Dear Members,
 
 The Directors have pleasure in presenting here the Fifteenth Annual
 Report of your Company together with the Audited Standalone and
 Consolidated Financial Accounts and the Auditors'' Report thereon for
 the Year ended March 31, 2011. Your Company posted robust performance
 during the year and at the same time expanded its footprint enabling
 increasingly more people to experience Fortis Care.
 
 FINANCIAL RESULTS
 
 The highlights of Consolidated Financial Results of your Company and
 its Subsidiaries are as follows:
 
                                                   [Rs. in Million]
 
                                            Consolidated
 
 Particulars                             Year ended      Year ended
 
                                     March 31, 2011  March 31, 2010
 
 Operating Income                         14,829.71        9,380.62
 
 Other Income                              4,587.53          491.88
 
 Total Income                             19,417.24        9,872.50
 
 Total Expenditure                        14,346.73        7,966.27
 
 Operating Profit                          5,070.51        1,906.23
 
 Less: Finance Charges,                    3,544.84         1172.32 
 
 Depreciation & Amortization
 
 Profit before Tax & Prior                 1,525.67          733.91
 
 Period Items
 
 Less: Tax Expenses                          152.39           33.56
 
 Less: Prior Period Items                     10.31            0.30
 
 Net Profit for the year                   1,362.97          700.05
 
 Profit attributable to Minority              44.23           20.85
 Interest
 
 Share in the (Loss)/Profit of               (75.10)          15.61
 Associates
 
 Net Profit attributable to the            1,243.64          694.82
 shareholders of the Company
 
 The highlights of financial results of your Company as a Standalone
 entity are as follows:
 
                                                [Rs. in Million]
 
                                                 Standalone
 
 Particulars                             Year ended      Year ended
 
                                     March 31, 2011  March 31, 2010
 
 Operating Income                          2,582.71        2,098.16
 
 Other Income                              1,824.65          411.47
 
 Total Income                              4,407.36        2,509.63
 
 Total Expenditure                         2,349.27        1,874.89
 
 Operating Profit                          2,058.09          634.74
 
 Less: Finance Charges and                   640.46          330.61 
 
 Depreciation
 
 Profit before Tax & Prior                 1,417.63          304.13
 Period Items
 
 Less: Prior Period Items                     (0.47)           2.67
 
 Net Profit/ (Loss) attributable to        1,418.10          301.46
 the shareholders of the Company
 
 OPERATING RESULTS AND PROFITS
 
 The sound performance of your Company is manifested in the Operating
 Revenues and Net Profit posted for the year under review. During the
 year ended March 31, 2011, the Consolidated Revenues from Operations
 stood at Rs.14,829.71 Million as against Rs.9,380.62 Million for the
 corresponding previous Year registering a growth of 58%. The Profit
 before Depreciation, Interest and Tax stood at Rs. 5,070.51 Million as
 against Rs.1,906.23 Million for the corresponding previous Year,
 registering a growth of 166%. The Net Profit after Tax but before
 Profits attributable to Minority Interst and Share in the losses of
 Associates stood at Rs.1,362.97 Million, registering a growth of 95%
 over the previous year.
 
 Your Company made further strides in implementing its strategic growth
 and development initiatives across various facets of the Organization.
 Expanding and deepening the footprint of network hospitals has helped
 us to touch increasing number of lives during the year and your Company
 continues to strive towards improving the value proposition it offers
 to the patients and general public.
 
 A detailed discussion on Operational and Financial Performance of the
 Company for the year, is given in Operations Reviews and Management
 Discussion and Analysis Sections of this Annual Report.
 
 CHANGE OF NAME
 
 Over the last decade, your Company has made substantial progress
 towards establishing itself as a leading player in Indian Healthcare
 Market. With the current strength of 62 Network Hospitals and allied
 businesses in India, your Company is aggressively expanding its
 footprint and market share in the Indian Healthcare Industry, which is
 expected to grow at 15-16% over the foreseeable future.
 
