1. RELATED PARTY DISCLOSURES
A. List of Related Parties where control exists and other related
parties with whom the Company had transactions and their relationships
Sl Name of Related Parties Nature of relationship
No
1 Unique Home Health Care Limited
2 AB Medical Centres Limited
3 Samudra Healthcare Enterprises Limited
4 Apollo Hospital (UK) Limited
5 Apollo Health and Lifestyle Limited
6 Imperial Hospital and Research Centre
Limited Subsidiary Companies
7 Pinakini Hospitals Limited (control exists)
8 Apollo Cosmetic Surgical Centre Private Limited
9 Alliance Medicorp (India) Limited
10 ISIS Healthcare India Private Limited
11 Mera Healthcare Private Limited
12 Alliance Dental Care Private Limited
13 Apollo Hospitals International Limited
14 Apollo Gleneagles Hospitals Limited
15 Apollo Gleneagles PET-CT Private Limited
16 Western Hospitals Corporation Pvt. Limited Joint Ventures
17 Apollo Munich Health Insurance Company
Limited
18 Apollo Lavasa Health Corporation Limited
19 Quintiles Phase One Clinical Trials India
Private Limited
20 Family Health Plan Limited
21 Apollo Health Street Limited
22 Indraprastha Medical Corporation Limited Associates
23 Stemcyte India Therapautics Private Limited
24 Dr. Prathap C Reddy
25 Smt. Preetha Reddy Key Management
26 Smt. Suneeta Reddy Personnel
27 Smt. Sangita Reddy
28 Smt. Shobana Kamineni
29 PCR Investments Limited Enterprises over which
30 Indian Hospitals Corporation Limited Key Management Personnel
31 Apollo Sindoori Hotels Limited are able to exercise
32 PPN Power Generating Company significant influence
Private Limited
33 Health Super Hiway Private Limited
34 FaberSindoori Management Services
Private Limited
35 Ashok Birla Apollo Hospitals Private
Limited
36 Apollo Mumbai Hospital Limited
37 Lifetime Wellness Rx International
Limited
38 Apollo Clinical Excellence Solutions
Limited Enterprises over which
39 PPN Holding Private Limited Key Management Personnel
40 Preetha Investments Private Limited are able to exercise
41 PPN Power Generation (Unit II)
Private Limited significant influence
42 PDR Investments Private Limited
43 TRAC India Private Limited
44 PPN Holdings (Alfa) Private Limited
45 Aircel Limited
46 Aircel Cellular Limited
47 Dishnet Wireless Limited
48 Apollo Infrastructure Project Finance
Company Limited
49 Vasumathi Spinning Mills Limited
50 Kalpatharu Infrastructure Development
Company Private Limited
51 Sindya Power Generating Company Private
Limited
52 Sindya Holdings Private Limited
53 Sindya Resources Pte.Ltd. Singapore
54 Garuda Energy Private Ltd
55 Deccan Digital Networks Private Limited
56 Kalpatharu Enterprises Private Limited
57 Sirkazhi Port Private Limited
58 Sindya Builders Private Limited
59 Tharani Energy India Private Limited
60 Apollo Energy Company Ltd Enterprises over which
61 KARAuto Private Limited Key Management Personnel
62 Healthnet Global Ltd are able to exercise
63 Sindya Infrastructure Development
Company Private Limited significant influence
64 Associated Electrical Agencies
65 P. Obul Reddy & Sons
66 Apex builder67 Apex Construction
68 Kei Energy Private Limited
69 Kamineni Builders Private Limited
70 Primetime Recreations Private Limited
71 Kiddy Concepts Private Limited
72 Kei Vita Private Limited
73 Kei Rajamahendri Resorts Private Limited
74 KEI-RSOS Petroleum and Energy Private
Limited
75 KEI-RSOS Shipping Private Limited
76 Peninsular Tankers Private Limited
77 Kei Health Highway Private Limited
78 Keimed Limited Enterprises over which
79 Medvarsity Online Limited Key Management Personnel
80 Spectra Clinical Laboratory are able to exercise
81 Kamineni Builders significant influence
82 Universal Quality Services LLC
83 Apollo Health Resources Limited
2 Contingent Liabilities
a. Claims against the Company not acknowledged as debts- Rs. 268.71
million (Rs. 242.24 million)
b. The Company has to pay a sum of Rs. 5.31 million by way of
Redemption premium to International Finance Corporation (IFC),
Washington as on 31st March 2011 if the FCCB conversion option is not
exercised by IFC. On 9th December 2010, the Company converted FCCBs
equivalent to US $ 7.5 million into 1.14 million equity shares of Rs. 5
each. For the balance US $ 7.5 million the Company has not received any
conversion request from IFC, so the same has not been provided in the
books and has been treated as a Contingent Liability (Also refer Note 8
in the Notes forming part of Accounts).
