay. The Company also filed a Civil Application for Intervention and to add the Company as an Intervening party to the matter. The matter is currently subjudice and given the fact the the Company is a Bonafide purchaser of rights in the Land by paying fair consideration , the Company believes that the above will not have any adverse impact on its rights to the lease-hold land.
The values assigned to the key assumptions given in the table above represent management''s assessment of future trends and based on historical data from both external and internal sources. Discount rate reflects the current market assessment of the risks specific to a Cash Generating Unit (CGU) or group of CGUs. The discount rate is estimated based on the capital asset pricing method for the CGU. The cash flow projections included specific estimates developed using internal forecasts. The planning horizon reflects the assumptions for short-to-midterm market developments. The Company believes that any reasonably possible change in the key assumptions on which a recoverable amount is based would not cause the aggregate carrying amount to materially exceed the aggregate recoverable amount of the cash generating unit.
8.1 During the current year, pursuant to the Share Purchase Agreement with Nagpur Cancer Hospital & Research Institute Private Limited (âNCHRIâ) and its shareholders, the Company acquired 100% equity shares of NCHRI on 22 August 2023 for a consideration of H 141 million. Hence, NCHRI became wholly owned subsidiary of the Company. Further, the Company also acquired remaining non-controlling interest in its subsidiary HCG NCHRI Oncology LLP (âHCG NCHRIâ) on 22 August 2023 pursuant to the Partnership Transfer Agreement ("PTA") with Dr. Ajay Mehta and Dr. Suchitra Mehta dated 18 July 2023 for a consideration of H 176 million, including deferred consideration of H 42 million payable in 3 installments over the 18 month period. The fair value of the aforementioned consideration amounting H 171.64 million has been recognised as investment. The Company has paid H 134 million on 22 August 2023 and has recognised H 2.12 million as interest on deferred consideration under the finance cost.
8.2 During the current year, the Company has acquired remaining partnership interest aggregating to 49.5% in HCG EKO Oncology LLP as per the terms of Transfer of Partnership Interest Agreement dated 8 March 2024 for a consideration of H 200 million. With this acquisition, HCG EKO Oncology LLP has become wholly owned subsidiary of the Company.
9.1 During the previous year, the Company made additional investments in wholly-owned subsidiaries Niruja Product Development and Research Private Limited and HealthCare Global Senthil Multi-Specialty Hospital Private Limited amounting to H 47.50 million and H 30.70 million respectively. These proceeds were used to recover the loans given by the Company in the prior years amounting to H 47 million and H 29.36 million respectively. Pursuant to the settlement of loans, the Company reversed previously recognised allowance amounting to H 37.35 million on loans and has recognised impairment on investments amounting to H 37.35 million under exceptional items. Refer note 31.
11.1 During the previous year ended 31 March 2023, the Company had entered into a Business Transfer Agreement (BTA) with Radiant Hospital Services Private Limited for the acquisition of its radiation therapy centre, along with its assets located at Sambalpur, Odisha on a slump sale basis for a total cash consideration of H 160 million, of which partial consideration of H 20 million was paid as advance. During the current year, the Parties have decided not to pursue the aforementioned BTA as certain conditions precedent to the closing of the BTA could not be achieved. The advance paid for the acquisition will be adjusted against the future payable to the underlying party.
Fully paid equity shares, which have a par value of H10, carry one vote per share and carry a right to dividends. The Company has only one class of equity share having a par value of H10/- each. Holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in proportion to number of equity shares held by the shareholders.
Employee stock options and terms attached to stock options granted to employees are described in Note 38.
Note: The Company imports medical equipments under Export Promotion Capital Goods (EPCG) scheme. Under the Scheme, as the Company expects to meet the specified criteria, it is exempt from paying customs duty on imports which is recognised as a government grant. Fair value of the government grant is capitalised along with the equipment. Deferred income is amortised over the useful life of the equipment it has been procured. Additional deferred government grant recognised during the year ended 31 March 2024 is H 19.58 million (31 March 2023: 138.26 million). Government grant income recognised during the year is H 32.84 million (31 March 2023: H 20.21 million). Further, the deferred government grant reduced by H Nil during the year (31 March 2023: H 16.12 million) pursuant to settlement of duties and taxes on account of sale of underlying equipment. As at 31 March 2024 and 31 March 2023, for certain licenses there is unfulfilled condition with respect to government grant availed (refer note 33). The Company basis its assessment, expects that it will be able to meet its export obligations.
(i) Trade receivable written off during the previous year ended 31 March 2023 is net of recovery of bad debts written-off in the earlier years amounting H 35.33 million.
(ii) During the previous year ended 31 March 2023, the Company recognised loss allowance on trade receivables from its subsidiaries amounting to H 80.70 million (owed by HCG NCHRI Oncology LLP H 50.55 million and HCG EKO Oncology LLP H 30.15 million) on account of uncertainty in recoverability of such balances given their continued losses.
(1) amount required to be spent by the company during the year: H 2.80 million (31 March 2023: Nil)
(2) amount of expenditure incurred during the year:
(i) Construction/acquisition of any asset: Nil
(ii) On purposes other than (i) above: H 2.80 million (refer note 29 above)
(3) shortfall at the end of the year: Nil
(4) total of previous years shortfall: Nil (as at 31 March 2023: Nil)
(5) reason for shortfall: Not applicable
(6) nature of CSR activities: Promoting education of rural children
(7) details of related party transactions: Contribution to International Human Development and Upliftment Academy (Trust) in relation to CSR activities H 2.80 Million (for the year ended 31 March 2023: Nil)
(i) The Company performed impairment assessment for all its investments. During the current year ended 31 March 2024, the recoverable amount of investments in HCG Manavata Oncology LLP was estimated to be lower (considering the future cash flows) than its carrying value given the decline in performance during the current year and reduced growth rates during the forecast period, resulting into an impairment of H 200 million. The Company has total investment of H571.47 million and the total provision for impairment against the aforementioned investment of H200 million as at 31 March 2024.
During the previous year ended 31 March 2023, the Company performed impairment assessment for all its investments and recognised impairment of H 30 million on its investments in HCG EKO Oncology LLP due to the continued losses and weaker forecasts as a result of which the recoverable amount of investments (considering the future cash flows) was estimated to be lower than its carrying value. The Company had total investment of H666.72 million and the total provision for impairment against the aforementioned investment of H312 million as at 31 March 2023.
|
33 |
Contingent liabilities |
(H in million) |
|
|
Particulars |
As at 31 March 2024 |
As at 31 March 2023 |
|
|
a) |
Corporate guarantee given on behalf of subsidiaries and other parties (refer note 44 and 46) |
960.45 |
1,433.72 |
|
b) |
Other money for which the Company is contingently liable |
||
|
Excise and service tax (Refer note (i) below) |
28.34 |
28.34 |
|
|
Value added tax (Refer note (ii) below) |
48.46 |
48.46 |
|
|
Sales tax (Refer note (iii) below) |
9.46 |
9.46 |
|
|
Goods and Services Tax (Refer note (iii) below) |
6.95 |
- |
|
|
Duties and taxes in respect of EPCG licenses (Refer note (iv) below) |
293.46 |
320.26 |
|
|
Income tax (Refer note (v) below) |
30.63 |
30.63 |
|
|
c) |
Bonus to employees pursuant to retrospective amendment to the Payment of Bonus Act, 1965 (Refer note (vi) below) |
9.98 |
9.98 |
Pending resolution of the respective proceedings, it is not practicable for the Group to estimate the timings of cash outflows, if any, in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
Notes:
(i) (a) Excise Commissionerate-III, Bengaluru has passed Order against the Company adjudicating that the product Fluro-deoxy-
glucose (''FDG'') is excisable and levied excise duty for the period under scrutiny from April 2009 to March 2014 of H 6.80 million, interest on duty amount, penalty of H 6.80 million, redemption fine of H0.6 million in lieu of confiscation of goods not available. The order also imposed a penalty of H 1 million on Dr. B.S.Ajaikumar, Executive Chairman of the Company. The Company has filed an appeal before CESTAT by paying Central Excise Duty of H0.6 million and is positive of winning the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
(i) (b) Additional Commissionerate of Central Excise, Chennai, has passed the Order confirming the excisability on sale of FDG
for the period March 2013 to June 2015 levying excise duty of H 6.57 million, interest on duty amount and penalty of H 6.57 million. The Company is positive of winning the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
(ii) (a) HealthCare Global Vijay Oncology Private Limited which got merged with HCG effective from April 1, 2015, has undergone
Departmental VAT audit for the period from 2011-12 to 2014-15 and noted that the Company has not charged & paid VAT on supply of food to patients and raised a AP-VAT demand of H 2 million. Further, the Deputy Commercial Tax Officer, Vijayawada has passed the Penalty Order for H 0.5 million against the above AP-VAT Audit Order. The Company has filed an writ petition before Andhra Pradesh High Court by paying H0.4 million VAT amount to department.
The Company is positive of winning the case on the ground that various High Courts in India have ruled that the supply of food to patient is pursuant to provision of medical service and is not a sale of goods.
(ii) (b) Healthcare Global Enterprises Limited assessment for Karnataka Value Added Tax (VAT) has been done for FY 2013-14 to FY 2016-17 wherein demand of H 33.02 million has been raised. The demand has mainly arisen on account of differential rate of tax on canteen income, denial of input credit, wrongly taxing other income and ignoring the details of sales / sales returns. The entire demand has been recovered from the Company. Presently, appeals for FY 2015-16 and FY 2016-17 are pending before Joint Commissioner, Department of Commercial Taxes.
With respect to FY 2013-14 and 2014-15, the appeal filed by the Company before Karnataka Appellate Tribunal (''KVAT Tribunal'') was dismissed ex-parte by the KVAT Tribunal due to non-appearance of the Company''s counsel, vide Order dated 14 July 2022. However, the Company could not be present on the date of hearing nor make any representation as both the Company and its Counsel did not receive any intimation regarding the hearing. Subsequently in December 2022, the Company has filed an application before the KVAT Tribunal for restoration of the appeal. KVAT Tribunal vide order dated 03 April 2023 allowed the application and restored the appeal to its original form.
The Company believes that the VAT demand will be dropped and there would be no adverse impact in the financial statements.
(ii) (c) Gujarat Value Added Tax (VAT) assessment has been closed for FY 2014-15, FY 2015-16 and FY 2016-17 wherein
demand of H 7.84 Million, H 3.58 million and H 1.52 million have been raised. The Company being aggrieved, has filed an appeal for the above years on the ground that Sales Tax is not applicable on IP sales and there is no mismatch in ITC taken by the Company. The Company has paid H 1.30 million as pre-deposit against these orders. Currently, the appeal against the order is pending before the Deputy Commissioner of State Tax."
(iii) (a) The Companyâs assessment for Central Sales Tax (CST) was done for FY 2014-15, FY 2015-16 and FY 2016-17 wherein
demand of H 9.46 million was raised. The demand has mainly arisen on account of non-submission of âFâ Forms before the AO. Though, demand has arisen, it is to be noted that the transactions has been reported correctly and it is mere a procedural challenge leading to the demand. Entire demand has been recovered from the Company. Currently, the cases are pending before the Deputy Commissioner of Commercial Taxes. The Company does not expect any adverse impact on the standalone financial statements.
(iii) (b) GST demand of H 6.95 million has been raised against the Company on corporate guarantee services provided to its
subsidiaries for the financial year 2017-18. The Company has filed an appeal before the appellate authority and no adverse impact of this dispute is expected on the standalone financial statements.
(iv) The Company has availed benefit of custom duties on import of capital goods through Export Promotion and Capital Goods (EPCG) licenses against export obligations to be fulfilled within stipulated time period as per Foreign Trade Policy. Should the Company not be able to fulfill its export obligations within the stipulated time period, it will be liable to pay the duty benefit availed, along with other levies, if applicable, which may be levied on evaluation of facts and circumstances by the respective authorities.
(v) Possible claim against the Company relate to disallowance of expenditure relating to capital projects which have been abandoned. Having regard to various judicial decisions on the similar matters, the management including its tax advisors expect that its position will likely be upheld on ultimate resolution. Further, against few other allowances / disallowances, there could be possible claims which management does not expect to be material.
(vi) The Payment of Bonus (Amendment) Act, 2015 (hereinafter referred to as the Amendment Act, 2015) has been enacted on 31 December 2015, according to which the eligibility criteria of salary or wages has been increased from H10,000 per month to H21,000 per month (Section 2(13)) and the ceiling for computation of such salary or wages has been increased from H3,500 per month to H7,000 per month or the minimum wage for the scheduled employment, as fixed by the appropriate government, whichever is higher. The reference to scheduled employment has been linked to the provisions of the Minimum Wages Act, 1948. The Amendment Act, 2015 is effective retrospectively from 1 April 2014. Based on the same, the Company has computed the bonus for the year ended 31 March 2015 which amounts to H9.98 million. The Company has taken a position that the stay granted by the two High Courts of India on the retrospective application of the amendment would have a persuasive effect even outside the boundaries of the relevant states and accordingly no provision is currently required.
(vii) The Company is involved in other disputes, law suits and other claims including commercial matters which arise from time to time in the ordinary course of business. The Company believes that there are no such pending matters that are expected to have any material adverse effect on the financial statements.
(viii) The Company has given letter of support to its subsidiary entities, namely HealthCare Global Senthil-Multi Specialty Hospital Private Limited, Niruja Product Development and Healthcare Research Private Limited, HCG (Mauritius) Private Limited, HCG Oncology LLP, HCG Oncology Hospitals LLP (formerly, Apex HCG Oncology Hospitals LLP), BACC HealthCare Private Limited, HCG NCHRI Oncology LLP, Nagpur Cancer Hospital & Research Institute Private Limited, HCG EKO Oncology LLP, HCG SUN Hospitals LLP, HCG Manavata Oncology LLP and Suchirayu Health Care Solutions Limited. Under the letter of support, the Company is committed to provide operational and financial assistance as is necessary for the subsidiary entities to enable them to operate as going concern for a period of at least one year from the reporting date i.e. from 29 May 2024.
(ix) The Honâble Supreme Court has, in a recent decision dated 28 February 2019, ruled that special allowance would form part of wages for computing the Provident Fund (PF) contribution. The Company keeps a close watch on further clarifications and directions from the respective department based on which suitable action would be initiated, if any.
|
34 Commitments |
(H in million) |
|
|
Particulars |
As at 31 March 2024 |
As at 31 March 2023 |
|
Estimated amount of contracts remaining to be executed on capital account and not provided for |
537.83 |
421.42 |
|
Lease commitments (Refer note 6.1) |
931.58 |
- |
|
Written put options issued by the Company to the non-controlling interests of its subsidiaries |
1,060.00 |
970.00 |
Ind AS 108 âOperating Segmentâ (âInd AS 108â) establishes standards for the way that public business enterprises report information about operating segments and related disclosures about products and services, geographic areas, and major customers. Based on the "management approach" as defined in Ind AS 108, Operating segments are to be reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM).The CODM evaluates the Company''s performance and allocates resources on overall basis. The Companyâs sole operating segment is therefore âMedical and Healthcare Servicesâ. Accordingly, there are no additional disclosure to be provided under Ind AS 108, other than those already provided in the financial statements.
Geographical information analyses the company''s revenue and non-current assets by the Company''s country of domicile (i.e. India) and other countries. In presenting the geographical information, segment revenue has been based on the geographical location of the customers and segment assets which have been based on the geographical location of the assets.
The Company offers gratuity plan for its qualified employees which is payable as per the requirements of Payment of Gratuity Act, 1972. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting.
Plan assets consist of assets held in a ''long-term benefit fund'' for the sole purpose making future benefit payments when they fall due. Plan assets include qualifying insurance policies and not quoted in the market.
The actual return on plan assets was H 0.09 Million (for the year ended 31 March 2023: H 0.08 Million).
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and employee attrition. The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
The average duration of the defined benefit obligation as at 31 March 2024 is 5.12 years (as at 31 March 2023: 4.66 years)
Each actuarial assumption made in the measurement of the defined benefit obligation is a source of risk. There are additional risks which can have an adverse impact on the plan, but are not allowed for in the measurement of the defined benefit obligation, such as liquidity and counterparty default risks. Some of the most significant risks are listed below.
Discount rate: Variations in discount rate don''t affect the level of benefits under the plan. However, it is still a very significant assumption as it does affect the discount due to time value of money. A fall in discount rate will increase the present value of the obligation.
Salary increases: Since the plan benefits are linked to final salary, higher than expected salary increases will increase the cost of benefits under the plan. An increase in the salary escalation assumption will increase the present value of the obligation.