 Further, as the Fortis Group moves from a single country to a multi-
 country model, in order to ensure that there is clarity and alignment
 (both internally and externally), the Board of Directors of your
 Company had, on January 10, 2011, revisited the Company''s corporate
 identity and proposed to change the name of the Company from Fortis
 Healthcare Limited to Fortis Healthcare (India) Limited and the same
 was approved by the Shareholders by way of Postal Ballot on February
 21, 2011. With the approval of the Registrar of Companies, NCT of Delhi
 & Haryana, Ministry of Corporate Affairs, the name of the Company has
 been changed to Fortis Healthcare (India) Limited effective March 07,
 2011.
 
 CAPITAL RAISING AND CHANGES IN CAPITAL STRUCTURE
 
 Capital Raising
 
 In May 2010, the Company issued 1,000, 5 % Foreign Currency Convertible
 Bonds of US$ 1,00,000 each, aggregating US$ 100 Million.  These bonds
 are listed on Bourse de Luxembourg (Luxembourg Stock Exchange) and
 are convertible at the option of the bondholders between May 2013 and
 May 2015.
 
 Further, on June 24, 2010 , the Company, in terms of the Letter of
 Offer dated September 22, 2009, for the Rights Issue of Equity Shares
 with Detachable Warrants, issued 87.71 Million equity shares of Rs.10
 each against conversion of Detachable Warrants, at an exercise price of
 Rs.153 per warrant, aggregating to Rs.13,420 Million.
 
 In terms of Employee Stock Option Plan 2007, the Company allotted
 67,880 equity shares of Rs.10 each, against exercise of vested stock
 options by the eligible employees during the year.
 
 Changes in Capital Structure
 
 During the year under review, the issued and paid up Equity Share
 Capital of the Company increased from Rs.3173.24 Million divided into
 317,323,609 Equity Shares of Rs.10 each to Rs.4,051.03 Million divided
 into 405,103,475 Equity Shares of Rs.10 each, by way of issue of Equity
 Shares against the conversion of warrants and exercise of vested stock
 options, as referred above.
 
 LISTING OF EQUITY SHARES / BONDS
 
 The Equity Shares of the Company continue to be listed on National
 Stock Exchange of India Limited (NSE) and Bombay Stock Exchange Limited
 (BSE). Further, the Foreign Currency Convertible Bonds (FCCBs) issued
 during the year are listed on on Bourse de Luxembourg (Luxembourg
 Stock Exchange). The requisite annual listing fees have been paid to
 these Exchanges.
 
 SHARES UNDER COMPULSORY DEMATERIALIZATION
 
 The Equity Shares of your Company are included in the list of specified
 scripts where delivery of shares in dematerialized (demat) form is
 compulsory, if the same are traded on a Stock Exchange, which is linked
 to a Depository. As of March 31, 2011, 99.74% Equity Shares of the
 Company were held in demat form.
 
 STOCK OPTIONS
 
 During the year under review, 1,302,250 Stock Options were granted
 under the Employee Stock Option Plan 2007 to the eligible employees
 and Directors of the Company / its subsidiaries.
 
 The relevant details of the Stock Options granted during the year and
 outstanding as on March 31, 2011 have been set out in Annexure II to
 this Directors'' Report.
 
 SUBSIDIARY COMPANIES
 
 During the year under review:
 
 - In order to provide holistic care to diabetes patients, your Company
 plans to set up speciality centres under the brand name Fortis C- Doc
 and has floated a step down subsidiary under the name and style of
 Fortis C - Doc Healthcare Limited - a 60:40 Joint Venture with
 Professor Anoop Misra, an internationally acclaimed diabetes expert and
 researcher.
 