c. Demand raised by Deputy Commissioner of Commercial Taxes
(Enforcement) for VAT payable on the sale of Food and Beverages to
patients, against which the Company has preferred an appeal with the
Joint Commissioner of Commercial Taxes(Appeals) Mysore is Rs. 2.27
million (Rs. 1.27 million)
d. The Company filed a Special Leave Petition on 6th May 2008 before
the Honourable Supreme Court against the judgement of the Divisional
Bench of the Madras High Court dated 10th March 2008 allowing the
reopening of the assessment for Assessment Year 2000-01 and disallowing
the claim for set off of unabsorbed depreciation. The Special Leave
Petition has been admitted by the Honourable Supreme Court on 15th May
2008. The Assessment Officer completed the assessment and raised a
demand of Rs. 136.76 million which has since been stayed by the
Honourable Supreme Court in its order dated 16th June 2008. This amount
has been treated as a contingent liability for the year ended 31st
March 2011 until the disposal of the case by the Honourable Supreme
Court.
e. Estimated amount of contracts remaining to be executed on capital
account not provided for on account of the expansion cum
diversification programme of the Company Rs. 7,601.47 million (Rs.
4,391.86 million).
f. Export obligation to be fulfilled in the next eight years on
availing of concessional excise duty on imports under 3% EPCG Scheme to
the extent of eight times the duty saved, amounts to Rs.1,114.96
million (Rs. 905.46 million). The amount of duty saved for the year
ended 31st March 2011 was Rs. 16.01 million (Rs. 37.00 million).
g. The estimated customs duty guarantees given by the Company in
favour of the Assistant Collector of Customs, pending receipt of
customs duty exemption certificates amounts to Rs. 99.70 million (Rs.
99.70 million).
- This is subject to the result of writ petition pending in the Madras
High Court with respect to the Chennai Hospital division Rs. 73.71
million (Rs. 73.71 million).
- Application has been made for duty exemption certificates by the
erstwhile Indian Hospitals Corporation Limited (Pharmaceutical
division), which is pending with the Government. The estimated customs
duty is Rs. 14.83 million (Rs. 14.83 million).
- The Company has executed bonds in favour of the President of India to
the extent of Rs. 11.16 million (Rs. 11.16 million) pending its
application for receipt of customs duty exemption certificates from the
Government.
h. Letters of credit opened by various banks in favour of foreign
suppliers for consumables, spares, medicines and medical equipments
amounts to Rs. 120.69 million (Rs. 135.28 million).
a. Bank Guarantees as on 31.03.2011 is Rs.146.39 million (Rs.151.51
million).
i. Additional liability for payment of sales tax on work orders
pursuant to court proceedings between contractors and the State
governments amounts to Rs. 0.20 million (Rs.0.20 million).
In respect of the claim for sales tax made by the Commercial Tax
Department for Rs. 1.65 million (Rs. 1.01 million) for the various
assessment years, the matter is under contest.
3. The Company has pledged its 20.77 million (20.77 million) shares in
Apollo Gleneagles Hospitals Limited as a security for the loan advanced
by IDFC and HDFC to Apollo Gleneagles Hospitals Limited.
4. Capital Work -in-Progress comprises amounts spent on assets under
construction and directly related pre-operative expenses. The amount of
interest included in capital work in progress is Rs. 325.02 million
(Rs. 170.60 million)*.
* Includes Interest on Borrowings Capitalised for the year ended
31.03.2011 is Rs.154.42 million (Rs. 198.68 million) .
5. Details of utilization of funds received on preferential allotment
of equity share warrants.
6. Details of Secured Loans and Security
a. Indian Bank
Loan from Indian Bank is secured by way of:
Hypothecation to the bank by way of first charge of inventory of goods,
produce and merchandise, vehicles, plant & machinery, consumer durables
which are now in the possession of the company and/or to be purchased
out of the banks loan, book debts, outstanding monies, recoverable
claims, bills, contracts, engagements, securities, investments and
rights.