Attrition rates: Deviations in actual attrition experience compared to the attrition assumption will change the level of benefits and therefore the cost of those benefits. A change in the attrition assumption will also affect the present value of the obligation.
Regulatory risk: Since the minimum benefits under the plan are set by law, there is risk that a change in law could require the employer to pay higher benefits, increasing the cost as well as the present value of obligation.
A Employee share option plan of the Company
Pursuant to the shareholders'' approval in the extraordinary general meeting held on 28 March 2014, the Board of Directors formulated the Scheme titled âEmployee Stock Option Scheme 2014"" (ESOP 2014). The ESOP 2014 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration Committee grants the options to the employees deemed eligible. The Exercise Price shall be a price that is not less than the face value per share per option. Options Granted under ESOP 2014 would vest not less than one year and not more than five years from the date of Grant of such Options. Vesting of Options would be a function of continued employment with the Company (passage of time) and achievement of performance criteria as specified by the Nomination and Remuneration Committee as communicated at the time of grant of options. The option holders may exercise those options vested within a period as specified which may range upto 10 years from the date of grant.
Upon ESOP 2021 becoming effective, no further stock option grants will be made under ESOP 2014. However, all the employee stock options already granted under this Scheme shall be eligible for being vested and exercised as per the terms of ESOP 2014.
Pursuant to the shareholders'' approval vide their special resolution passed through postal ballot on 23 May 2021, the Board of Directors formulated the Scheme titled âEmployee Stock Option Scheme 2021"" (ESOP 2021). The ESOP 2021 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share. Under the Scheme, a maximum of 6,267,000 Options can be granted.
As per the Scheme, the Nomination and Remuneration Committee (NRC) grants the options to the employees deemed eligible subject to fulfillment of such eligibility criteria(s) as may be specified in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (âSEBI (SBEB) Regulationsâ) and/or as may be determined by NRC from time to time. Exercise Price for the purpose of grant of options shall be as decided by the NRC, subject to a minimum of the face value per share. The vesting of an option would also be subject to the terms and conditions as may be stipulated by the NRC from time to time including but not limited to performance of the stock of the Company, performance of the employees, their continued employment with the Company / its subsidiaries, as applicable. The vesting period shall commence any time after the expiry of one year from the date of the grant of the options to the employee and shall end over a maximum period of 7 years from the date of the grant of the options. The options could vest in tranches. The exercise period may commence from the date of vesting and the vested options would be eligible to be exercised on the vesting date itself or any time after vesting in terms of the ESOP Scheme. The options will lapse if not exercised within the specified exercise period. The number of stock options and terms of the same made available to employees (including the vesting period) could vary at the discretion of the NRC.
The weighted average share price at the date of exercise for share options exercised during the year ended 31 March 2024 is H 334.24 (31 March 2023: H 286.43).
The options outstanding at the end of the reporting period has exercise price in the range of H 10 to H 200 (31 March 2023: H 10 to H 130) and weighted average remaining contractual life of 4.82 years (31 March 2023: 5.46 years).
D For details of expense recognised in statement of profit and loss, please refer note 26 and for details of movement in share options outstanding account refer note 16.2.
The following table shows the carrying amount and fair values of the financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
Reasonably possible change in the unobservable inputs used in fair valuation of Level 3 assets does not have a significant impact in its value.
The Company''s principal financial liabilities, comprise loans and borrowings, lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets include loans, trade and other receivables and cash and short-term deposits that derive directly from its operations.
The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risks which may adversely impact the fair value of its financial instruments.
The Company has a risk management policy which covers risks associated with the financial assets and liabilities. The focus of risk management committee is to assess the unpredictability of the financial environment and to mitigate potential adverse effects on the financial performance of the Company.
(ii) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is exposed to the credit risk from its trade receivables, security deposit, investments, cash and cash equivalents, bank deposits and loans. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets.
Trade receivables are unsecured comprise a widespread customer base. Company assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Individual risk limits are set for patients without medical aid insurance. Services to customers without medical aid insurance are settled in cash or using major credit cards on discharge date as far as possible. Credit Guarantees insurance is not purchased.
The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward looking information wherever required. The expected credit loss allowance is based on the ageing of the receivables from their expected period of recovery and the rates as derived as per the trend of trade receivable ageing of previous years.
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating. The Company does not expect any losses from non- performance by these counter-parties, and does not have any significant concentration of exposures to specific industry sectors.
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due.
The Companyâs corporate treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Also refer note 41.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange rates, interest rates and equity prices.
The Companyâs exchange risk arises mainly from its foreign currency borrowings. As a result, depreciation of Indian rupee relative to these foreign currencies will have a significant impact on the financial performance of the Company. The exchange rate between the Indian rupee and these foreign currencies has changed substantially in recent periods and may continue to fluctuate substantially in the future.
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Companyâs exposure to the risk of changes in market interest rates relates primarily to the Companyâs debt obligations with floating interest rates and investments. Such risks are overseen by the Company''s corporate treasury department as well as senior management.
The Company manages its capital to ensure that the Company will be able to continue as going concerns while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt (borrowings offset by cash and bank balances) and total equity of the Company. Also refer note 48.
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2024 and 31 March 2023 have been made in the financial statements based on information received and available with the Company. Further in view of the management, the impact of interest, if any, that may be payable in accordance with the provisions of the Micro, Small and Medium Enterprises Development Act, 2006 (âThe MSMED Actâ) is not expected to be material. The Company has not received any claim for interest from any supplier.
The managerial remuneration for the year ended 31 March 2024 was approved by the Nomination and Remuneration Committee, the Board of Directors and is in accordance with the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013 considering the approval of the Shareholders of the Company through special resolution obtained on 25 June 2023 in respect of remuneration to Dr. B S Ajaikumar, Meghraj Arvindrao Gore and Anjali Ajaikumar.
The managerial remuneration for the year ended 31 March 2023 was approved by the Nomination and Remuneration Committee, the Board of Directors and is in accordance with the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013 considering the approval of the Shareholders of the Company through special resolution obtained on 23 May 2021 in respect of remuneration to Dr. B S Ajaikumar and Anjali Ajaikumar and special resolution obtained on 6 May 2022 in respect of remuneration to Meghraj Arvindrao Gore pursuant to his appointment as whole-time director with effect from 10 February 2022.
E Interest on capital contribution in subsidiary LLPs: While the Company is entitled to charge interest on its capital contribution made in excess of its share as per the terms of the underlying agreements, such income from HCG EKO Oncology LLP amounting to H 117.67 million as at 31 March 2024 and H 77.90 million as at 31 March 2023 and from HCG NCHRI Oncology LLP amounting to H 44.32 million as at 31 March 2024 and 31 March 2023 is not recognised in these financial statements in view of uncertainties in timely recovery of such amounts.
F All transactions are made on normal commercial terms and conditions and are at arm''s length price.
During the current year ended 31 March 2024, pursuant to the Business Transfer Agreements (âBTAâ) with SRJ Health Care Private Limited and Amrish Oncology Services Private Limited, the Company has acquired their comprehensive cancer care centre and Radiation unit / centre respectively in Indore on slump sale basis on 3 October 2023. As per the terms of the BTA, the Company has paid upfront consideration aggregating to H 450 million. The BTA also provides for contingent consideration to be paid after 12 months from the date of acquisition for a maximum of upto H 160 million. The amount of contingent consideration is dependent upon the acheivement of financial performance of the business acquired.
Date of business combination - The acquisition was completed on 3 October 2023.
The acquisition contributed revenue of H 121.82 million and loss after tax of H 20.97 million for the period between the acquisition date and 31 March 2024. Statutory financial statements of the acquiree are not available for the period from 01 April 2023 till the date of acquisition and hence it is impracticable to disclose revenue and profit or loss of the acquiree for the current reporting period as if the business combination occurred on 01 April 2023.
The above transaction qualified as a business combination as per Ind AS 103 - "Business Combinations" and was accounted by applying the acquisition method wherein identifiable assets acquired, liabilities assumed were fair valued against the fair value of the consideration transferred and the resultant goodwill recognised.
i) Property, plant and equipment: Cost approach (reproduction cost method) has been adopted to estimate the fair value of Property, plant and equipment.
ii) Intangible assets: Non-compete has been valued using the Lost profit Method. The projected revenues and operating expenses are estimated in a âWithâ and âWithoutâ scenario for the non- compete agreement, and the differential between the profits from the two scenarios serves as the basis for estimating fair value. Non-compete has useful life of 3 years.
iii) Goodwill is attributable to the synergies expected to be achieved from this acquisition. Goodwill is not tax deductible.
iv) Trade receivables: Fair value and the gross contractual amounts due of the acquired trade receivables as at the acquisition date is H 0.42 million.
v) Contingent consideration: Contingent consideration is linked to pre-determined EBITDA margin (at 14.25%) over the forward 12 months revenue in excess of H 316 million from the acquisition date. Contingent consideration is capped to a maximum of H 160 million. The management has determined the fair value of contingent consideration as at the acquisition date of H 26.30 million. In determining the fair value, the risk adjusted revenues for forward 12 months'' revenue from the acquisition date was estimated using a Monte Carlo Simulation model. The undiscounted contingent consideration payable based on expected revenue is then present valued using the discount rate of 11.7 % to arrive at the fair value of contingent consideration. During the period, interest of H 1.52 million has been accrued as a result of which the contingent consideration has increased to H 27.82 million as at 31 March 2024.
c) The Company has incurred H 11.72 million towards legal and professional fees in respect of this business acquisition which has
been charged-off in the Statement of profit and loss as Other expenses.
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(iv) During the year ended 31 March 2024, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities (âIntermediariesâ), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever (âUltimate Beneficiariesâ) by or on behalf of the Company or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(v) During the year ended 31 March 2024, no funds have been received by the Company from any persons or entities, including foreign entities (âFunding Partiesâ), with the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever (âUltimate Beneficiariesâ) by or on behalf of the Funding Party or provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.
(vi) The Company has not made any private placement of shares or fully or partly convertible debentures during the year. Further, the amount raised in the previous years and partially unutilised as at the previous year end have been used during the year for the purposes for which the funds were raised.
(vii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year ended 31 March 2024 in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(viii) The Company is not declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.
(ix) The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
(x) The Company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the year ended 31 March 2024.
(xi) The Company has not revalued any of its Property, Plant and Equipment (including Right-of-Use Assets) during the year ended 31 March 2024.
Mar 31, 2023
Note: In accordance with the terms of a Scheme of Arrangements approved by the jurisdisctional courts, Banashankari Medical and Oncology Research Center Limited, HealthCare Global Vijay Oncology Private Limited and multi-specialty division of HCG Medisurge Hospitals Private Limited were merged with the Company with effect from the appointed date of 1 April 2009, 1 April 2014 and 1 April 2012 respectively. Pursuant to the scheme, all assets including the underlying properties were transferred to and vested in the name of the Company.
(i) Projects temporarily suspended:
The Company had been engaged in construction of greenfield project at leased premises in Gurugram ("project") since 2017 While the project was initially scheduled to be operational as of 2020, it was delayed due to changes in management''s plan on account of operational priorities followed by the outbreak of COVID-19 pandemic. During the budgeting process in the previous year, the Management decided to focus on increasing marketing activities and driving operational efficiencies and further invest in the upgrading and consolidating the existing footprint. As a result, the management decided not to pursue the project. The Company then had about two years of non-cancellable lease of the said premise. Accordingly, the Company recognized impairment charge aggregating to H 472.45 million of assets relating to this project (comprising impairment of CWIP H 456.46 million, right of use asset H 10.94 million and security deposit H 5.05 million) during the previous year ended 31 March 2022, after considering minimum lease payable and other committed costs of the project.
Additionally, during the year ended 31 March 2021, the Company had recognised impairment charge of H 363.01 million of assets relating to this project (comprising impairment of CWIP H 304.02 million and capital advances of H 58.99 million).
(ii) There were no projects that were overdue or had exceeded its cost compared to its original plan as at 31 March 2023 and 31 March 2022.
The Comapny has lease arrangements for hospital buildings and medical equipments.
The aggregate depreciation expense on ROU for the year amounting to H 236.13 million (31 March 2022: H 214.83 million) is included in the "Depreciation and Amortisation expense" in the Standalone statement of Profit and Loss and H Nil (31 March 2022: H 19.31 million) is capitalised to Capital work-in-progress.
Note (i): During the previous year ended 31 March 2022, as explained in Note 5.2(i), the Company decided to not pursue the oncology facility project which was under construction at the leased premises in Gurugram. Accordingly, the Company reassessed its lease term over the remaining non-cancellable lease period and recognised reduction of Right-of use assets and Lease liabilities by H 250.87 million. Additionally, in respect of another lease of hospital building, the Company reassessed its lease liability pursuant to changes in lease term and lease amounts, as a result of which the Right-of use assets and Lease liabilities increased by H 138.07 million and H 100.48 million respectively.
The values assigned to the key assumptions given in the table above represent management''s assessment of future trends and based on historical data from both external and internal sources. Discount rate reflects the current market assessment of the risks specific to a Cash Generating Unit (CGU) or group of CGUs. The discount rate is estimated based on the capital asset pricing method for the CGU. The cash flow projections included specific estimates developed using internal forecasts. The planning horizon reflects the assumptions for short-to-midterm market developments. The Company believes that any reasonably possible change in the key assumptions on which a recoverable amount is based would not cause the aggregate carrying amount to materially exceed the aggregate recoverable amount of the cash generating unit.
(b) The key assumptions used in the estimation of the recoverable amount of Goodwill as at 31 March 2022 are set out below:
For the purpose of impairment testing, the recoverable amount of CGUs was determined based on fair value less cost of disposal.
The fair value was computed as per the market approach using revenue and EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization) multiples. The market approach considered was based on the external source of information and consistent with the Management experience and risk factor of the CGU and also considered peers of the Company. The estimated recoverable amount of the CGUs exceeded carrying amount and hence impairment was not triggered.
9.1 During the year, the Company made additional investments in wholly-owned subsidiaries Niruja Product Development and Research Private Limited and HealthCare Global Senthil Multi-Specialty Hospital Private Limited amounting to H 4750 million and H 30.70 million respectively. These proceeds were used to recover the loans given by the Company in the prior years amounting to H 47 million and H 29.36 million respectively. Pursuant to the settlement of loans, the Company has reversed previously recognised allowance amounting to H 37.35 million on loans and has recognised impairment on investments amounting to H 3735 million under exceptional items. Refer note 31.
11.1 During the year ended 31 March 2023, the Company has entered into a Business Transfer Agreement (BTA) with Radiant Hospital Services Private Limited for the acquisition of its radiation therapy centre, along with its assets located at Sambalpur, Odisha on a slump sale basis for a total cash consideration of Rs. 160 million, of which partial consideration of Rs. 20 million were paid as advance. As the proposed transfer of business is subject to satisfaction of certain conditions precedent to the closing date as per the terms of BTA which are still under progress and accordingly, control is not obtained as at 31 March 2023, the effect for acquisition of this business is not given in these financial statements. Further, Management in the interim period has entered into Operation and Maintenance agreement with the Radiant Hospital effective 1 February 2023.
a) During the year ended 31 March 2021, the Company made preferential allotment of 29,516,260 Equity shares of the face value of H 10 each, at a premium of H 120 each (aggregating to H 130 per equity share) and 18,560,663 Warrants, with a right to apply for and be allotted one equity share of the face value of H 10 each at a premium of H 120 each (aggregating to H 130 per Warrant) to Aceso Company Pte. Ltd., Singapore ("Investor"). As required under the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "ICDR Regulations"), during the year ended 31 March 2021, Investor remitted an amount H 5,128 Million towards allotment of 29,516,260 equity shares at H 130 per share (H 3,837 Million), 100% consideration for allotment and subsequent exercise of 7,057,195 warrants at H 130 per warrant (H 917 Million) and 25% of the consideration for remaining 11,503,468 warrants at H 130 per warrant (H 374 Million).
During the previous year, upon receipt of the remaining 75% of the consideration i.e. H 1,122 Million towards the exercise of the warrants, 11,503,468 equity shares were allotted on 6 December 2021.
b) The Board of Directors of the Company on 26 June 2020, pursuant to the approval of the shareholders of the Company received on June 12, 2020, made a preferential allotment of 20,00,000, Series B Warrants, to Dr. B.S. Ajaikumar, Promoter ("Promoter") with a right to apply for and be allotted 1 Equity Share of the face value of H 10 each of the Company, at a premium of H 120 for each Series B Warrant. As required under the provisions of the ICDR Regulations, during the year ended 31 March 2021, the Promotor remitted an amount equivalent to 25% of the Consideration i.e. H 65 Million on issue of series B Warrants.