 - One of the subsidiary companies of your Company viz. Escorts Heart
 Institute and Research Centre Limited (EHIRCL), acquired 100% stake in
 Fortis Asia Healthcare Pte Ltd. (FAHPL) and thus, FAHPL has become a
 step down wholly-owned subsidiary of your Company w.e.f. January 07,
 2011.
 
 - By virtue of Share Subscription Agreement dated February 01, 2011,
 EHIRCL also acquired 29.39% stake in Fortis HealthStaff Limited (FHSL)
 and has also taken control over the composition of Board of Directors
 of FHSL, thereby making FHSL, a step down subsidiary of the Company in
 terms of Section 4(1)(a) of the Companies Act, 1956.
 
 - On March 31, 2011, Fortis Global Healthcare Infrastructure Pte.
 Limited, Singapore (FGHIPL) was incorporated as a wholly-owned
 subsidiary of Fortis Healthcare International Limited.
 
 Existing Subsidiaries- Changes during the year
 
 In March 2011, your Company has, through one of its wholly-owned
 subsidiary viz. International Hospital Limited, further increased its
 stake in Fortis Malar Hospitals Limited (FMHL) from 50.02% to 63.20% by
 acquiring 2.45 Million Equity Shares from Oscar Investments Limited,
 through a block deal as inter-se transfer of shares between Qualifying
 Promoters in accordance with Regulation 3(1)(e)(iii) of SEBI
 (Substantial Acquisition of Shares and Takeovers) Regulations, 1997.
 
 As a part of restructuring, the shareholding of various Companies under
 the Fortis Group, Fortis Hospotel Limited (FHTL), one of the wholly
 owned subsidiary of the Company, sold its entire stake in Fortis Health
 Management Limited (FHML) and FHML is currently being held by Kanishka
 Healthcare Ltd (49.98%), EHIRCL (0.04%) and FGHIPL (49.98%). Further,
 on March 04, 2011, entire stake in Escorts Heart Centre Limited was
 sold by EHIRCL to Fortis Healthcare Holdings Ltd., the Holding Company
 of the Company.
 
 EXEMPTION UNDER SECTION 212(8) OF THE COMPANIES ACT, 1956
 
 The Ministry of Corporate Affairs, Government of India, vide its
 Circular No. 2/2011 dated February 8, 2011, has provided an exemption
 to Companies from complying with the provisions of Section 212 of the
 Companies Act, 1956, provided such Companies publish the Audited
 Consolidated Financial Statements in the Annual Report. Accordingly, in
 terms of general exemption, the Board of Directors of the Company, in
 its Meeting held on May 27, 2011, resolved that the Financial
 Statements and other required documents of the subsidiary companies are
 not required to be attached with the Balance Sheet of the Company for
 this fiscal.
 
 The Annual Accounts of these subsidiary companies and the related
 information are open for inspection by any member including the members
 of subsidiary companies at the registered office of the Company and
 that of subsidiaries concerned, during the working hours on all working
 days. The Company will make available these documents to the members
 including members of subsidiary companies upon receipt of request from
 them. The members, if they so desire, may write to the Company to
 obtain a copy of financials of the subsidiary companies.
 
 GROUP
 
 Persons constituting Group as defined under the Monopolies and
 Restrictive Trade Practices Act, 1969, for the purpose of Regulation
 3(1)(e)(i) of the SEBI (Substantial Acquisition of Shares and
 Takeovers) Regulations, 1997 as amended from time to time, include the
 following:
 
 a.  Mr. Malvinder Mohan Singh and his spouse;
 
 b.  Mr. Shivinder Mohan Singh and his spouse;
 
 c.  Escorts Heart and Super Speciality Hospital Limited;
 
 d.  Escorts Heart and Super Speciality Institute Limited;
 
 e.  Escorts Heart Centre Limited;
 
 f.  Escorts Heart Institute and Research Centre Limited;
 
 g.  Escorts Hospital and Research Centre Limited; 
 
 h.  Fortis Asia Healthcare Pte Limited;
 
 i.  Fortis C - Doc Healthcare Limited;
 
 j.  Fortis Emergency Services Limited;
 
 k.  Fortis Global Healthcare (Mauritius) Limited;
 