Pari passu charge on the Fixed Assets of the Company existing and
future along with Bank of India, Canara Bank, Debenture Trustee and
International Finance Corporation, Washington.
b. Bank of India
Loan from Bank of India is secured by way of pari passu charge on the
Fixed Assets of the Company existing and future along with Indian Bank,
Canara Bank, Debenture Trustee and International Finance Corporation,
Washington.
c. Canara Bank
The loan is secured by way of pari passu charge on the Fixed Assets of
the Company existing and future along with Indian Bank, Bank of India,
Debenture Trustee and International Finance Corporation, Washington.
d. International Finance Corporation (External Commercial Borrowings)
The Company has been sanctioned a sum of US$ 35 million from
International Finance Corporation (IFC), Washington by way of External
Commercial Borrowings (ECB). The Company has withdrawn
the full amount of US $ 35 million as of 31st March 2011 on the above
loan. The ECB is secured by way of pari passu first ranking charge on
the entire movable plant and machinery and equipment including all the
spare parts and all other fixed assets such as furniture, fixtures,
fittings, installations, vehicles, office equipments, computers and all
other fixed assets owned by the company (excluding immovable property),
both present and future belonging or hereafter belonging to or at the
disposal of the Company. The Loan is repayable in 15 equal semi-annual
Instalments starting from 15th September 2012.
Pari passu charge in favour of IFC over the immovable assets of the
Company ; such pari passu charge ensuring atleast a cover of 1.25 times
the value of outstanding principal amount of the loan.
e. 10.3% Non Convertible Debentures
The Company has issued 500 Nos. 10.3% Non Convertible Debentures of
Rs.1 million each on 28th December 2010 and 500 Nos. 10.3% Non
Convertible Debentures of Rs.1 million each on 22nd March 2011 to the
Life Insurance Corporation of India.
The Debentures are secured by way of pari passu charge on the Fixed
Assets of the Company existing and future along with Indian Bank, Bank
of lndia,Canara Bank and International Finance Corporation, Washington.
; such pari passu charge ensuring atleast a cover of 1.25 times the
value of outstanding principal amount of the loan.
f. Cash Credit facilities from Banks are secured by hypothecation of
inventories and book debts, and a second charge on specified fixed
assets of the Company.
g. The Companys Fixed Deposit receipts amounting to Rs. 45.94 million
(Rs. 24.43 million)are under lien with the bankers for obtaining
Letters of credit and Bank Guarantee.
7. The Company has issued Foreign Currency Convertible Bonds (FCCBs)
to International Finance Corporation, Washington (IFC), to the value of
US$ 15 million on 28th January 2010. These bonds are convertible into
Equity Shares based on the rupee dollar parity exchange rate at any
time before the end of the final repayment date. On 9th December 2010,
the Company converted FCCBs equivalent to US $ 7.5 million into 1.14
million equity shares of Rs. 5 each. The underlying number of Equity
shares as on 31st March 2011 is 1.10 million equity shares is based on
the exchange rate ( = Rs. 44.65) and if the option is not exercised,
the Loan shall be repayable in full in two approximately equal
semi-annual instalments commencing from the final repayment date by way
of redemption of such number of FCCBs in respect of which IFC has not
exercised its conversion option.
8. As per the requirements of Accounting Standard 15 Employee
Benefits (Revised 2005) as notified under the Companies (Accounting
Standards) Rules, 2006, the contribution to the gratuity is determined
using the projected unit credit method with actuarial valuation being
carried out at each Balance Sheet date. Only the additional provision
as required is charged to the Profit and Loss Account for the relevant
year Rs. 79.56 million (Rs. 57.55 million). (Also refer Clause (I) of
Notes Forming part of Accounts.)
i. Expected return on plan assets is based on expectation of the
average long term rate of return expected on investments of the fund
during the estimated term of the obligations. The Gratuity scheme is
invested in the Gratuity Pay plan offered by ICICI Bank.
ii. The estimate of future salary increase, considered in actuarial
valuation, take account of inflation, seniority, promotion and other
relevant factors such as demand and supply in the employment market.
9. a) For the period ended 31st March 2011, the Foreign Exchange loss
(the difference between the spot rates on the date of the transactions,
and the actual rates at which the transactions are settled) amounted to
Rs. 8.86 million (Rs. 15.04 million).
b) The Foreign Exchange gain arising out of the restatement of the
monetary items as on the Balance Sheet date is Rs. 14.51 million
(Rs.22.20 million) The above Exchange differences have been adjusted in
the Profit and Loss Account, which is in conformity to the Accounting
Standard 11 on Accounting for the effects of changes in Foreign
Exchange rates as notified under the Companies (Accounting Standards)
Rules, 2006.
10. Leases
In respect of Non- cancellable Operating Leases
Lease agreements are renewable for a further period or periods on terms
and conditions mutually agreed between the lessor and the Company.