During the previous year, upon receipt of the remaining 75% of the consideration i.e. H 195 Million towards the exercise of the Series B Warrants, 2,000,000 equity shares were allotted on 8 December 2021"
Fully paid equity shares, which have a par value of H10, carry one vote per share and carry a right to dividends. The Company has only one class of equity share having a par value of H10/- each. Holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in proportion to number of equity shares held by the shareholders.
Note: The Company imports medical equipments under Export Promotion Capital Goods (EPCG) scheme. Under the Scheme, as the Company expects to meet the specified criteria, it is exempt from paying customs duty on imports which is recognised as a government grant. Fair value of the government grant is capitalised along with the equipment. Deferred income is amortised over the useful life of the equipment it has been procured. Additional deferred government grant recognised during the year ended 31 March 2023 is H 138.26 million (31 March 2022: 6.52 million). Government grant income recognised during the year is H 20.21 million (31 March 2022: H 21.31 million). Further, the deferred government grant reduced by H 16.12 million during the year ended 31 March 2023 pursuant to settlement of duties and taxes on account of sale of underlying equipment. As at 31 March 2023 and 31 March 2022, for certain licenses there is unfulfilled condition with respect to government grant availed (refer note 33). The Company basis its assessment, expects that it will be able to meet its export obligations.
(i) During the previous year, in accordance with the terms of Share Purchase Agreement dated 3 September 2021, the Company sold its investment in Strand Life Sciences Private Limited (''Strand'') for a total consideration of H1,57776 million, resulting in a gain of H1,276.81 million (net of expenses relating to the disposal amounting H 5.62 million and amounts set aside for contingencies for taxes H 50 million).
(ii) During the previous year, the Company refinanced its certain borrowings from banks and financial institutions. On account of this, the Company incurred one time expenses of H 1715 million, net, towards foreclosure charges and accelerated amortization of loan processing fees related to earlier borrowings.
(iii) On 18 November 2021, the Company invested H 330 million in the equity shares of Suchirayu Health Care Solutions Limited (Suchirayu) through primary funding, which resulted in increase in the Company''s stake in Suchirayu from 177% to 78.6%, consequent to which Suchirayu became subsidiary of the Company with effect from 18 November 2021. The Company remeasured its previously held interest in Suchirayu at fair value on the date of acquisition of additional stake and recognised the resultant gain (net) as an exceptional item in accordance with the applicable Indian Accounting Standard. With the acquisition of this business, the earlier medical services and the other related arrangements were cancelled.
(iv) The Company performed impairment assessment for all its investments and recorded consequential impairment loss under exceptional items. Given the continued losses incurred and due to weaker forecasts, the recoverable amount of investments (considering the future cash flow projections) in HCG EKO Oncology LLP was estimated to be lower than their carrying value, resulting into an impairment charge.
(v) During the year ended 31 March 2022, the Company has incurred H 5.5 million towards legal and professional fees in respect of acquisition of business referred in Note 45.
Under the Indian Income Tax Act, 1961, the Company is liable to pay Minimum Alternate Tax (''MAT'') if the tax payable under normal provisions is less than tax payable under MAT. Excess tax paid under MAT over tax under normal provision can be carried forward for a period of 15 years and can be set off against the future tax liabilities.Unabsorbed business losses expire 8 years after the year in which they originate and unabsorbed depreciation can be carried forward indefinitely unless there is a substantial change in the ownership. Tax benefits on unabsorbed business losses, unabsorbed depreciation and MAT credit entitlement have been recognised as deferred tax asset as it is more probable than not that the future economic benefits associated with the asset will be realised.
|
33 Contingent liabilities |
(H in million) |
|
|
Particulars |
As at 31 March 2023 |
As at 31 March 2022 |
|
a) Corporate guarantee given on behalf of subsidiaries and other parties (refer note 44 and 46) |
1,433.72 |
1,826.37 |
|
b) Other money for which the Company is contingently liable |
||
|
Excise and service tax (Refer note (i) below) |
28.34 |
28.34 |
|
Value added tax (Refer note (ii) below) |
48.46 |
48.46 |
|
Sales tax (Refer note (iii) below) |
9.46 |
9.46 |
|
Duties and taxes in respect of EPCG licenses (Refer note (iv) below) |
320.26 |
253.89 |
|
Income tax (Refer note (v) below) |
30.63 |
30.63 |
|
c) Bonus to employees pursuant to retrospective amendment to the Payment of Bonus Act, 1965 (Refer note (vi) below) |
9.98 |
9.98 |
(i) (a) Excise Commissionerate-III, Bengaluru has passed Order against the Company adjudicating that the product Fluro-deoxy-
glucose (''FDG'') is excisable and levied excise duty for the period under scrutiny from April 2009 to March 2014 of H 6.80 million, interest on duty amount, penalty of H 6.80 million, redemption fine of H0.6 million in lieu of confiscation of goods not available. The order also imposed a penalty of H 1 million on Dr. B.S.Ajaikumar, Executive Chairman of the Company. The Company has filed an appeal before CESTAT by paying Central Excise Duty of H0.6 million and is positive of winning the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
(i) (b) Additional Commissionerate of Central Excise, Chennai, has passed the Order confirming the excisability on sale of FDG
for the period March 2013 to June 2015 levying excise duty of H 6.57 million, interest on duty amount and penalty of H 6.57 million. The Company is positive of winning the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
(ii) (a) HealthCare Global Vijay Oncology Private Limited which got merged with HCG effective from April 1, 2015, has undergone
Departmental VAT audit for the period from 2011-12 to 2014-15 and noted that the Company has not charged & paid VAT on supply of food to patients and raised a AP-VAT demand of H 2 million. Further, the Deputy Commercial Tax Officer, Vijayawada has passed the Penalty Order for H 0.5 million against the above AP-VAT Audit Order. The Company has filed an writ petition before Andhra Pradesh High Court by paying H0.4 million VAT amount to department.
The Company is positive of winning the case on the ground that various High Courts in India have ruled that the supply of food to patient is pursuant to provision of medical service and is not a sale of goods.
(ii) (b) Healthcare Global Enterprises Limited assessment for Karnataka Value Added Tax (VAT) has been done for FY 2013-14 to FY 2016-17 wherein demand of H 33.02 million has been raised. The demand has mainly arisen on account of differential rate of tax on canteen income, denial of input credit, wrongly taxing other income and ignoring the details of sales / sales returns. The entire demand has been recovered from the Company. Presently, appeals for FY 2015-16 and FY 2016-17 are pending before Joint Commissioner, Department of Commercial Taxes.
With respect to FY 2013-14 and 2014-15, the appeal filed by the Company before Karnataka Appellate Tribunal (''KVAT Tribunal'') was dismissed ex-parte by the KVAT Tribunal due to non-appearance of the Company''s counsel, vide Order dated 14 July 2022. However, the Company could not be present on the date of hearing nor make any representation as both the Company and its Counsel did not receive any intimation regarding the hearing. Subsequently in December 2022, the Company has filed an application before the KVAT Tribunal for restoration of the appeal. KVAT Tribunal vide order dated 03 April 2023 allowed the application and restored the appeal to its original form.
The Company believes that the VAT demand will be dropped and there would be no adverse impact in the financial statements.
(ii) (c) Gujarat Value Added Tax (VAT) assessment has been closed for FY 2014-15, FY 2015-16 and FY 2016-17 wherein demand of H 7.84 Million, H 3.58 million and H 1.52 million have been raised. The Company being aggrieved, has filed an appeal for the above years on the ground that Sales Tax is not applicable on IP sales and there is no mismatch in ITC taken by the Company. The Company has paid H 1.30 million as pre-deposit against these orders. Currently, the appeal against the order is pending before the Deputy Commissioner of State Tax.
(iii) The Company''s assessment for Central Sales Tax (CST) was done for FY 2014-15, FY 2015-16 and FY 2016-17 wherein demand of H 9.46 million was raised. The demand has mainly arisen on account of non-submission of ''F'' Forms before the AO. Though, demand has arisen, it is to be noted that the transactions has been reported correctly and it is mere a procedural challenge leading to the demand. Entire demand has been recovered from the Company. Currently, the cases are pending before the Deputy Commissioner of Commercial Taxes. The Company does not expect any adverse impact on the standalone financial statements.
(iv) The Company has availed benefit of custom duties on import of capital goods through Export Promotion and Capital Goods (EPCG) licenses against export obligations to be fulfilled within stipulated time period as per Foreign Trade Policy. Should the Company not be able to fulfill its export obligations within the stipulated time period, it will be liable to pay the duty benefit availed, along with other levies, if applicable, which may be levied on evaluation of facts and circumstances by the respective authorities.
(v) Possible claim against the Company relate to disallowance of expenditure relating to capital projects which have been abandoned. Having regard to various judicial decisions on the similar matters, the management including its tax advisors expect that its position will likely be upheld on ultimate resolution. Further, against few other allowances / disallowances, there could be possible claims which management does not expect to be material.
(vi) The Payment of Bonus (Amendment) Act, 2015 (hereinafter referred to as the Amendment Act, 2015) has been enacted on 31 December 2015, according to which the eligibility criteria of salary or wages has been increased from H10,000 per month to H21,000 per month (Section 2(13)) and the ceiling for computation of such salary or wages has been increased from H3,500 per month to H7,000 per month or the minimum wage for the scheduled employment, as fixed by the appropriate government, whichever is higher. The reference to scheduled employment has been linked to the provisions of the Minimum Wages Act, 1948. The Amendment Act, 2015 is effective retrospectively from 1 April 2014. Based on the same, the Company has computed the bonus for the year ended 31 March 2015 which amounts to H9.98 million.
The Company has taken a position that the stay granted by the two High Courts of India on the retrospective application of the amendment would have a persuasive effect even outside the boundaries of the relevant states and accordingly no provision is currently required. "
(vii) The Company is involved in other disputes, law suits and other claims including commercial matters which arise from time to time in the ordinary course of business. The Company believes that there are no such pending matters that are expected to have any material adverse effect on the financial statements.
(viii) The Company has given letter of support to its subsidiary entities, namely HealthCare Global Senthil-Multi Specialty Hospital Private Limited, Niruja Product Development and Healthcare Research Private Limited, HCG (Mauritius) Private Limited, HCG Oncology LLP, HCG Oncology Hospitals LLP (formerly, Apex HCG Oncology Hospitals LLP), BACC HealthCare Private Limited, HCG NCHRI Oncology LLP, HCG EKO Oncology LLP, HCG SUN Hospitals LLP, HCG Manavata Oncology LLP and Suchirayu Health Care Solutions Limited. Under the letter of support, the Company is committed to provide operational and financial assistance as is necessary for the subsidiary entities to enable them to operate as going concern for a period of at least one year from the balance sheet date i.e. till 31 March 2024.
(ix) The Hon''ble Supreme Court has, in a recent decision dated 28 February 2019, ruled that special allowance would form part of wages for computing the Provident Fund (PF) contribution. The Company keeps a close watch on further clarifications and directions from the respective department based on which suitable action would be initiated, if any.
|
34 Commitments |
(H in million) |
|
|
Particulars |
As at |
As at |
|
31 March 2023 |
31 March 2022 |
|
|
Estimated amount of contracts remaining to be executed on capital account and not provided for |
421.42 |
264.39 |
|
Written put options issued by the Company to the non-controlling interests of its subsidiaries |
970.00 |
587.00 |
Ind AS 108 "Operating Segment" ("Ind AS 108") establishes standards for the way that public business enterprises report information about operating segments and related disclosures about products and services, geographic areas, and major customers. Based on the "management approach" as defined in Ind AS 108, Operating segments are to be reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM).The CODM evaluates the Company''s performance and allocates resources on overall basis. The Company''s sole operating segment is therefore ''Medical and Healthcare Services'' Accordingly, there are no additional disclosure to be provided under Ind AS 108, other than those already provided in the financial statements.
Geographical information analyses the company''s revenue and non-current assets by the Company''s country of domicile (i.e. India) and other countries. In presenting the geographical information, segment revenue has been based on the geographical location of the customers and segment assets which have been based on the geographical location of the assets.
Geographical information analyses the Company''s revenue and non-current assets by the Company''s country of domicile (i.e. India) and other countries. In presenting the geographical information, segment revenue has been presented based on the geographical location of the customers and segment assets has been presented based on the geographical location of the assets.
Defined plan asset
Plan assets consist of assets held in a ''long-term benefit fund'' for the sole purpose making future benefit payments when they fall due. Plan assets include qualifying insurance policies and not quoted in the market.
The actual return on plan assets was H 0.08 Million (for the year ended 31 March 2022: H 0.07 Million).
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
The average duration of the defined benefit obligation as at 31 March 2023 is 4.66 years (as at 31 March 2022: 3.84 years)
(a) ESOP 2010
In the extraordinary general meeting held on 25 August, 2010, the shareholders had approved the issue of 1,800,000 options under the Scheme titled " Employee Stock Option Scheme 2010 (ESOP 2010). The ESOP 2010 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration committee grants the options to the employees deemed eligible. The exercise price of each option shall be at a price not less than the face value per share. The option holders may exercise those options vested based on passage of time commencing from the expiry of 4 years from the date of grant and those vested based on performance immediately after vesting, within the expiry of 10 years from the date of grant.
On 16 June, 2010, the Company granted options under said scheme for eligible personnel. In the extraordinary general meeting held on 31 March 2015, the shareholders approved for accelerated vesting of options outstanding as at 31 March 2015. Accordingly, all the options outstanding were vested in the hands of option holders as at 31 March 2015. Further, the remaining options available for grant under ESOP 2010 were transferred to ESOP 2014 scheme.
(b) ESOP 2014
Pursuant to the shareholders'' approval in the extraordinary general meeting held on 28 March 2014, the Board of Directors formulated the Scheme titled "Employee Stock Option Scheme 2014" (ESOP 2014). The ESOP 2014 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration Committee grants the options to the employees deemed eligible. The Exercise Price shall be a price that is not less than the face value per share per option. Options Granted under ESOP 2014 would vest not less than one year and not more than five years from the date of Grant of such Options. Vesting of Options would be a function of continued employment with the Company (passage of time) and achievement of performance criteria as specified by the Nomination and Remuneration Committee as communicated at the time of grant of options. The option holders may exercise those options vested within a period as specified which may range upto 10 years from the date of grant.
Upon ESOP 2021 becoming effective, no further stock option grants will be made under ESOP 2014. However, all the employee stock options already granted under this Scheme shall be eligible for being vested and exercised as per the terms of ESOP 2014.
(c) ESOP 2021
Pursuant to the shareholders'' approval vide their special resolution passed through postal ballot on 23 May 2021, the Board of Directors formulated the Scheme titled "Employee Stock Option Scheme 2021" (ESOP 2021). The ESOP 2021 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share. Under the Scheme, a maximum of 6,267,000 Options can be granted.
As per the Scheme, the Nomination and Remuneration Committee (NRC) grants the options to the employees deemed eligible subject to fulfillment of such eligibility criteria(s) as may be specified in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 ("SEBI (SBEB) Regulations") and/or as may be determined by NRC from time to time. Exercise Price for the purpose of grant of options shall be as decided by the NRC, subject to a minimum of the face value per share. The vesting of an option would also be subject to the terms and conditions as may be stipulated by the NRC from time to time including but not limited to performance of the stock of the Company, performance of the employees, their continued employment with the Company / its subsidiaries, as applicable. The vesting period shall commence any time after the expiry of one year from the date of the grant of the options to the employee and shall end over a maximum period of 7 years from the date of the grant of the options. The options could vest in tranches. The exercise period may commence from the date of vesting and the vested options would be eligible to be exercised on the vesting date itself or any time after vesting in terms of the ESOP Scheme. The options will lapse if not exercised within the specified exercise period. The number of stock options and terms of the same made available to employees (including the vesting period) could vary at the discretion of the NRC.
Employee stock options will be settled by delivery of shares.
As at 31 March 2023 and 31 March 2022, a one percentage point change in the unobservable inputs used in fair valuation of Level 3 assets does not have a significant impact in its value.
Derivative financial instruments (assets and liabilities): The Company is exposed to foreign currency fluctuations on foreign currency assets and liabilities, and forecasted cashflows denominated in foreign currency.
The Company limits the effect of foreign exchange rate fluctuations by following an established risk management policies including the use of derivatives. The Company enters into derivative financial instruments where the counter party is primarily bank.