 I.  Fortis Global Healthcare Infrastructure Pte Limited; 
 
 m.  Fortis Health Management (East) Limited;
 
 n.  Fortis Health Management (North) Limited;
 
 o.  Fortis Health Management (South) Limited;
 
 p.  Fortis Health Management (West) Limited;
 
 q.  Fortis Health Management Limited;
 
 r.  Fortis Healthcare (India) Limited;
 
 s.  Fortis Healthcare Global Pte Limited;
 
 t.  Fortis Healthcare Holdings Limited;
 
 u.  Fortis Healthcare India Holdings Pte Limited;
 
 v.  Fortis Healthcare International Limited;
 
 w.  Fortis Healthcare International Pte Limited;
 
 x.  Fortis Hospital Management Limited;
 
 y.  Fortis Hospitals Limited;
 
 z.  Fortis Hospotel Limited;
 
 aa.  Fortis Malar Hospitals Limited;
 
 bb.  International Hospital Limited;
 
 cc.  Kanishka Healthcare Limited;
 
 dd.  Lalitha Healthcare Private Limited;
 
 ee.  Malar Stars Medicare Limited;
 
 ff.  Malav Holdings Private Limited;
 
 gg.  RHC Holding Private Limited;
 
 hh.  RHC Holding Pte Limited;
 
 ii.  Shivi Holdings Private Limited;
 
 jj.  Super Religare Laboratories Limited;
 
 kk.  Hospitalia Eastern Private Limited;
 
 II.  Fortis HealthStaff Limited;
 
 mm. Religare Wellness Limited;
 
 nn.  Medsource Healthcare Private Limited;
 
 oo.  Hiranandani Healthcare Private Limited;
 
 pp.  RHC Finance Private Limited;
 
 qq.  RHC Financial Services (Mauritius) Limited;
 
 rr.  Today Holding Private Limited;
 
 ss.  Fortis Global Healthcare Limited;
 
 tt.  Fortis Medicare International Limited
 
 
 REPORT ON CORPORATE GOVERNANCE
 
 Your Company continues to place greater emphasis on managing its
 affairs with diligence, transparency, responsibility and
 accountability.
 
 Your Company is committed to adopting and adhering to the best
 Corporate Governance practices recognized globally. Your Company
 understands and respects its fiduciary role and responsibility towards
 stakeholders and the society at large, and strives hard to serve their
 interests, resulting in creation of value and wealth for all
 stakeholders at all times.
 
 The report of Board of Directors of the Company on Corporate Governance
 is given in the section titled Report on Corporate Governance forming
 part of this Annual Report.
 
 Certificate of the Statutory Auditors of the Company regarding
 compliance with the Corporate Governance requirements as stipulated in
 Clause 49 of the Listing Agreement with the Stock Exchanges is annexed
 with the said Corporate Governance Report.
 
 PUBLIC DEPOSITS
 
 During the year under review, your Company has not invited or accepted
 any deposits from the Public pursuant to the provisions of Section 58A
 of the Companies Act, 1956, and therefore, no amount of principal or
 interest was outstanding in respect of deposits from the Public as of
 the date of Balance Sheet.
 
 DIVIDEND AND TRANSFER TO RESERVES
 
 Keeping in view the aggressive growth strategy of the Company, the
 Board of Directors of your Company have decided to plough back the
 profits and thus, not recommended any dividend for the financial year
 under review. Also, during the said year, no amount has been
 transferred to reserves.
 
 DIRECTORS
 
 Dr. Brian William Tempest has been co-opted as an Additional Director
 on the Board of the Company w.e.f. August 02, 2011. Pursuant to the
 provisions of Section 260 of the Companies Act, 1956, (the Act), Dr.
 Brian holds the office upto the date of the ensuing Annual General
 Meeting and is eligible for appointment as a Director of the Company in
 terms of Section 257 of the Companies Act, 1956. The Company has
 received a notice under Section 257 of the Companies Act, 1956,
 proposing the appointment of Dr. Brian William Tempest as the Director,
 liable to retire by rotation.
 