Variations/Escalation clauses in lease rentals are made as per mutually
agreed terms and conditions by the lessor and the Company.
11. The Company has issued and allotted 1.54 million equity warrants
convertible into equity shares of nominal value of Rs. 10/- each at
premium of Rs 761.76 per share on 12th June 2010 to Dr. Prathap C
Reddy, one of the promoters of the company on a preferential allotment
basis. The issue price is at minimum price of Rs 771.76 fixed in
accordance with the guidelines for preferential issues of the
Securities Exchange Board of India (Issue of Capital and Disclosure
Requirements)Regulations 2009 .Accordingly the promoter has paid 25% of
the consideration @ 771.76 per warrant on the date of allotment. The
balance 75% is payable on the exercise of option for conversion within
18 months of date of allotment. Consequent to the splitting of one
Rs.10 equity share into two Rs.5/- equity shares the warrants
outstanding as on 31st March 2011 is 3.08 million.
The Company has issued and allotted 3.27 million equity warrants
convertible into equity shares of nominal value of Rs. 5/- each at
premium of Rs 467.46 per share on 5th February 2011 to Dr. Prathap C
Reddy, one of the promoters of the company on a preferential allotment
basis. The issue price is at a minimum price of Rs 472.46 fixed in
accordance with the guidelines for preferential issues of the
Securities Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations 2009. Accordingly the promoter has paid 25%
of the consideration @ 472.46 per warrant on the date of allotment. The
balance 75% is payable on the exercise of option for conversion within
18 months of date of allotment.
12. The Company had issued 9.00 million Global Depository Receipts
with two way fungibilty during the year 2005-06. Total GDRs converted
into underlying Equity Shares for the year ended on 31st March 2011 is
3.13 million (2009-10: 0.02 million) and the total GDRs converted upto
31st March 2011 is 7.46 million (2009-10: 4.33 million). Consequent to
the splitting of each equity share of face value of Rs. 10/- into two
equity shares of face value of Rs. 5/- each, the total Global
Depository Receipts converted to equity shares is 14.93 million.
13. During the year 2002-03, on a review of fixed assets, certain
selected medical equipments were identified and impaired. For the
current year, on a review as required by Accounting Standard 28
Impairment of Assets, the management is of the opinion that no
impairment loss or reversal of impairment loss is required, as
conditions of impairment do not exist.
* Pharmacy sales are sales made within India to inpatients that have
paid in foreign currency.
14. Directors travelling included in travelling and conveyance amounts
to Rs.19.26 million (Rs. 5.83 million).
15. Unclaimed Dividend
During the year, the amount transferred to Investors Education and
Protection Fund of the Central Government as per the provisions of
Section 205A and 205C of the Companies Act, 1956 is Rs.1.33 million
(Rs. 1.23 million) in aggregate which comprises of Rs. 1.32 million
(Rs. 1.12 million) as unclaimed dividend and Rs. 0.01 million (Rs. 0.11
million) as unclaimed deposit.
*Net of book depreciation for the assets claimed as deduction u/s 35AD
of the Income Tax Act 1961 The company adjusts the amount of deferred
tax liability carried forward by applying the tax rate that has been
enacted or substantively enacted at the date of the Balance Sheet on
accumulated timing differences. Surcharge rates has been revised from
7.5% to 5% for Fiscal 2011 -12
The effects on such Deferred Tax Liability, if any, arising out of
assessments completed but under contest under various stages will be
made on the appeals being decided.
16. International Finance Corporation has granted a loan of US$ 35
million during the year 2009-10. For the year ended 31st March 2011 the
Company has drawn full US$ 35 million of the sanctioned amount of US$
35 million and the Company has entered into Currency Cum Interest Rate
Swap (CCIRS) with HDFC Bank in Indian rupee and hedged the loan for
interest rate and foreign currency fluctuation risk. The derivative
contract is secured by a second charge on the immovable assets of the
Company to the extent of Rs. 1,100 million The tenure of this
derivative contract matches with the tenure of the loan outstanding as
of 31st March 2011.
17. Gain on Forward Contract during the year ended 31st March 2011
accounted for in the Profit and Loss Account is Rs.11.77 million (Rs.
31.35 million)
18. Sundry Debtors, Loans and Advances
i. Confirmations of balances from Debtors, Creditors and for Deposits
are yet to be received in a few cases though the Company has sent
letters of confirmation to them. The balances adopted are as appearing
in the books of accounts of the Company.
ii. Sundry Debtors represent the debt outstanding on sale of
pharmaceutical products, hospital services and project consultancy fees
and are considered good. The Company holds no other securities other
than the personal security of the debtors.
iii. Sundry Debtors and Loans and Advances shown under the head Current
Assets includes the amounts due from concerns which are under same
management or in which some of the Directors are interested as
Directors, which amounts to Rs.818.43 million (Rs. 629.49 million).
iv. Accrued patient collections constitute Rs. 233.56 million (Rs.