Derivatives are recognised and measured at fair value. Attributable transaction costs are recognised in the standalone statement of profit and loss as cost. Subsequent to initial recognition, derivative financial instruments are measured as described below:
A. Cashflow hedges: Changes in fair value of the derivative hedging instrument is designated as a cash flow hedge are recognised in other comprehensive income and held in cash flow hedging reserve, net of taxes, a component of equity, to the extent that the hedge is effective. To the extent that the hedge is ineffective, changes in fair value are recognised in the statement of profit and loss and reported within foreign exchange gains/(losses), net, within results from operating activities. If the hedging instrument no longer meets the criteria for hedge accounting, then hedge accounting is discontinued prospectively. If the hedging instrument expires or is sold, terminated or exercised, the cumulative gain or loss on the hedging instrument recognised in cash flow hedging reserve till the period the hedge was effective remains in cash flow hedging reserve until the forecasted transaction occurs. The cumulative gain or loss previously recognised in the cash flow hedging reserve is transferred to the statement of profit and loss upon the occurrence of the related forecasted transaction. If the forecasted transaction is no longer expected to occur, such cumulative balance is immediately recognised in the statement of profit and loss.
B. Others: Changes in fair value of foreign currency derivative instruments not designated as cash flow hedges are recognised in the statement of profit and loss and reported within foreign exchange gains/(losses), net, within results from operating activities.
Derivatives valued using valuation techniques with market observable inputs are mainly foreign exchange forward contracts. The most frequently applied valuation techniques include forward pricing from counter parties. There were no derivative instruments outstanding as at 31 March 2023 and as at 31 March 2022.
The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and short-term deposits that derive directly from its operations.
The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risks which may adversely impact the fair value of its financial instruments.
The Company has a risk management policy which covers risks associated with the financial assets and liabilities. The focus of risk management committee is to assess the unpredictability of the financial environment and to mitigate potential adverse effects on the financial performance of the Company.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is exposed to the credit risk from its trade receivables, security deposit, investments, cash and cash equivalents, bank deposits and loans. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets.
Trade receivables are unsecured comprise a widespread customer base. Company assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Individual risk limits are set for patients without medical aid insurance. Services to customers without medical aid insurance are settled in cash or using major credit cards on discharge date as far as possible. Credit Guarantees insurance is not purchased.
The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward looking information wherever required. The expected credit loss allowance is based on the ageing of the receivables from their expected period of recovery and the rates as derived as per the trend of trade receivable ageing of previous years.
b) Investments and cash deposits
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating. The Company does not expect any losses from non- performance by these counter-parties, and does not have any significant concentration of exposures to specific industry sectors.
(iii) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due.
The Company''s corporate treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Also refer note 42.
(iv) Market risk:
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange rates, interest rates and equity prices.
(a) Foreign currency risk
The Company''s exchange risk arises mainly from its foreign currency borrowings. As a result, depreciation of Indian rupee relative to these foreign currencies will have a significant impact on the financial performance of the Company. The exchange rate between the Indian rupee and these foreign currencies has changed substantially in recent periods and may continue to fluctuate substantially in the future.
(b) Cash flow and fair value interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s exposure to the risk of changes in market interest rates relates primarily to the Company''s debt obligations with floating interest rates and investments. Such risks are overseen by the Company''s corporate treasury department as well as senior management.
The Company manages its capital to ensure that the Company will be able to continue as going concerns while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt (borrowings offset by cash and bank balances) and total equity of the Company. Also refer note 49.
43 Due to Micro, Small and Medium Enterprises (refer note 21)
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2023 and 31 March 2022 have been made in the financial statements based on information received and available with the Company. Further in view of the management, the impact of interest, if any, that may be payable in accordance with the provisions of the Micro, Small and Medium Enterprises Development Act, 2006 (''The MSMED Act'') is not expected to be material. The Company has not received any claim for interest from any supplier.
The managerial remuneration for the year ended 31 March 2023 and 31 March 2022 was approved by the Nomination and Remuneration Committee, the Board of Directors and is in accordance with the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013 considering the approval of the Shareholders of the Company through special resolution obtained on 23 May 2021 in respect of remuneration to Dr. B S Ajaikumar and Anjali Ajaikumar and special resolution obtained on 6 May 2022 in respect of remuneration to Meghraj Arvindrao Gore pursuant to his appointment as whole-time director with effect from 10 February 2022.
E Interest on capital contribution in subsidiary LLPs: While the Company is entitled to charge interest on its capital contribution made in excess of its share as per the terms of the underlying agreements, such income from HCG NCHRI Oncology LLP amounting to H 44.32 million as at 31 March 2023 (H 16.84 million for FY 2022-23 and H 27.48 million for FY 2021-22) and from HCG EKO Oncology LLP amounting to H 7790 million as at 31 March 2023 (H 45.58 million for FY 2022-23 and H 32.32 million for FY 2021-22) is not recognised in these financial statements in view of uncertainties in timely recovery of such amounts.
F All transactions are made on normal commercial terms and conditions and are at arm''s length price.
45 Acquisition of diagnostic and clinical research management business from Strand Life Sciences Private Limited during the previous year ended 31 March 2022
In the previous year, the Company entered into a Business Transfer Agreement (BTA) with Strand Life Sciences Private Limited (''Strand'') dated 3 September 2021 for acquisition of (i) the diagnostic business (owned and operated by Strand in the brand name of "Triesta" mainly engaged in the business of oncology diagnostics, biomarker and translational research, and laboratory services) and (ii) the division providing clinical research site management services for a total cash consideration of H 808 Million.
As per the terms of BTA, of the total consideration, H 740 Million was required to be paid on the closing date and the balance is payable as per the timelines specified in the BTA.
Date of business combination - Upon fulfillment of the conditions precedent as per the BTA and on transfer of H 740 Million, the acquisition was completed on 3 September 2021. The balance consideration was also paid during the previous year ended 31 March 2022.
This acquisition was part of the Company''s initiative to focus on integrated end-to-end Oncology scale-up. Through the BTA, the Company acquired its erstwhile Hospital Lab Management (HLM) and Clinical Research Site Management (SMO) units which were transferred to Strand during FY 2017-18, after which the Company and its certain subsidiaries continued to avail such services from Strand. With the acqusition, the earlier outsourced Hospital Lab Management services from Strand were cancelled.
The acquisition contributed revenue of H 101.92 million (including medical service income from subsidiaries) and profit after tax of H 2.91 million for the period between the acquisition date and 31 March 2022. Had the business combination occurred on 01 April 2021, per management estimate, revenues for the financial year ended 31 March 2022 would have been higher by H 73 million and profit after tax would have been higher by H 2 million.
The Company''s share of costs incurred for this business combination was charged off to statement of profit and loss under exceptional items.
The above transaction qualified as a business combination as per Ind AS 103 - "Business Combinations" and was accounted by applying the acquisition method wherein identifiable assets acquired, liabilities assumed were fair valued against the fair value of the consideration transferred and the resultant goodwill recognised.
The Group and Strand were parties to a long-term service contract under Medical Services Agreement where Strand provided disgnostic services. The pre-existing relationship was effectively terminated when the Company acquired Diagnostic business (refer above). The Company concluded that there was no gain / loss on termination of the above mentioned agreement.
47 Other statutory information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(iv) During the year ended 31 March 2023, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Company or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(v) During the year ended 31 March 2023, no funds have been received by the Company from any persons or entities, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Funding Party or provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.
(vi) The Company has not made any private placement of shares or fully or partly convertible debentures during the year. Further, the amount raised in the previous years and partially unutilised as at the previous year end have been used during the year for the purposes for which the funds were raised.
(vii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year ended 31 March 2023 in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(viii) The Company is not declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.
(ix) The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
(x) The Company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the year ended 31 March 2023.
(xi) The Company has not revalued any of its Property, Plant and Equipment (including Right-of-Use Assets) during the year ended 31 March 2023.
(i) During the previous year, the Company made prepayments of certain borrowings by utilising the funding received from exercise of share warrants and proceeds from disposal of equity investment in joint venture referred in exceptional items.
Mar 31, 2021
(a) The key assumptions used in the estimation of the recoverable amount of Goodwill are set out below:
During the year ended 31 March 2021 for the purpose of impairment testing, the recoverable amount of this CGU is determined based on fair value less cost of disposal. The fair value is computed as per the market approach using revenue and EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization) multiples. The market approach considered is based on the external source of information and consistent with the Management experience and risk factor of the CGU and also considers peers of the Company.
With respect to previous year ended 31 March 2020, the values assigned to the key assumptions given in the table below represented management''s assessment of future trends and based on historical data from both external and internal sources. Discount rate reflected the market assessment of the risks specific to a Cash Generating Unit (CGU). The discount rate was estimated based on the capital asset pricing method for the CGU. The cash flow projections included specific estimates developed using internal forecasts. The planning horizon reflected the assumptions for short-to-midterm market developments. The Company believed that any reasonably possible change in the key assumptions on which a recoverable amount was based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the CGU.
The recoverable value factors the increase in uncertainties due to Covid-19. The market comparable multiple already considers such uncertainties due to covid. In the previous year, reassessment of the discount rates, revisiting the growth rates including terminal value and subjecting these variables to sensitivity analysis factored uncertainties due to Covid-19.
The Company has lease arrangements primarily for its hospital buildings. The aggregate depreciation expense on ROU for the year amounting to '' 215.11 million (31 March 2020; '' 199.96 million) is included in the "Depreciation and Amortisation expense" in the Standalone statement of Profit and Loss and '' 19.72 million (31 March 2020; '' 23.78 million) is capitalised to Capital work-in-progress.
(i) As on 1 January 2021, the Company negotiated lower lease rent for reduced space leading to Lease Modification. As a result of this modification, the Right-of-use asset and Lease liability reduced by 344.23 million and 401.97 million respectively and there was also a gain on modification amounting to '' 57.74 million, recorded in Exceptional Items in the statement of Profit and Loss.
(ii) As on 31 March 2021, the Company reassessed its lease term for certain leases, considering change in management plan, market condition in current pandemic and an option to leverage with the alternate premises post noncancellable lease period. Accordingly, the Right-of use assets and Lease liabilities have reduced by '' 631.75 million and '' 592.34 million respectively.
15 Equity share capital (Contd..)
a) The shareholders of the Company, vide resolution passed in Extra Ordinary general meeting, held on 24 June 2019, approved the allotment of 710,526 equity shares of '' 10 each of the Company, at a price of '' 285 per share (including share premium of '' 275 per share), on Preferential Allotment basis, to Dr. Kunnathu Philipose Geevarghese. The same was approved by Board of Directors and allotted to Dr. Kunnathu Philipose Geevarghese on 25 June 2019.
b) Pursuant to Investment Agreement ("Agreement") executed amongst the Company, Dr. B. S. Ajaikumar ("Promoter") and Aceso Company Pte. Ltd., Singapore ("Investor") on 04 June 2020 and approval of the shareholders of the Company received on 13 June 2020, preferential allotment of 29,516,260 Equity shares of the face value of '' 10 each, at a premium of '' 120 each (aggregating to '' 130 per equity share) and 18,560,663 Warrants, with a right to apply for and be allotted one equity share of the face value of '' 10 each at a premium of '' 120 each (aggregating to '' 130 per Warrant) were made to the Investor on 28 July 2020. The total consideration on issue of Equity shares and exercise of all Warrants aggregates to '' 6,250 Million.
As required under the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "ICDR Regulations"), Investor has remitted an amount '' 5,128 Million towards allotment of 29,516,260 equity shares at '' 130 per share ('' 3,837 Million), 100% consideration for allotment and subsequent exercise of 7,057,195 warrants at '' 130 per warrant ('' 917 Million) and 25% of the consideration for remaining 11,503,468 warrants at '' 130 per warrant ('' 374 Million). The remaining 75% of the consideration i.e. '' 1,122 Million shall be payable by the Investor on the exercise of the Warrant(s), in one or more tranches, within a period of 18 (Eighteen) months from the date of allotment of the warrants.
c) The Board of Directors of the Company on 26 June 2020, pursuant to the approval of the shareholders of the Company received on June 12, 2020, has made a preferential allotment of 20,00,000, Series B Warrants, to Dr. B.S. Ajaikumar, Promoter ("Promoter") with a right to apply for and be allotted 1 Equity Share of the face value of '' 10 each of the Company, at a premium of '' 120 for each Series B Warrant.
As required under the provisions of the ICDR Regulations, the Promotor has remitted an amount equivalent to 25% of the Consideration i.e. '' 65 Million on issue of series B Warrant and the remaining 75% of the consideration i.e. '' 195 Million shall be payable by him on the exercise of the Series B Warrant(s), in one or more tranches, within a period of 18 (Eighteen) months from the date of allotment of the Series B Warrants.
Fully paid equity shares, which have a par value of '' 10, carry one vote per share and carry a right to dividends. The Company has only one class of equity share having a par value of '' 10/- each. Holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in proportion to number of equity shares held by the shareholders.
* The details of interest rates, repayment and other terms are disclosed under note 17 The Company''s exposure to liquidity risk are disclosed in note 41.
** This represents invoices discounted by the various vendors wherein as per the terms of the arrangement, on maturity these amount will be directly debited to the Company''s bank account.
$ This pertains to payable to Dr. Gopichand towards business acquisition of City Cancer Centre as per the business transfer agreement dated 28 February 2014, which was paid during the current year.
Note (i): Pursuant to the shareholders'' agreement dated 22 March 2013, the Company was required to acquire shares of BACC Healthcare Private Limited ("BACC") held by the other shareholder pursuant to the exercise of the put option right. As at 31 March 2020, the Company recognised right to acquire such shares of '' 694.42 million and the liability towards payable for such share purchase of '' 735.98 million, including interest accrued on such liability of '' 41.56 million. During the current year, pursuant to Share Purchase Agreement dated 27 November 2020, the Company has acquired the remaining 49.9% share capital of BACC from the minority shareholder for a total consideration amounting to '' 683.36 million. Accordingly, the Company derecognised liability towards payable for such share purchase amounting '' 52.62 million by crediting finance cost by '' 41.46 million and crediting the right to equity recognised under other financial asset by '' 11.06 million.
Note: The Company imports medical equipments under Export Promotion Capital Goods (EPCG) scheme. Under the Scheme, the Company expected to meet the specified criteria, it is exempt from paying customs duty on imports which is recognised as a government grant. Fair value of the government grant is capitalised along with the equipment. Deferred income is amortised over the useful life of the equipment it has been procured. Additional deferred government grant recognised during the year ended 31 March 2021 is '' 0.95 million (31 March 2020: '' 119.55 million). EPCG income recognised during the year is '' 21.67 million (31 March 2020: '' 12.42 million). As at 31 March 2021, for certain licenses there is unfulfilled condition with respect to government grant recognized (refer note 33).
Impact of Covid-19 pandemic: While the international business has been impacted due to Covid-19, the Company basis its assessment, believes that it will be able to meet its export obligations.
The lockdown was first announced in India from 25 March 2020, but disruption in operations of the Company were experienced from around middle of March 2020 onwards. Revenue has reduced significantly during early part of FY 202021 on account of delay, postponment and /or cacellation of oncology and multi-speciality treatments. The Company also took various cost rationalization measures during this period. Following the easing of lockdown restrictions and pursuant to various measures taken by the management to adapt to the changing circumstances, the Company was able to recover from the adverse impact. The management is also continuously monitoring the present circumstances on account of resurgence of Covid infections from March 2021 and has been taking appropriate measures to address the situation as it evolves.
(i) The Company performed impairment assessment for all its investments and recorded consequential impairment loss under exceptional items. Given the continued losses incurred and due to weaker forecasts due to COVID-19, the recoverable amount of these investments (considering the present and past performance and based on future cash flow projections) was estimated to be lower than their carrying value, resulting into an impairment charge.
(ii) The Company has invested in Healthcare Global (Africa) Pvt Ltd (''HCG Africa'') through its wholly owned subsidiaries. During the year, CDC Group PLC, (''CDC'') (other investor in HCG Africa) exercised the put option in accordance with the agreement to exit HCG Africa. The Company performed impairment assessment based on future cash flows projection, as a result of which, the recoverable amount of investment including the related loans was estimated to be lower than carrying value. Accordingly, related loan along with interest accrued aggregating to '' 279.67 million (of which, interest accrued is '' 91.07 million) has been impaired during the year ended 31 March 2021.
(iii) During the year ended 31 March 2021, the Company has assessed the recoverable value of its investment made in the upcoming greenfield project in Gurgaon. The assessment was made considering significant change in scope, delays in project due to changes in management plan, market conditions including the outbreak of COVID-19 pandemic. The recoverable amount of this project (considering the future cash flows discounted to present value using the discount rate of 14%) was estimated to be lower than carrying value, resulting into an impairment charge of '' 363.01 million (comprising impairment of capital work-in progress '' 304.02 million and capital advances of '' 58.99 million).