 Further, in accordance with the provisions of the Companies Act, 1956
 and Articles of Association of the Company, Mr. Rajan Kashyap, Lt.  Gen
 T S Shergill and Dr. P S Joshi are liable to retire by rotation at the
 ensuing Annual General Meeting.
 
 Mr. Rajan Kashyap, in view of his pre-occupation, has not offered
 himself for re-appointment and accordingly, he will cease to be the
 Director of the Company with effect from the conclusion of the ensuing
 Annual General Meeting. Since, no proposal has been received for
 filling up the vacancy, it is decided not to appoint any Director in
 place of Mr.  Rajan Kashyap. The Board of Directors extends their
 sincere appreciation for valuable contributions made by Mr. Kashyap
 during his tenure as a Director of the Company.
 
 Lt. Gen T S Shergill and Dr. P S Joshi, being eligible have offered
 themselves for re-appointment.
 
 Your Directors recommend the appointment/ re-appointment of Dr. Brian
 William Tempest, Lt. Gen T S Shergill and Dr. P S Joshi, as referred
 above, at the ensuing Annual General Meeting.
 
 STATUTORY AUDITORS / AUDITORS'' REPORT
 
 M/s. S.R. Batliboi & Co., Chartered Accountants, Statutory Auditors of
 your Company, will retire at the conclusion of the ensuing Annual
 General Meeting and being eligible, offer themselves for re-appointment
 as Statutory Auditors for the financial year 2011-12.
 
 The Company has received a letter dated May 23, 2011 from them to the
 effect that their re-appointment, if made, would be within the limit
 prescribed under Section 224(1B) of the Act, and that they are not
 disqualified for such re-appointment within the meaning of Section 226
 of the Act.
 
 Based on the recommendations of the Audit, Risk & Controls Committee,
 the Board of Directors of the Company proposes the re-appointment of
 M/s S.R. Batliboi & Co., Chartered Accountants, as the Statutory
 Auditors of the Company.
 
 The Statutory Auditors have, in their report to the Board of Directors
 on the Consolidated Financial Statements of the Company, its
 subsidiaries and associates, made the following comments:
 
 5. (a) The Delhi Development Authority (''DDA'') had terminated the
 leases of certain land allotted by it to a society (later converted
 into the company) and then issued eviction notices to Escorts Heart
 Institute and Research Centre Limited (a subsidiary of the Company) for
 vacation of these lands. The subsidiary company is in appeal against
 these actions by DDA which is pending with the court of law and has
 accordingly not made any adjustments to the carrying value of these
 lands or to the other assets, as the eventual outcome cannot be
 estimated presently. Further, in a related case filed against Escorts
 Heart Institute and Research Centre Limited (a subsidiary of the
 Company) for provision of services from hospitals operated from these
 lands, no provisions are made by the subsidiary company as the amounts
 are currently unascertainable (also refer Note 8 of Schedule 25).
 
 (b) Certain tax demands aggregating to Rs.9,604.30 lacs (without
 considering the demand of Rs.10,101.01 lacs raised twice in respect of
 certain years and after adjusting Rs.13,364.86 lacs for which the
 subsidiary company has a legal right to claim from erstwhile promoters
 as discussed in detail in Note 9 of Schedule 25), raised on Escorts
 Heart Institute and Research Centre Limited (a subsidiary of the
 Company) by the Income Tax Authorities are pending in appeals and the
 eventual outcome of the above matters cannot presently be estimated.
 
 Accordingly, we are unable to express an opinion at this stage in
 respect of these matters reported in paragraphs (a) and (b) above and
 their consequential effect, if any, on the consolidated financial
 statements. The same were also the subject matter of qualification by
 us in the previous year as well.
 