123.86 million) of Sundry Debtors.
v. Advances and deposits represent the advances recoverable in cash or
in kind or for value to be received. The amounts of these advances and
deposits are considered good for which the Company holds no security
other than the personal security of the debtors.
19. Power Generation
The Electricity charges incurred in respect of the Hospital is net of
Rs. 6.94 million (Rs. 7.47 million) [units qualified KWH -1.39 million
(1.59 million)], being the rebate received from TNEB for Wind Electric
Generators owned & run by the Company.
20. The Company has been exempted by the Ministry of Corporate
Affairs, vide order No. 46/115/2011 -CL III from publishing the
quantitative particulars as per para 3(ii) (d) of Part II of Schedule
VI of the Companies Act, 1956 with respect to the total value of turn
over, purchases, goods traded, sales, consumption of raw materials etc.
for the year ended 31st March 2011 and hence the same is not disclosed
for this financial year.
21. The Company has been exempted from publishing the financial
statements for twelve of its subsidiaries including fellow subsidiaries
which are required to be attached to the Companys accounts, under
Sec.212(1) of the Companies Act, 1956 for the financial year ended 31st
March 2011
22. In the process of acquiring Apollo Gleneagles Hospitals Limited
(AGHL) in Kolkata, Apollo Hospitals Enterprise Limited had initially
invested Rs. 30 million [Rs. 5 million towards equity and Rs.25 million
to discharge other liabilities of AGHL, erstwhile Duncan Gleneagles
Hospital Limited (DGHL)] to acquire 50.26% holding in DGHL
(subsequently reduced to 49%, now increased to 50%). AGHL assigned an
unsecured debt of Rs.176 million existing in its books to Apollo
Hospitals Enterprise Limited. As a measure of prudence, this amount is
not recognized as an advance or investment in the books of Apollo
Hospitals Enterprise Limited currently and will be accounted for as and
when the amount(s) are received.
23. On review of the operations of setting up the Hospital in Noida,
the Company has re-assigned the lease agreement between itself and the
lessor to its associate, Indraprastha Medical Corporation Limited by
extinguishing its rights and privileges in the original lease deed
dated 27th October 2001.
*The Company has issued Foreign Currency Convertible Bonds (FCCBs) to
International Financial Corporation (IFC), Washington convertible to
Equity shares at the option of IFC during the year 2009-10. The Bonds
are convertible at any time during the tenure of the loan. To comply
with the requirements of Accounting Standard-20 (Earnings Per Share)
the underlying number of Equity shares equivalent to 1.10 million
Equity shares (computed on the basis of exchange rates prevailing on
the date of 31st March 2011) have been considered for the purpose of
computing potential number of Equity Shares.
24. In respect of the Income Tax claims of Rs. 384.46 million (Rs.
243.73 million) by the Income Tax Department, the amount is under
contest.
- Provision for taxation is determined after availing concession under
Section 35AD of the Income Tax Act 1961.
25. National Saving Certificates shown under investments are pledged
with the Chief Ration Officer, Government of Andhra Pradesh.
26. Details of Sundry Creditors under Current Liabilities are based on
the information available with the Company regarding the status of
Suppliers as defined under the Micro, Small and Medium Enterprises
Development Act, 2006. The amount due to Micro, Small and Medium
Enterprises for the financial year ended 31st March 2011 is Rs. 48.76
million (Rs. 153.26 million). No interest interms of section 16 of
Micro, Small and Medium Enterprises Development Act, 2006 or otherwise
has either been paid or payable or accrued and remaining unpaid as at
31st March 2011.
27. The hospital collections of the Company are net of discounts of
Rs. 37.09 million (Rs. 59.99 million).
28. Unrealised amount on project development and pre oprerative
project expenses incurred at Bilaspur Hospital amounting to Rs. 56.62
million are included in advances and deposits account. The above
expenses incurred on project will be amortised over the balance lease
period of 9 years. The balance yet to be amortised as on 31st March
2011 is Rs. 28.31 million (Rs. 31.45 million).
29. Figures of the current year and previous year have been shown in
million.
30. Figures in brackets relate to the figures for the previous year.
31. Previous year figures have been regrouped and reclassified
wherever necessary to confirm with current years classification. |