(iv) During the current year, due to changes in business environment and weaker project viability due to COVID-19, the Cochin project has been abandoned. The Management has assessed and estimated that the related assets may not be recoverable. Hence an amount of '' 48 million of capital advances and '' 39.49 million of security deposit has been written off.
(v) During the year ended 31 March 2021, the Company assessed the recoverable amount of certain class of assets where impairment indicators were noted and recognised resulting impairment charge of '' 49.27 million in respect of certain security deposits and advance to vendors and Rs. 31.22 million in respect of other assets under exceptional items.
Under the Indian Income Tax Act, 1961, the Company is liable to pay Minimum Alternate Tax (''MAT'') if the tax payable under normal provisions is less than tax payable under MAT. Excess tax paid under MAT over tax under normal provision can be carried forward for a period of 15 years and can be set off against the future tax liabilities.Unabsorbed business losses expire 8 years after the year in which they originate and unabsorbed depreciation can be carried forward indefinitely unless there is a substantial change in the ownership. Tax benefits on unabsorbed business losses, unabsorbed depreciation and MAT credit entitlement have been recognised as deferred tax asset as it is more probable than not that the future economic benefits associated with the asset will be realised.
(i) (a) Excise Commissionerate-III, Bengaluru has passed Order against the Company adjudicating that the product Fluro-
|
33 Contingent liabilities |
(H in million) |
|
|
Particulars |
31 March 2021 |
31 March 2020 |
|
a) Corporate guarantee given on behalf of subsidiaries and other parties (refer note 44 and 46) |
2,597.21 |
2,555.85 |
|
b) Other money for which the Company is contingently liable |
||
|
Excise and service tax (Refer note (i) below) |
28.34 |
28.34 |
|
Value added tax (Refer note (ii) below) |
48.86 |
32.40 |
|
Sales tax (Refer note (iii) below) |
9.46 |
18.87 |
|
Duties and taxes in respect of EPCG licenses (Refer note (iv) below) |
253.89 |
- |
|
c) Bonus to employees pursuant to retrospective amendment to the Payment of Bonus Act, 1965 (Refer note (v) below) |
9.98 |
9.98 |
deoxy-glucose (''FDG'') is excisable and levied excise duty for the period under scrutiny from April 2009 to March 2014 of '' 6.80 million, interest on duty amount, penalty of '' 6.80 million, redemption fine of '' 0.6 million in lieu of confiscation of goods not available. The order also imposed a penalty of '' 1 million on Dr. B.S.Ajaikumar, Executive Chairman of the Company. The Company has filed an appeal before CESTAT by paying Central Excise Duty of '' 0.6 million and is positive of winning the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
(i) (b) Additional Commissionerate of Central Excise, Chennai, has passed the Order confirming the excisability on sale
of FDG for the period March 2013 to June 2015 levying excise duty of '' 6.57 million, interest on duty amount and penalty of Rs. 6.57 million. The Company is positive of winning the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
(ii) (a) HealthCare Global Vijay Oncology Private Limited which got merged with HCG effective from April 1, 2015, has
undergone Departmental VAT audit for the period from 2011-12 to 2014-15 and noted that the Company has not charged & paid VAT on supply of food to patients and raised a AP-VAT demand of '' 2 million. Further, the Deputy Commercial Tax Officer, Vijayawada has passed the Penalty Order for '' 0.5 million against the above AP-VAT Audit Order. The Company has filed an writ petition before Andhra Pradesh High Court by paying '' 0.4 million VAT amount to department.
The Company is positive of winning the case on the ground that various High Courts in India have ruled that the supply of food to patient is pursuant to provision of medical service and is not a sale of goods.
(ii) (b) The Company''s assessment for Karnataka Value Added Tax (VAT) for FY 2013-14 to FY 2016-17 has been completed wherein demand of '' 33.02 million has been raised. The demand has mainly arisen on account of differential rate of tax on canteen income, denial of input credit, wrongly taxing other income and ignoring the details of sales / sales returns. Presently, appeals for FY 2013-14 and FY 2014-15 is pending before the Appellate Tribunal. Whereas, for FY 2015-16 and FY 2016-17, the appeals are pending before first appellate authority. Further, entire demand for has been recovered from the Company. The Company believes that the VAT demand will be dropped and there would be no adverse impact in the financial statements.
(ii) (c) Gujarat Value Added Tax (VAT) assessment has been closed for FY 2014-15, FY 2015-16 and FY 2016-17 wherein
demand of Rs. 7.84 Million, '' 3.58 million and '' 1.52 million have been raised. The Company being aggrieved, has filed an appeal for both the years on the ground that Sales Tax is not applicable on IP sales and there is no mismatch in ITC taken by the Company. The Company has paid '' 1.30 million as pre-deposit against these orders. Currently, the appeal against the order is pending before the first appellate authority.
(iii) During the year ended 31 March 2020, the Company''s assessment for Central Sales Tax (CST) was done for FY 2014-15, FY 2015-16 and FY 2016-17 wherein demand of '' 9.46 million was raised. The demand has mainly arisen on account of non-submission of ''F'' Forms before the AO. Though, demand has arisen, it is to be noted that the transactions
has been reported correctly and it is mere a procedural challenge leading to the demand. Entire demand has been recovered from the Company. Currently, the cases are pending before the first appellate authority. The Company does not expect any adverse impact on the standalone financial statements.
(iv) The Company has availed benefit of custom duty payable on imported assets through Export Promotion and Capital Goods (EPCG) licenses wherein it has to achieve certain level of exports as per Customs Rules.
(v) The Payment of Bonus (Amendment) Act, 2015 (hereinafter referred to as the Amendment Act, 2015) has been enacted on 31 December 2015, according to which the eligibility criteria of salary or wages has been increased from '' 10,000 per month to '' 21,000 per month (Section 2(13)) and the ceiling for computation of such salary or wages has been increased from '' 3,500 per month to '' 7,000 per month or the minimum wage for the scheduled employment, as fixed by the appropriate government, whichever is higher. The reference to scheduled employment has been linked to the provisions of the Minimum Wages Act, 1948. The Amendment Act, 2015 is effective retrospectively from 1 April 2014. Based on the same, the Company has computed the bonus for the year ended 31 March 2015 which amounts to '' 9.98 million.
The Company has taken a position that the stay granted by the two High Courts of India on the retrospective application of the amendment would have a persuasive effect even outside the boundaries of the relevant states and accordingly no provision is currently required.
(vi) The Company is involved in other disputes, law suits and other claims including commercial matters which arise from time to time in the ordinary course of business. The Company believes that there are no such pending matters that are expected to have any material adverse effect on the financial statements.
(vii) The Company has given letter of support to its subsidiary companies, namely HealthCare Global Senthil-Multi Specialty Hospital Private Limited, Niruja Product Development and Healthcare Research Private Limited, HCG (Mauritius) Private Limited, HCG Oncology LLP, APEX HCG Oncology Hospitals LLP, BACC HealthCare Private Limited, HCG NCHRI Oncology LLP, HCG EKO Oncology LLP and HCG SUN Hospitals LLP. Under the letter of support, the Company is committed to provide operational and financial assistance as is necessary for the subsidiary companies to enable them to operate as going concern for a period of at least one year from the balance sheet date i.e. till 31 March 2022.
(viii) The Hon''ble Supreme Court has, in a recent decision dated 28 February 2019, ruled that special allowance would form part of wages for computing the Provident Fund (PF) contribution. The Company keeps a close watch on further clarifications and directions from the respective department based on which suitable action would be initiated, if any.
Ind AS 108 "Operating Segment" ("Ind AS 108") establishes standards for the way that public business enterprises report information about operating segments and related disclosures about products and services, geographic areas, and major customers. Based on the "management approach" as defined in Ind AS 108, Operating segments are to be reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) .The CODM evaluates the Company''s performance and allocates resources on overall basis. The Company''s sole operating segment is therefore ''Medical and Healthcare Services''. Accordingly, there are no additional disclosure to be provided under Ind AS 108, other than those already provided in the financial statements.
Geographical information analyses the Company''s revenue and non-current assets by the Company''s country of domicile (i.e. India) and other countries. In presenting the geographical information, segment revenue has been presented based on the geographical location of the customers and segment assets has been presented based on the geographical location of the assets.
Plan assets consist of assets held in a ''long-term benefit fund'' for the sole purpose making future benefit payments when they fall due. Plan assets include qualifying insurance policies and not quoted in the market.
The actual return on plan assets was '' 0.07 Million (for the year ended 31 March 2020: '' 0.07 Million).
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
In the extraordinary general meeting held on 25 August, 2010, the shareholders had approved the issue of 1,800,000 options under the Scheme titled "Employee Stock Option Scheme 2010 (ESOP 2010)". The ESOP 2010 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration committee grants the options to the employees deemed eligible. The exercise price of each option shall be at a price not less than the face value per share. The option holders may exercise those options vested based on passage of time commencing from the expiry of 4 years from the date of grant and those vested based on performance immediately after vesting, within the expiry of 10 years from the date of grant.
On 16 June, 2010, the Company granted options under said scheme for eligible personnel. In the extraordinary general
meeting held on 31 March 2015, the shareholders approved for accelerated vesting of options outstanding as at 31 March 2015. Accordingly, all the options outstanding were vested in the hands of option holders as at 31 March 2015. Further, the remaining options available for grant under ESOP 2010 were transferred to ESOP 2014 scheme.
(b) ESOP 2014
Pursuant to the shareholders'' approval in the extraordinary general meeting held on 28 March 2014, the Board of Directors formulated the Scheme titled "Employee Stock Option Scheme 2014" (ESOP 2014). The ESOP 2014 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration Committee grants the options to the employees deemed eligible. The Exercise Price shall be a price that is not less than the face value per share per option. Options Granted under ESOP 2014 would vest not less than one year and not more than five years from the date of Grant of such Options. Vesting of Options would be a function of continued employment with the Company (passage of time) and achievement of performance criteria as specified by the Nomination and Remuneration Committee as communicated at the time of grant of options. The option holders may exercise those options vested within a period as specified which may range upto 10 years from the date of grant.
Subsequent to 31 March 2021, pursuant to the shareholders'' approval vide their special resolution passed through postal ballot, the Board of Directors have formulated the Scheme titled "Employee Stock Option Scheme 2021"" (ESOP 2021). Upon ESOP 2021 becoming effective, no further stock option grants will be made under ESOP 2014. However, all the employee stock options already granted under this Scheme shall be eligible for being vested and exercised as per the terms of ESOP 2014.
Employee stock options will be settled by delivery of shares.
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
As at 31 March 2021 and 31 March 2020, a one percentage point change in the unobservable inputs used in fair valuation of Level 3 assets does not have a significant impact in its value.
Derivative financial instruments (assets and liabilities): The Company is exposed to foreign currency fluctuations on foreign currency assets and liabilities, and forecasted cashflows denominated in foreign currency.
The Company limits the effect of foreign exchange rate fluctuations by following an established risk management policies including the use of derivatives. The Company enters into derivative financial instruments where the counter party is primarily bank.
Derivatives are recognised and measured at fair value. Attributable transaction costs are recognised in the standalone statement of profit and loss as cost. Subsequent to initial recognition, derivative financial instruments are measured as described below:
A. Cashflow hedges: Changes in fair value of the derivative hedging instrument is designated as a cash flow hedge are recognised in other comprehensive income and held in cash flow hedging reserve, net of taxes, a component of equity, to the extent that the hedge is effective. To the extent that the hedge is ineffective, changes in fair value are recognised in the statement of profit and loss and reported within foreign exchange gains/(losses), net, within results from operating activities. If the hedging instrument no longer meets the criteria for hedge accounting, then hedge accounting is discontinued prospectively. If the hedging instrument expires or is sold, terminated or exercised, the cumulative gain or loss on the hedging instrument recognised in cash flow hedging reserve till the period the hedge was effective remains in cash flow hedging reserve until the forecasted transaction occurs. The cumulative gain or loss previously recognised in the cash flow hedging reserve is transferred to the statement of profit and loss upon the occurrence of the related forecasted transaction. If the forecasted transaction is no longer expected to occur, such cumulative balance is immediately recognised in the statement of profit and loss.
B. Others: Changes in fair value of foreign currency derivative instruments not designated as cash flow hedges are recognised in the statement of profit and loss and reported within foreign exchange gains/(losses), net, within results from operating activities.
Derivatives valued using valuation techniques with market observable inputs are mainly foreign exchange forward contracts. The most frequently applied valuation techniques include forward pricing from counter parties. As at 31 March 2021, the changes in counterparty credit risk had no material effect on the hedge effectiveness assessment for derivatives designated in hedge relationships and other financial instruments recognised at fair value.
The related hedge transactions for balance in cash flow hedging reserves as at 31 March 2021 are expected to occur and be reclassified to the statement of profit and loss over a period of one year (31 March 2020: The related hedge transactions for balance in cash flow hedging reserves as at 31 March 2020 are expected to occur and be reclassified to the statement of profit and loss over a period of two years).
The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and short-term deposits that derive directly from its operations.
The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risks which may adversely impact the fair value of its financial instruments.
The Company has a risk management policy which covers risks associated with the financial assets and liabilities. The focus of risk management committee is to assess the unpredictability of the financial environment and to mitigate potential adverse effects on the financial performance of the Company.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is exposed to the credit risk from its trade receivables, unbilled revenue, security deposit, investments, cash and cash equivalents, bank deposits and loans. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets.
a) Trade and other receivables
Trade receivables are unsecured comprise a widespread customer base. Company assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Individual risk limits are set for patients without medical aid insurance. Services to customers without medical aid insurance are settled in cash or using major credit cards on discharge date as far as possible. Credit Guarantees insurance is not purchased.
The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward looking information wherever required. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as derived as per the trend of trade receivable ageing of previous years.
No single customer accounted for more than 10% of the revenue as of 31 March 2021 & 31 March 2020. There is no significant concentration of credit risk.
Trade receivables forms a significant part of the financial assets carried at amortized cost which is valued considering provision for allowance using expected credit loss method. In addition to the historical pattern of credit loss, the Company has evaluated the likelihood of increased credit risk and consequential default considering emerging Covid-19 situation. This assessment considers the current collection pattern across various customers. The Company is closely monitoring the developments across various customers and states. Basis this assessment, provision made towards ECL is considered adequate.
Details of geographic concentration of revenue is included in note 36 to the financial statements
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating. The Company does not expect any losses from non- performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors. Pursuant to the impact of Covid-19, the Company has assessed the counterparty credit risk and concluded the carrying / fair value, as applicable, of the financial instruments and deposits with banks to be appropriate.
The Company enters into derivative financial instruments with counter-parties, primarily, banks with investment grade credit ratings.
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due.
The Company''s corporate treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Also refer note 48.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange rates, interest rates and equity prices.
(a) Foreign currency risk
The Company''s exchange risk arises mainly from its foreign currency borrowings. As a result, depreciation of Indian rupee relative to these foreign currencies will have a significant impact on the financial performance of the Company. The exchange rate between the Indian rupee and these foreign currencies has changed substantially in recent periods and may continue to fluctuate substantially in the future.
(i) The Company holds foreign exchange forward contract to mitigate the risk of changes in exchange rates and foreign currency exposure. The following table presents discounted foreign currency risk from financial instruments as of 31 March 2021 and 31 March 2020:
43 Due to Micro, Small and Medium Enterprises (refer note 21)
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2021 and 31 March 2020 have been made in the financial statements based on information received and available with the Company. Further in view of the management, the impact of interest, if any, that may be payable in accordance with the provisions of the Micro, Small and Medium Enterprises Development Act, 2006 (''The MSMED Act'') is not expected to be material. The Company has not received any claim for interest from any supplier.
The remuneration to Dr. B S Ajaikumar for the year ended 31 March 2021 and Dr. B S Ramesh from 1 April 2020 to 21 May 2020 amounts to '' 25.88 million (net off fixed salary waiver for approx two months) and '' 1.44 million respectively. This has been approved by the Nomination and Remuneration Committee, the Board of Directors and is in accordance with the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013 considering the approval of the Shareholders of the Company through special resolution obtained on 26 September 2019 and the special resolution obtained on 23 May 2021 for the remuneration to Dr. B S Ajaikumar for the period from 1 February 2021 considering the change in his role from "Chief Executive Officer" till 31 January 2021 to "Executive Chairman" from 1 February 2021.
The remuneration of Chairman & CEO and the Executive director of the Company for the year ended 31 March 2020 amounts to '' 20.83 million (net off fixed salary waiver for two months) and '' 8.03 million respectively. This has been approved by the Nomination and Remuneration Committee, the Board of Directors and is in accordance with the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013 considering the approval of the Shareholders of the Company through special resolution obtained on 26 September 2019.
48 The Code on Social Security 2020 (''Code''), which received the Presidential Assent on 28 September 2020, subsumes nine regulations relating to social security, retirement, and employee benefits. The Code will have an impact on the contributions towards gratuity and provident fund made by the Company. The Ministry of Labour and Employment (''Ministry'') has released draft rules for the Code on 13 November 2020. The effective date of the Code has not yet been notified and the related rules to ascertain the financial impact are yet to be finalized and notified. The Company will assess the impact once the subject rules are notified and will give appropriate impact in its standalone financial statements in the period in which, the Code becomes effective.
The accompanying notes are an integral part of these standalone financial statements.
Mar 31, 2018
1 HealthCare Global Enterprises Limited (âthe Companyâ) is engaged in setting up and managing hospitals and medical diagnostic services including scientific testing and consultancy services in the pharmaceutical and medical sector. The Company is a public company incorporated and domiciled in India and has its registered office at #8, P. Kalinga Rao Road, Sampangi Ram Nagar, Bengaluru - 560 027.
The financial statements for the year ended 31 March 2018 were approved by the Board of Directors and authorised for issue on 22 May 2018.
2 Basis of preparation of the financial statements
(a) Statement of compliance
These financial statements have been prepared in accordance with Indian Accounting Standards (âInd ASâ) notified under the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016, as applicable.
(b) Functional and presentation currency
These financial statements are presented in Indian Rupees O, which is also the Companyâs functional currency. All amounts are in Indian Rupees million except share data and per share data, unless otherwise stated.
(c) Basis of measurement
The financial statements have been prepared on the historical cost basis except for the following items:
Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
(d) Use of estimates and judgements
In preparing these financial statements, management of the Company has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised prospectively.
The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
Judgements
Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognised in the financial statements is included in the following notes:
- Note 34 - Leasing arrangements
- Note 36 - Share-based payments
- Note 37 - Financial instruments
Assumptions and estimation uncertainties
Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ending 31 March 2018 is included in the following notes:
- Note 5 - Estimation of useful life of property, plant and equipment
- Note 43 - Acquisition of business: fair value of the consideration transferred (including contingent consideration) and fair value of the assets acquired and liabilities assumed, measured on provisional basis;
- Note 28.3 - Impairment of financial assets.
- Note 29.3 - Deferred tax balances (net)
- Note 30 - Recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources;
- Note 35 - Employee benefit plans: key actuarial assumptions;
(e) Measurement of fair values
The Companyâs accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. The Company has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurement, including level 3 fair values, and reports directly to the chief financial officer.
Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:
- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
- Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.
(f) Business combinations
In accordance with Ind AS 103, âBusiness combinationsâ the Company accounts for the business combinations using the acquisition method when control is transferred to the Company. The consideration transferred for the business combination is generally measured at fair value as at the date the control is acquired (acquisition date), as are the net identifiable assets acquired. Any goodwill that arises is tested annually for impairment. Any gain on a bargain purchase is recognised in Other comprehensive income (OCI) and accumulated in equity as capital reserve if there exists clear evidence of the underlying reasons for classifying the business combination as resulting in a bargain purchase; otherwise the gain is recognised directly in equity as capital reserve. Transaction costs are expensed as incurred, except to the extent related to the issue of debt or equity securities.
The consideration transferred does not include amounts related to the settlement of pre-existing relationships with the acquiree. Such amounts are generally recognised in the Statement of Profit or Loss.
Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent consideration that meets the definition of financial instrument is classified as equity, then its not remeasured subsequently and settlement is accounted for within equity. Other contingent consideration is remeasured at fair value at each reporting date and changes in the fair value of the contingent consideration are recognised in profit or loss
3 New accounting standards not yet adopted
Ministry of Corporate Affairs (âMCAâ) through Companies (Indian Accounting Standards) Amendment Rules, 2018 has notified the following new amendments to Ind ASs which the Company has not applied as they are effective for annual periods beginning on or after 01 April 2018:
(a) Ind AS 115 - Revenue from Contracts with Customers
On 28 March 2018, the MCA notified the Ind AS 115 Revenue from contract with customers. The core principle of the new standard is that an entity should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and service. Further, the new standard requires enhanced disclosure about the nature, amount, timing and uncertainty of revenue and cash flow arising from the entityâs contract with customers. The effective date for adoption of Ind AS 115 is financial period beginning on or after 01 April 2018.
There is no material impact on account of adoption of Ind AS 115 to the Companyâs current policy of revenue recognition.
(b) Ind AS 21 - The effect of changes in foreign Exchange rates
The amendment clarifies on the accounting of transactions that include the receipt or payment of advance consideration in a foreign currency. The appendix explains that the date of the transaction, for the purpose of determining the exchange rate, is the date of initial recognition of the non-monetary prepayment asset or deferred income liability. If there are multiple payments or receipts in advance, a date of transaction is established for each payment or receipt. The Company is evaluating the impact of this amendment on its financial statements.
The values assigned to the key assumptions represent managementâs assessment of future trends and based on historical data from both external and internal sources. Discount rate reflects the current market assessment of the risks specific to the Cash Generating Unit (CGU). The discount rate is estimated based on the capital asset pricing method for the CGU. The cash flow projections included specific estimates developed using internal forecasts. The planning horizon reflects the assumptions for short-to-midterm market developments. The Company believes that any reasonably possible change in the key assumptions on which the recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the CGU.
The estimated recoverable amount of the CGU exceeded its carrying amount, hence impairment is not triggered.
4.1 Rights, preferences and restrictions attached to equity shares
Fully paid equity shares, which have a par value of Rs.10, carry one vote per share and carry a right to dividends The Company has only one class of equity share having a par value of Rs.10/- each. Holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in proportion to number of equity shares held by the shareholders.
* Share issue expenses of Rs.1.08 million towards preferential allotment of 1,166,667 equity shares during the year has been debited to securities premium.
Share issue expenses of Rs.163.33 million towards Initial Public Offer of 11,600,000 shares had been debited to securities premium in financial year ended 31 March 2016. Unspent amount of Rs.8.34 million out of the same has been credited to securities premium during the financial year ended 31 March 2017.
Note: The Company imports medical equipments under Export Promotion Capital Goods (EPCG) scheme. Under the said Scheme, on the Company expected to meet the specified criteria, it is exempt from paying customs duty on imports which is recognised as a government grant. Fair value of the government grant is capitalised along with the equipment. Deferred income is amortised over the useful life of the equipment it has been procured for. The government grant recognised as at 31 March 2018 is Rs.102.02 million and EPCG income recognised during the year is Rs.6.41 million. The unfulfilled export obligation as on 31 March 2018 is Rs.343.32 million.
5.1 Corporate social responsibility
(a) Gross amount required to be spent by the Company during the year, as per Sec 135 of the Companies Act 2013, is Rs.1.45 million (2016-17: Not applicable) , the same is yet to be spent as on 31 March 2018.
6.1 During the year ended 31 March 2018, the Company has entered into a business transfer agreement with Strand Life
Sciences Private Limited (âStrandâ) dated 02 January 2018 for sale of its Triesta unit on slump sale basis for a lump sum consideration of Rs.240 million for which the consideration is received in the form of 9,140,342 equity shares and 101,193 Series 1 Preference Shares of Strand.
6.2 In accordance with the terms of share purchase agreement with Regency Hospital Limited dated 28 March 2018, the Company sold its non-current investments (subsidiary) in the form of equity shares held in HCG Regency Oncology HealthCare Private Limited (HCG Regency) for a total consideration of Rs.212.31 million resulting in a gain of Rs.44.44 million
6.3 During the year ended 31 March 2018, the Company decided to close the operations of Delhi unit. Net charge on account of write off of receivables is Rs.21.90 million and the charge due to write off of net fixed assets is Rs.54.56 million. The total charge due to unit closure is Rs.76.46 million.
Under the Income Tax Act, 1961, unabsorbed business losses expire 8 years after the year in which they originate. Further, the Company carry tax credit entitlement in respect of Minimum Alternate Tax (MAT) paid, which can be carried forward for certain period and can be set-off for 15 years (from AY 18 -19) against future tax liabilities to the extent income tax under normal tax provisions exceed the MAT for those years. Tax benefits on unabsorbed business losses and MAT credit entitlement have been recognised as deferred tax asset as it is more probable than not that the future economic benefits associated with the asset will be realised.
1. Excise Commissionerate-III, Bengaluru has passed Order against the Company adjudicating that the product Fluro-deoxy-glucose (âFDGâ) is excisable and levied excise duty for the period under scrutiny from April 2009 to March 2014 of Rs.6.80 million, interest on duty amount, penalty of Rs.6.80 million, redemption fine of Rs.0.6 million in lieu of confiscation of goods not available. The order also imposed a penalty of Rs.1 million on Dr. B.S.Ajaikumar, Chairman & CEO of the Company. The Company has filed an appeal before CESTAT by paying Central Excise Duty of Rs.0.6 million.
Additional Commissionerate of Central Excise, Chennai, has passed the Order confirming the excisability on sale of FDG for the period March 2013 to June 2015 levying excise duty of Rs.6.57 million, interest on duty amount and penalty of Rs.6.57 million.
The Company is positive of winning the case on the ground that FDG is not excisable as there is no specific entry in the Central Excise Tariff Act 1985. Further, even if it is excisable the same has to be classified under Chapter 30 which attracts excise duty at 6% and valuation of captively consumed FDG will reduce the demand.
2. HealthCare Global Vijay Oncology Private Limited which got merged with HCG effective from April 1, 2015, has undergone Departmental VAT audit for the period from 2011-12 to 2014-15 and noted that the Company has not charged & paid VAT on supply of food to patients and raised a AP-VAT demand of Rs.2 million. Further, the Deputy Commercial Tax Officer, Vijayawada has passed the Penalty Order for Rs.0.5 million against the above AP-VAT Audit Order. The Company has filed an writ petition before Andhra Pradesh High Court by paying Rs.0.4 million VAT amount to department.
The Company is positive of winning the case on the ground that various High Courts in India have ruled that the supply of food to patient is pursuant to provision of medical service and is not a sale of goods.
3. The Payment of Bonus (Amendment) Act, 2015 (hereinafter referred to as the Amendment Act, 2015) has been enacted on 31 December 2015, according to which the eligibility criteria of salary or wages has been increased from Rs.10,000 per month to Rs.21,000 per month (Section 2(13)) and the ceiling for computation of such salary or wages has been increased from Rs.3,500 per month to Rs.7,000 per month or the minimum wage for the scheduled employment, as fixed by the appropriate government, whichever is higher. The reference to scheduled employment has been linked to the provisions of the Minimum Wages Act, 1948. The Amendment Act, 2015 is effective retrospectively from 1 April 2014. Based on the same, the Company has computed the bonus for the year ended 31 March 2015 which amounts to Rs.9.98 million.
The Company has taken a position that the stay granted by the two High Courts of India on the retrospective application of the amendment would have a persuasive effect even outside the boundaries of the relevant states and accordingly no provision is currently required.
4. The Company is involved in other disputes, law suits and other claims including commercial matters which arise from time to time in the ordinary course of business. The Company believes that there are no such pending matters that are expected to have any material adverse effect on the financial statements.
5. The Company has given letter of support to its subsidiary companies, namely HealthCare Global Senthil-Multi Specialty Hospital Private Limited, Niruja Product Development and Healthcare Research Private Limited, HCG Oncology LLP and APEX HCG Oncology Hospitals LLP . Under the letter of support, the Company is committed to provide operational and financial assistance as is necessary for the subsidiary companies to enable them to operate as going concern for a period of at least one year from the balance sheet date i.e. till 31 March, 2019
7 Earnings per share (Rs. in million unless otherwise stated)
7.1 Basic earnings per share
The calculations of profit attributable to equity shareholders and weighted average number of equity shares outstanding for purposes of basic earnings and diluted earnings per share calculations are as follows:
8 Segment information
Ind AS 108 âOperating Segmentâ (âInd AS 108â) establishes standards for the way that public business enterprises report information about operating segments and related disclosures about products and services, geographic areas, and major customers. Based on the âmanagement approachâ as defined in Ind AS 108, Operating segments are to be reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM).The CODM evaluates the Companyâs performance and allocates resources on overall basis. The Companyâs sole operating segment is therefore âMedical servicesâ. Accordingly, there are no additional disclosure to be provided under Ind AS 108, other than those already provided in the financial statements.
Geographical information
Geographical information analyses the companyâs revenue and non-current assets by the Companyâs country of domicile (i.e. India) and other countries. In presenting the geographical information, segment revenue has been presented based on the geographical location of the customers and segment assets has been presented based on the geographical location of the assets.
9 Leasing arrangements: The Company being a lessee
9.1 Finance lease arrangements
Finance leasing arrangements of the Company include lease of Hospital buildings for duration of 24 to 30 years and medical equipments for 6 years. Interest rates underlying all obligations under finance leases range between 10% to 12% p.a. The details of future minimum lease payment and reconciliation of gross investment in the lease and payment value of minimum lease payments are given below:
9.2 Operating lease arrangements
The Company has entered into cancellable and non cancellable lease arrangements for certain facilities and office premises. Non-cancellable lease arrangements are for a period of 5 to 30 years and may be renewed for a further period, based on mutual agreement of the parties. The escalation clause in these arrangements ranges from nil to 10%.
10 Employee benefit plans
10.1 Defined contribution plans
The Company has defined contribution plan in form of Provident Fund and Employee State Insurance Scheme for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The total expense recognised in the Statement of profit and loss under employee benefit expenses in respect of such schemes are given below:
10.2 Defined benefit plans
The Company offers gratuity plan for its qualified employees which is payable as per the requirements of Payment of Gratuity Act, 1972. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, gratuity is payable irrespective of vesting.
Defined plan asset
Plan assets consist of assets held in a âlong-term benefit fundâ for the sole purpose making future benefit payments when they fall due. Plan assets include qualifying insurance policies and not quoted in the market.
The actual return on plan assets was Rs.0.05 Million (for the year ended 31 March 2017: Rs.0.07 Million).
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions is:
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
The average duration of the defined benefit obligation as at 31 March 2018 is 4.66 years (as at 31 March 2017 1.44 years)
11 Share-based payments A Employee share option plan of the Company
(a) ESOP 2010
In the extraordinary general meeting held on 25 August, 2010, the shareholders had approved the issue of 1,800,000 options under the Scheme titled â Employee Stock Option Scheme 2010 (ESOP 2010). The ESOP 2010 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration committee grants the options to the employees deemed eligible. The exercise price of each option shall be at a price not less than the face value per share.
The option holders may exercise those options vested based on passage of time commencing from the expiry of 4 years from the date of grant and those vested based on performance immediately after vesting, within the expiry of 10 years from the date of grant.
On 16 June, 2010, the Company granted options under said scheme for eligible personnel. In the extraordinary general meeting held on 31 March, 2015, the shareholders approved for accelerated vesting of options outstanding as at 31 March, 2015. Accordingly, all the options outstanding were vested in the hands of option holders as at 31 March, 2015. Further, the remaining options available for grant under ESOP 2010 were transferred to ESOP 2014 scheme.
(b) ESOP 2014
Pursuant to the shareholdersâ approval in the extraordinary general meeting held on 28 March, 2014 and 25 August, 2010, the Board of Directors formulated the Scheme titled âEmployee Stock Option Scheme 2014ââ (ESOP 2014). The ESOP 2014 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration Committee grants the options to the employees deemed eligible. The Exercise Price shall be a price that is not less than the face value per share per option. Options Granted under ESOS 2014 would vest not less than one year and not more than five years from the date of Grant of such Options. Vesting of Options would be a function of continued employment with the Company (passage of time) and achievement of performance criteria as specified by the Nomination and Remuneration Committee as communicated at the time of grant of options. The option holders may exercise those options vested within a period as specified which may range upto 10 years from the date of grant.
Employee stock options will be settled by delivery of shares
* Options available for grant under ESOP 2014 Scheme are 2,461,306 (previous year 2,675,306)
The weighted average share price at the date of exercise for share options exercised during the year ended 31 March 2018 is Rs.318.65 (previous year Rs.237.50)
The options outstanding at the end of the reporting period has exercise price in the range of Rs.10 to Rs.150 (Previous year Rs.10 to Rs.110.68) and weighted average remaining contractual life of 7.54 years (Previous year 6.75 years)
D For details of expense recognised in statement of profit and loss please refer note 24 and for details of movement in share options outstanding account refer note 15.2.
The management assessed that carrying value of above financial assets and liabilities approximates the fair value.
Refer note 16 for details related to charge on financial assets.
12 Fair value hierarchy
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The following table presents the fair value measurement hierarchy of financial assets and liabilities measured at fair value on recurring basis as at 31 March 2018 and 31 March 2017.
13 Financial risk management
The Companyâs activities expose it to a variety of financial risks: credit risk, liquidity risk and market risks which may adversely impact the fair value of its financial instruments.
(i) Risk management framework
The Company has a risk management committee which focuses on risks associated with the financial assets and liabilities. The focus of risk management committee is to assess the unpredictability of the financial environment and to mitigate potential adverse effects on the financial performance of the Company
(ii) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is exposed to the credit risk from its trade receivables, unbilled revenue, investments, bank deposits and loans. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets.
a) Trade and other receivables
Trade receivables comprise a widespread customer base. Management evaluate credit risk relating to customers on an ongoing basis. If customers are independently rated, these ratings are used. Otherwise, if there is no independent rating, risk control assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Individual risk limits are set for patients without medical aid insurance. Services to customers without medical aid insurance are settled in cash or using major credit cards on discharge date as far as possible. Credit Guarantees insurance is not purchased. The receivables are mainly unsecured, the Company does not hold any collateral or a guarantee as security.
The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as derived as per the trend of trade receivable ageing of previous years.
No single customer accounted for more than 10% of the revenue as of 31 March 2018 and 31 March 2017. There is no significant concentration of credit risk
Details of geographic concentration of revenue is included in note 33 to the financial statements
b) Investments and cash deposits
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating. The Company does not expect any losses from non-performance by these counter-parties, and does not have any significant concentration of exposures to specific industry sectors.
(iii) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due. Also, the Company has unutilized credit limits with banks.
The Companyâs corporate treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management.
(iv) Market risk:
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign exchange rates, interest rates and equity prices.
(a) Foreign currency risk
The Companyâs exchange risk arises mainly from its foreign currency borrowings. As a result, depreciation of Indian rupee relative to these foreign currencies will have a significant impact on the financial performance of the Company. The exchange rate between the Indian rupee and these foreign currencies has changed substantially in recent periods and may continue to fluctuate substantially in the future.
(i) The following table presents unhedged foreign currency risk from financial instruments as of 31 March 2018 and 31 March 2017.
(b) Cash flow and fair value interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Companyâs exposure to the risk of changes in market interest rates relates primarily to the Companyâs debt obligations with floating interest rates and investments. Such risks are overseen by the Companyâs corporate treasury department as well as senior management.
(i) Interest rate risk exposure
The exposure of the Companyâs borrowing to interest rate changes at the end of the reporting period are as follows:
14 Capital management
The Company manages its capital to ensure that entities in the Company will be able to continue as going concerns while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt (borrowings offset by cash and bank balances) and total equity of the Company.
The capital structure is as follows:
15 Due to Micro, Small and Medium Enterprises
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2018 has been made in the financial statements based on information received and available with the Company. Further in view of the management, the impact of interest, if any, that may be payable in accordance with the provisions of the Micro, Small and Medium Enterprises Development Act, 2006 (âThe MSMED Actâ) is not expected to be material. The Company has not received any claim for interest from any supplier
16 Goodwill on acquisition of City Cancer Centre (CCC) (refer note 6)
Acquisition
The Company entered into a business transfer agreement with Dr.Gopichand (âSellerâ) dated 28 February 2018 for purchase of business owned and operated by the Seller in the name of CCC located in Vijayawada. The Company has agreed to purchase the business on a slump sale basis for a lump sum consideration of Rs.520 million without values being assigned to individual assets and liabilities.
Consideration is payable in tranches as follows:
i) Issue of equity shares of the Company at Rs.321 per equity share for a value of Rs.299.75 million subject to shareholders approval
ii) First tranche cash payment of Rs.150.25 million
iii) Contingent consideration of Rs.70 million on achievement of the agreed Earnings Before Interest Taxes Depreciation and Amortisation (EBITDA) target.
As at the end of the year, the Company has obtained the approval of the shareholders for preferential allotment and on receipt of regulatory approvals subsequent to year end, equity shares for Rs.299.75 million have been allotted to Dr.Gopichand and the balance amount of cash consideration (after the payment of Rs.70 million during the year) including contingent consideration has been disclosed under other financial liabilities. As of the date of approval of financial statements, based on estimates available, the Seller is expected to achieve the agreed EBITDA target and the contingent consideration is fair valued.
Date of business combination - Considering the fact that the business transfer agreement has been entered into on 28 February 2018 and shareholders approval has been received on 29 March 2018, date of the business combination has been considered as 01 March 2018.
The acquisition is expected to provide the Company with an increased market share and also expects to reduce costs through economies of scale. Revenues included in the statement of profit and loss of this acquisition for the financial year ended 31 March 2018 is Rs.17.78 million and profit after tax is Rs.3.45 million. Had the business combination occurred on 01 April 2017, per management estimate, revenues for the financial year ended 31 March 2018 would have been higher by Rs.195.58 million and profit after tax would have been higher by Rs.37.96 million.
The Companyâs share of costs incurred for this business combination has been charged off to statement of profit and loss.
a) Business combination
The above transaction qualifies as a business combination as per Ind AS 103 - âBusiness Combinationsâ and has been accounted by applying the acquisition method wherein identifiable assets acquired, liabilities assumed are fair valued against the fair value of the consideration transferred and the resultant goodwill recognised.
b) Measurement of fair values
* The equity shares to be issued to the seller is pursuant to the preferential allotment of shares as per the relevant regulations. Had the equity shares been accounted at its value as on the date of the approval by the shareholders, value of shares would have been lower by Rs.29.40 million.
# Goodwill is attributable to the increased market share and the synergies expected to be achieved from acquisition of CCC into the Company. Goodwill is tax deductible.
Note:
All transactions with the related parties are priced at armâs length basis and resulting outstanding balances are to be settled as per the terms agreed. None of the above balances are secured.
17 Managerial remuneration:
Dr. B.S. Ajaikumar was re-appointed as the Chairman & CEO of the Company for a period of 4 years with effect from 1 July 2015.
For the financial year ended 31 March 2018
In terms of the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013, the maximum amount of remuneration payable to the Chairman & CEO of the Company for the year ended March 31, 2018 amounts to Rs.24.52 Million. Based on the approval of the Nomination and Remuneration Committee of the Company, the Board of Directors have proposed and accrued an additional remuneration of Rs.0.93 Million to the Chairman & CEO of the Company in excess of the limits specified under the Companies Act, 2013, which is subject to the approval of the Central Government, for which the Company is in the process of filing the necessary application. This additional remuneration will be paid on receipt of the approval from the Central Government. Pending Central Government approval, such amount has not been paid and the corresponding amount has been disclosed as âadvanceâ.
For the financial year ended 31 March 2017
In terms of the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013, the maximum amount of remuneration payable to the Chairman & CEO of the Company for the year ended March 31, 2017 amounts to Rs.24.37 Million . Based on the approval of the Nomination and Remuneration Committee of the Company, the Board of Directors have proposed and accrued an additional remuneration of Rs.3.61 Million to the Chairman & CEO of the Company in excess of the limits specified under the Companies Act, 2013, which is subject to the approval of the Central Government, for which the Company is in the process of filing the necessary application. This additional remuneration will be paid on receipt of the approval from the Central Government.
18 Transfer of cancer care center business of the Company in Nashik to its subsidiary - HCG Manavata Oncology LLP
Pursuant to the Business Transfer Agreement dated 14 March 2017, all business and commercial rights related to the Cancer Center operated by the Company from Nashik, has been transferred to its subsidiary, HCG Manavata Oncology LLP, as a going concern. Details of assets and liabilities of the Company which were transferred to HCG Manavata Oncology LLP in consideration of the Companyâs investment in HCG Manavata Oncology LLP are given below:
19 Merger of HCG Pinnacle Oncology Private Limited
HCG Pinnacle Hospitals Private Limited (HCG Pinnacle) is engaged in providing healthcare services.
During the year ended 31 March 2018, the minority shareholder invested Rs.9.56 million.
During the year ended 31 March 2018, the Company acquired 49.9% in HCG Pinnacle for Rs.18.80 million pursuant to which HCG Pinnacle become the wholly owned subsidiary of the Company (refer note 15.4).
Regional Director, Ministry of Corporate affairs, Hyderabad approved the scheme of merger (âthe Schemeâ) between HCG Pinnacle and the Company with 01 April 2016 as appointed date.
The entire share capital of HCG Pinnacle Oncology Hospitals Private Limited is held by the Company and its nominees i.e. HCG Pinnacle Oncology Hospitals Private Limited is a wholly owned subsidiary of the Company. Upon the scheme coming into effect, all the shares of HCG Pinnacle Oncology Hospitals Private Limited held by the Company (either directly or through nominees) have been cancelled .No new shares were issued or payment has been made in cash what so ever by the Company in lieu of cancellation of such shares of HCG Pinnacle Oncology Hospitals Private Limited.
The amalgamation of HCG Pinnacle with the Company was accounted for under the âPooling of Interestâ method as prescribed under the Appendix C of Indian Accounting Standard (Ind AS) 103 âBusiness combinationsâ. Pursuant to the Scheme, the assets and liabilities of the HCG Pinnacle as at 01 April 2016 have been incorporated in the financial statements of the Company at their respective book values as appearing in the financials statements of HCG Pinnacle.
The book value of assets and liabilities of HCG Pinnacle taken over as on 01 April 2016 are as follows
Pursuant to the scheme, all the assets and liabilities of HCG Pinnacle Hospitals Private Limited are transferred and vested into the Company from 01April 2016 i.e., the appointed date. Accordingly the comparative financial information for the year ended 31 March 2017 has been restated to include the assets and liabilities as at 31 March 2017 and operations for the year ended 31 March 2017 of HCG Pinnacle.
The accompanying notes are an integral part of these standalone Ind AS financial statements
Mar 31, 2017
Notes to equity reconciliation and total comprehensive income reconciliation:
a) Provision for bad and doubtful receivables under the previous GAAP was based on ''incurred lossâ model where provision was recognized based on the occurrence of credit loss event as against the ''expected credit lossâ model under Ind AS wherein lifetime expected losses are recognized when such financial instruments (trade receivables) are first originated on the basis of relevant information about past events, including historical credit loss events for similar financial instruments, current conditions and reasonable and supportable forecasts. Based on the estimates, additional provision of Rs.85.30 Million was recognized against for impairment of trade receivables as at transition date, with a corresponding charge recognized in the equity. For the year ended March 31, 2016, additional provision of Rs.8.70 Million has been recognized for such impairment in the Statement of Profit and Loss.
b) Under previous GAAP, deferred payment obligations on purchase of medical equipment were recognized at the amounts required to settle the obligation at the balance sheet date. Under Ind AS, such financial liabilities are carried at amortized cost based on the market rate applicable for such loans using the effective interest rate method. As a result of discounting such financial liability as at the transition date, the difference between the financial liability at amortized cost under Ind AS and the carrying value of such liability under previous GAAP has been recognized in retained earnings. For the year ended March 31, 2016, the finance cost has increased by Rs.15.80 million due to accrual of interest on such financial liability using effective interest rate method.
c) The Company has composite lease arrangements of land and buildings for its Hospitals. Under previous GAAP these leases were considered finance leases. Under Ind AS, the land portion of such leases is treated as operating lease and the building portion continue to be treated as finance lease. On transition date, the effect of this change has resulted in de-recognition of finance lease liability for an amount of Rs.137.15 Million (including interest accrued but not due on finance lease Rs.13.94 Million) and finance lease asset for an amount of Rs.103.92 Million and the differential amount is recognized in retained earnings. For the year ended March 31, 2016, this change has resulted in reduction of finance costs and depreciation by Rs.16.48 Million and Rs.4.83 Million respectively, and an increase in rental expense recognized in other expenses by Rs.13.44 Million.
d) Under previous GAAP, actuarial gains and losses were recognized in statement of profit and loss. Under Ind AS, the actuarial gains and losses form part of remeasurernent of the net defined benefit liability / asset which is recognized in other comprehensive income. Consequently, the tax effect of the same has also been recognized in other comprehensive income under lnd AS instead of statement of profit and loss. The actuarial gains for the year ended March 31, 2016 were Rs.1.65 Million and the tax effect thereon Rs.0.55 Million This change does not affect total equity, but there is a decrease in profit before tax of Rs.1.65 Million and in total profit of Rs.1.1 Million for the year ended March 31, 2016.
Further, under previous GAAP, the Company accounted the finance cost on defined benefits obligation and the expected return on plan asset as employee benefits expense, whereas under Ind AS, net finance cost (finance cost on defined benefits obligation netted with expected return on plan asset) is recorded as finance cost. Employee benefits expense for the year ended March 31, 2016 is reduced with a corresponding increase in finance cost by Rs.2.13 Million
(iii) Reconciliation of statement of cash flow:
There are no material adjustments to the statement of cash flows as reported under previous GAAP
The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix given in note 38.
1 Cash and cash equivalents
For the purposes of the standalone statement of cash flows, cash and cash equivalents include cash on hand and in banks, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the reporting period as shown in the standalone statement of cash flows can be reconciled to the related items in the standalone balance sheet as follows:
(i) During the previous year, the Company had completed the initial public offer and had allotted 11,600,000 equity shares of Rs.10/- each at a premium of Rs.208/- per share. Other issue of equity shares during the year ended 31 March 2016 includes:
- 846,760 shares issued at face value to erstwhile minority shareholders of HCG Vijay Oncology Private Limited (''HCG Vijay'') pursuant to merger of HCG Vijay with the Company,
- 903,505 and 46,836 shares issued at a premium of Rs.100.68 per share and Rs.76.30 per share respectively, pursuant to exercise of share warrants, and
- 1,695,077 shares issued to holders of Employee Stock Option Scheme pursuant to exercise of vested options.
Fully paid equity shares, which have a par value of Rs.10, carry one vote per share and carry a right to dividends The Company has only one class of equity share having a par value of Rs.10/- each. Holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amount. However, as on date no such preferential amount exists. The distribution will be in proportion to number of equity shares held by the shareholders.
2 Securities premium
* Share issue expenses of Rs.163.33 million towards Initial Public Offer of 11,600,000 shares had been debited to securities premium in the previous year. Out of this unspent amount of ''8.34 million has been credited to securities premium during the year
2.1 Share options outstanding account
The above reserve relates to share options granted by the Company to its employees under its employee share option plan. Further information about share-based payments to employees is set out in note 34.3.
3 Trade Payables
There are no micro and small enterprises to whom the Company owes dues which are outstanding as at the balance sheet date. The information regarding Micro Enterprises and Small Enterprises have been determined to the extent such parties have been identified on the basis of information available with the Company.
(i) In the prior years, the Company had entered into an Operation Agreement (OA) with Dr. Balabhai Nanavati Hospital (BNH), a public charitable trust, to operate and manage the Oncology Center in BNH. In the previous year, as a result of certain disputes between the parties, arbitration proceedings were initiated in the Bombay High Court. The Bombay High Court disposed-off the matter by its order dated 30-Oct-15 as the parties agreed to settle all their disputes in accordance with the Consent terms. On the basis of the mentioned consent terms, the OA was terminated and the Company received a sum of Rs.131 million from BNH. Also refer note 2.13.4.
(ii) Sale of investments in subsidiary HCG TVH Medical Imaging Private Limited:
During previous year, in accordance with the terms of share purchase agreement with Anderson Diagnostic Services Private Limited dated 23 November 2015, the Company sold its long-term investments in equity and preference shares held in HCG TVH Medical Imaging Private Limited (HCG TVH) for a total consideration of Rs.15.5 million. The resulting gain of Rs.0.26 million on sale of such long-term investments has been classified as exceptional items.
(iii) Loss on sale of non-current investments relate to sale of non-current investments in the following entities to HealthCare Global (Africa) Private Limited, a subsidiary of HCG (Mauritius) Private Limited.
(a) Health Care Global (Uganda) Private Limited
(b) HealthCare Global (Kenya) Private Limited
(c) HealthCare Global (Tanzania) Private Limited
4 Income tax expense
4.1 Income tax recognised in the Statement of profit and loss
4.2 Deferred tax balances (Net)
Significant components of net deferred tax assets and liabilities for the year ended March 31, 2017 are as follows:
Significant components of net deferred tax assets and liabilities for the year ended March 31, 2016 are as follows:
Under the Income Tax Act, 1961, unabsorbed business losses expire 8 years after the year in which they originate. Further, the Company carries tax credit entitlement in respect of Minimum Alternate Tax (MAT) paid, which can be carried forward for certain period and can be set-off against future tax liabilities to the extent income tax under normal tax provisions exceeds MAT for those years. Tax benefits on unabsorbed business losses and MAT credit entitlement have been recognized as deferred tax asset as it is more probable than not that the future economic benefits associated with the asset will be realized.
For the year ended March 31, 2017, 919,490 number of options to purchase equity shares had an anti-dilutive effect. For the year ended March 31, 2016, 734,217 number of options to purchase equity shares had an anti-dilutive effect.
5 Segment information
The Company is mainly engaged in the business of setting up and managing hospitals and medical diagnostic services which constitute a single business segment. These activities are mainly conducted only in one geographical segment viz, India. Therefore, the disclosure requirements under the Ind AS 108 âOperating Segments" are not applicable.
6 Leasing arrangements:
The Company being a lessee
6.1 Finance lease arrangements
Finance leasing arrangements of the Company include lease of Hospital buildings for duration of 24 to 30 years and medical equipments for 6 years. Interest rates underlying all obligations under finance leases range between 10% to 12% p.a. The details of future minimum lease payment and reconciliation of gross investment in the lease and present value of minimum lease payments are given below:
6.2 Operating lease arrangements
The Company has entered into operating lease arrangements for certain facilities and office premises. The leases are non-cancellable and are for a period of 5 to 30 years and may be renewed for a further period, based on mutual agreement of the parties.
7 Employee benefit plans
7.1 Defined contribution plans
The Company has defined contribution plan in form of Provident Fund & Pension Scheme and Employee State Insurance Scheme for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The total expense recognized in the Statement of profit and loss under employee benefit expenses in respect of such schemes are given below:
7.2 Defined benefit plans
The Company offers gratuity plan for its qualified employees which is payable as per the requirements of Payment of Gratuity Act, 1972. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting.
The actual return on plan assets was Rs.0.06 Million (for the year ended March 31, 2016: Rs. 0.12 Million).
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
If discount rate increases (decreases) by 1%, the defined benefit obligation would decrease by Rs.0.71 million (increase by ''0.74 million) as at March, 2017
If salary growth rate increases (decreases) by 1%, the defined benefit obligation would increase by Rs.0.90 million (decrease by Rs.0.88 million) as at March, 2017
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognized in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
The average duration of the defined benefit obligation as at March 31, 2017 is 1.44 years (as at March 31, 2016 1.20 years)
Maturity profile of defined benefit obligation:
8 Share-based payments
Employee share option plan of the Company
(a) In the extraordinary general meeting held on 25 August, 2010, the shareholders had approved the issue of 1,800,000 options under the Scheme titled " Employee Stock Option Scheme 2010 (ESOP 2010). The ESOP 2010 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration committee grants the options to the employees deemed eligible. The exercise price of each option shall be at a price not less than the face value per share. The option holders may exercise those options vested based on passage of time commencing from the expiry of 4 years from the date of grant and those vested based on performance immediately after vesting, within the expiry of 10 years from the date of grant.
On 16 June, 2010, the Company granted options under said scheme for eligible personnel. The fair market value of the option has been determined using Black Scholes Option Pricing Model. The Company has amortized the fair value of option after applying an estimated forfeiture rate over the vesting period.
In the extraordinary general meeting held on 31 March, 2015, the shareholders approved for accelerated vesting of options outstanding as at 31 March, 2015. Accordingly, all the options outstanding were vested in the hands of option holders as at 31 March, 2015. Further, the remaining options available for grant under ESOP 2010 were transferred to ESOP 2014 scheme.
(b) Pursuant to the shareholders'' approval in the extraordinary general meeting held on 28 March, 2014 and 25 August, 2010, the Board of Directors formulated the Scheme titled "Employee Stock Option Scheme 2014â (ESOP 2014). The ESOP 2014 allows the issue of options to employees of the Company and its subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration Committee grants the options to the employees deemed eligible. The Exercise Price shall be a price that is not less than the face value per share per option. Options Granted under ESOS 2014 would Vest not less than one year and not more than five years from the date of Grant of such Options. Vesting of Options would be a function of continued employment with the Company (passage of time) and achievement of performance criteria as specified by the Nomination and Remuneration Committee as communicated at the time of grant of options. The option holders may exercise those options vested within a period as specified which may range upto 10 years from the date of grant.
The Company granted 195,400 options to the eligible employees of the Company on 10 November, 2016. Also the Company granted 1,250,000 options to a Director of the Company on 1 April, 2014 and 110,100 options on 24 June, 2014 to the eligible employees out of which 637,000 options were exercised during the year. The fair market value of the option has been determined using Black Scholes Option Pricing Model. The Company has amortized the fair value of option after applying an estimated forfeiture rate over the vesting period.
The grant date fair market value of the options granted through the stock option plan was measured based on Black Scholes method. Expected volatility is estimated by considering historic average share price volatility.
(f) At March 31, 2017, executives and senior employees held options over 292,617 equity shares of the Company, of which options over 195,400 equity shares will expire on November 9, 2026, options over 87,090 equity shares will expire on June 23, 2024 and remaining options over 10,127 equity shares will expire on 24 August 2020. At March 31, 2016, executives and senior employees held options over 734,217 equity shares of the Company, of which options over 625,000 equity shares were due to expire on March 31, 2024, options over 99,090 equity shares were due to expire on June 23, 2024 and remaining options over 10,127 equity shares will expire on 24 August 2020. Share options granted under the Company''s employee share option plan carry no rights to dividends and no voting rights
9 Financial instruments
The carrying value and fair value of financial instruments by categories as at March 31, 2017, March 31, 2016 and April 1, 2015 are as follows:
The management assessed that fair value of cash and cash equivalents, trade receivables, unbilled revenue, loans and trade payables, approximate their carrying amounts largely due to the short-term maturities of these instruments. Difference between carrying amounts and fair values of bank deposits, other financial assets, borrowings and other financial liabilities subsequently measured at amortized cost is not significant in each of the years presented.
10 Fair value hierarchy
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The following table presents the fair value measurement hierarchy of financial assets and liabilities measured at fair value on recurring basis as at March 31, 2017, March 31, 2016 and April 1, 2015.
There have been no transfers among Level 1, Level 2 and Level 3 during each of the years presented above.
11 Financial risk management
The company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and price risks which may adversely impact the fair value of its financial instruments. The company has a risk management policy which covers risks associated with the financial assets and liabilities. The focus of risk management committee is to assess the unpredictability of the financial environment and to mitigate potential adverse effects on the financial performance of the company.
Credit risk
Credit risk is the risk of financial loss to the company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The company is exposed to the credit risk from its trade receivables, unbilled revenue, investments, cash and cash equivalents, bank deposits and other financial assets. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets.
a) Trade and other receivables
Trade receivables comprise a widespread customer base. Management evaluates credit risk relating to customers on an ongoing basis. If customers are independently rated, these ratings are used. Otherwise, if there is no independent rating, risk control assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Individual risk limits are set for patients without medical aid insurance. Services to customers without medical aid insurance are settled in cash or using major credit cards on discharge date as far as possible. Credit Guarantees insurance is not purchased. The receivables are mainly unsecured, the company does not hold any collateral or a guarantee as security. The provision details of the trade receivable is provided in Note 12.1 of the financial statements.
For trade receivables, provision is provided by the company as per the below mentioned policy:
The company''s exposure to customers is diversified. No single customer contributes to more than 10% of the outstanding receivable and unbilled revenue as of March 31, 2017, March 31, 2016 and April 1, 2015.
Geographic concentration of credit risk: The company has a geographic concentration of trade receivables and unbilled revenue in India.
b) Investments and cash deposits
The company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating. The company does not expect any losses from non- performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due. Also, the Company has unutilized credit limits with banks.
The Companyâs corporate treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management.
Foreign currency risk
The Companyâs exchange risk arises mainly from its foreign currency borrowings. As a result, depreciation of Indian rupee relative to these foreign currencies will have a significant impact on the financial performance of the Company. The exchange rate between the Indian rupee and these foreign currencies has changed substantially in recent periods and may continue to fluctuate substantially in the future. The Company has a foreign currency advisory committee which meets on a periodic basis to formulate the strategy for foreign currency risk management.
The following table presents unhedged foreign currency risk from financial instruments as of March 31, 2017, March 31, 2016 and April 1, 2015.
Every 5% increase or decrease of the respective foreign currencies compared to functional currency of the Company would not have any significant impact on the profits of the Company for the year ended March 31, 2017 and March 31, 2016, considering the Company''s choice upon transition to Ind AS to continue its accounting policy as per the previous GAAP in respect of exchange differences arising from translation of long-term foreign currency monetary items recognized in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Companyâs exposure to the risk of changes in market interest rates relates primarily to the Companyâs debt obligations with floating interest rates and investments. Such risks are overseen by the Companyâs corporate treasury department as well as senior management.
12 Capital management
The Company manages its capital to ensure that entities in the Company will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance. The capital structure of the Company consists of net debt (borrowings offset by cash and bank balances) and total equity of the Company.
13 Managerial remuneration for the year ended March 31, 2017:
Dr. B.S. Ajaikumar was re-appointed as the Chairman & CEO of the Company for a period of 4 years with effect from July 1, 2015. In terms of the limits prescribed under Section 197 read with Schedule V to the Companies Act, 2013, the maximum amount of remuneration payable to the Chairman & CEO of the Company for the year ended March 31, 2017 amounts to Rs.24.37 Million (of which, Rs.17.42 Million has been paid during the year then ended). Based on the approval of the Nomination and Remuneration Committee of the Company, the Board of Directors have proposed and accrued an additional remuneration of Rs.3.61 Million to the Chairman & CEO of the Company in excess of the limits specified under the Companies Act, 2013, which is subject to the approval of the Central Government, for which the Company is in the process of filing the necessary application. This additional remuneration will be paid on receipt of the approval from the Central Government.
14. Transfer of cancer care center business of the Company in Nashik to its subsidiary - HCG Manavata Oncology LLP
Pursuant to the Business Transfer Agreement dated March 14, 2017, all business and commercial rights related to the Cancer Center operated by the Company from Nashik, has been transferred to its subsidiary, HCG Manavata Oncology LLP as a going concern. Details of assets and liabilities of the Company which were transferred to HCG Manavata Oncology LLP in consideration of the Company''s investment in HCG Manavata Oncology LLP are given below:
Mar 31, 2016
Note No. 1. Exceptional items
(iv) Loss on sale of non-current investments relate to sale of
non-current investments in the following entities to HealthCare Global
(Africa) Private Limited, a subsidiary of HCG (Mauritius) Private
Limited.
(a) Health Care Global (Uganda) Private Limited
(b) HealthCare Global (Kenya) Private Limited
(c) HealthCare Global (Tanzania) Private Limited
Note No. 31 Merger of HealthCare Global Vijay Oncology Private Limited,
a subsidiary of the Company, with the Company: In the previous year,
HealthCare Global Vijay Oncology Private Limited (Transferor Company),
was merged with the Company (Transferee Company) in accordance with the
terms of a Scheme of Arrangement (the Scheme) as approved by the
Honorable High Court of Judicature at Bangalore with an appointed date
of April 01, 2014. The merger was accounted under the pooling of
interest method and the assets and liabilities transferred were
recorded at their book values.
Pursuant to the Scheme, the Company was required to allot 9 fully
paid-up equity shares of Rs. 10/- each for every twenty three fully
paid-up equity shares of Rs. 10/- each held by the minority
shareholders in the Transferor Company and accordingly, 846,760 equity
shares of Rs. 10/- each which were pending to be allotted by the
Company as at 31 March, 2015 have been allotted to the erstwhile
minority shareholders in the Transferor Company during the current
period.
Details of assets and liabilities acquired on the merger and treatment
of the difference between the net assets acquired and cost of investment
by the Transferee Company in the Transferor Company together with the
shares issued to the minority
Note No. 2. Employee benefit plans
Defined contribution plans
The Company makes Provident Fund and Employee State Insurance Scheme
contributions which are defined contribution plans, for qualifying
employees. Under the Schemes, the Company is required to contribute a
specified percentage of the payroll costs to fund the benefits.
The company has recognized the following amounts in the Statement of
Profit and Loss towards its contributions to Provident Fund and Employee
State Insurance Scheme:
Note No. 3. Employee Stock Option Scheme
(a) In the extraordinary general meeting held on 25 August, 2010, the
shareholders had approved the issue of 1,800,000 options under the
Scheme titled " Employee Stock Option Scheme 2010 (ESOP 2010). The ESOP
2010 allows the issue of options to employees of the Company and its
subsidiaries. Each option comprises one underlying equity share.
As per the Scheme, the Remuneration committee grants the options to the
employees deemed eligible. The exercise price of each option shall be
at a price not less than the face value per share. The option holders
may exercise those options vested based on passage of time commencing
from the expiry of 4 years from the date of grant and those vested
based on performance immediately after vesting, within the expiry of 10
years from the date of grant.
On 16 June, 2010, the Company granted options under said scheme for
eligible personnel. The fair market value of the option has been
determined using Black Schools Option Pricing Model. The Company has
amortised the fair value of option after applying an estimated
forfeiture rate over the vesting period.
In the extraordinary general meeting held on 31 March, 2015, the
shareholders approved for accelerated vesting of options outstanding as
at 31 March, 2015. Accordingly, all the options outstanding were vested
in the hands of option holders as at 31 March, 2015. Further, the
remaining options available for grant under ESOP 2010 were transferred
to ESOP 2014 scheme.
(b) Pursuant to the shareholders'' approval in the extraordinary general
meeting held on 28 March, 2014 and 25 August, 2010, the Board of
Directors formulated the Scheme titled "Employee Stock Option Scheme
2014" (ESOP 2014). The ESOP 2014 allows the issue of options to
employees of the Company and its subsidiaries. Each option comprises
one underlying equity share.
As per the Scheme, the Remuneration Committee grants the options to the
employees deemed eligible. The Exercise Price shall be a price that is
not less than the face value per share per option. Options Granted
under ESOS 2014 would Vest not less than one year and not more than five
years from the date of Grant of such Options. Vesting of Options would
be a function of continued employment with the Company (passage of
time) and achievement of performance criteria as specified by the
Nomination and Remuneration Committee as communicated at the time of
grant of options. The option holders may exercise those options vested
within a period as specified which may range upto 10 years from the date
of grant.
The Company granted 1,250,000 options to a Director of the Company on 1
April, 2014 and 110,100 options on 24 June, 2014 to the eligible
employees. The fair market value of the option has been determined
using Black Schools Option Pricing Model. The Company has amortised the
fair value of option after applying an estimated forfeiture rate over
the vesting period."
The grant date fair market value of the options granted through the
stock option plan was measured based on Black Scholes method. Expected
volatility is estimated by considering historic average share price
volatility.
Note No. 4. Segment information
The company''s operations comprises of only one segment viz., setting up
and managing cancer hospitals, cancer centers
and medical diagnostic services. The company''s operations are in India
and therefore there are no secondary geographical segments
Note No. 5. Details of finance lease arrangement
The company has acquired certain building, computers and related
equipment under finance lease. The details of future minimum lease
payment and reconciliation of gross investment in the lease and payment
value of minimum lease payments are given below:
Note No. 6. Expenses capitalised to fixed assets and capital
work-in-progress Below mentioned expenditure are specifically attributable to the construction of a fixed asset or bringing it to its working
condition, and hence capitalised as part of the cost of the fixed asset.
Note No. 7. Domestic transfer pricing
The Company enters into "domestic transactions" with specifed parties
that are subject to the Transfer Pricing regulations under the Income
Tax Act, 1961 (the ''Regulations''). The pricing of such domestic
transactions will need to comply with the arm''s length principle under
the Regulations. These Regulations, inter alia, also require the
maintenance of prescribed documents and information including
furnishing a report from an accountant which is to be fled with the
Income Tax authorities.
The Company has undertaken necessary steps to comply with the
Regulations. The Management is of the opinion that the domestic
transactions are at arm''s length and hence the aforesaid legislation
will not have any impact on the financial statements, particularly on
the amount of tax expense and that of provision for taxation.
Note No. 8.
Previous year''s figures have been regrouped / reclassifed wherever
necessary to correspond with the current year''s classification /
disclosure.
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