 As both the matters are sub-judice and appeals against the demands are
 pending at various stages, based on the advice received from the legal
 counsels, the Management is of the view that the matters shall get
 adjudicated in its favour.
 
 DISCLOSURES UNDER SECTION 217 (1) & (2) OF THE COMPANIES ACT, 1956
 
 Material Changes/Commitments
 
 In May 2011, the Company completed the acquisition of 74.59% of
 Strategic stake in the equity share capital of Super Religare
 Laboratories Limited (SRL) for an aggregate amount of Rs.8,036.85
 Million, one of India''s largest and leading diagnostic services
 companies, offering diagnostic testing (including Pathology and
 Radiology), preventive care testing and clinical research testing.
 
 In making SRL an integrated part of its delivery network, it is
 believed that Fortis will become an integrated heathcare delivery
 player including expertise in pathology and radiology. SRL has proposed
 to come out with an Initial Public Offering of its equity shares.
 During the current year, it has also made preferential allotment of its
 equity shares to Spring Healthcare India Trust, Spring Healthcare (P)
 Ltd. and Sabre Capital (Mauritius) Limited. Consequently, the Company''s
 stake in SRL stands at 71.49%.
 
 Except as disclosed above or elsewhere in this Annual Report, there
 have been no material changes and commitments, between the end of
 financial year and the date of this Report, which can affect the
 financial position of the Company.
 
 Further, Kanishka Healthcare Limited (formerly Kanishka Housing
 Development Company Limited), one of the step down subsidiaries of the
 Company vide special resolution passed by its members on March 30,
 2011, altered the object clause of its Memorandum of Association and
 decided to foray into healthcare business in line with the business
 carried on by its Holding Company.
 
 Except as disclosed above or elsewhere in this Annual Report, during
 the financial year under review, no material changes have occurred in
 the nature of the Company''s business or that of its subsidiaries and
 generally in the classes of business in which the Company has an
 interest.
 
 ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 
 Particulars required under Section 217(1)(e) of the Companies Act,
 1956, read with the Companies (Disclosure of Particulars in the Report
 of Board of Directors) Rules,1988, regarding Conservation of Energy,
 Technology Absorption and Foreign Exchange Earnings & Outgo, is given
 in Annexure I, forming part of this Directors'' Report.
 
 PARTICULARS OF EMPLOYEES
 
 The Statement containing particulars of the employees as required under
 Section 217(2A) of the Companies Act, 1956 read with Companies
 (Particulars of Employees) Rules, 1975, as amended, forms part of this
 Report. However, in terms of Section 219(1)(b)(iv) of the Companies
 Act,1956, the Report and Accounts are being sent to the members
 excluding this Statement. Copies of this statement may be obtained by
 the members by writing to the Company Secretary at the registered
 office of the Company.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 For the Financial Year 2010-11, the Directors hereby confirm:
 
 i. that in the preparation of the Annual Accounts for the year ended
 March 31, 2011, the applicable Accounting Standards had been followed
 along with proper explanation relating to material departures;
 
 ii. that the directors had selected such Accounting Policies and
 applied them consistently and made judgments and estimates that are
 reasonable and prudent so as to give a true and fair view of the state
 of affairs of the Company at the end of the financial year and of the
 profit or loss of the Company for that period;
 
 iii. that the Directors had taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act, 1956 for safeguarding the assets of
 the Company and for preventing and detecting fraud and other
 irregularities; and
 
 iv.  that the Directors had prepared the Annual Accounts on a going
 concern basis.
 
 ACKNOWLEDGEMENT
 
 Your Directors place on record their gratitude to the Central
 Government, State Governments and all other Government agencies for the
 assistance, co-operation and encouragement they have extended to the
 Company.
 
 Your Directors also take this opportunity to extend a special thanks to
 the medical fraternity and patients for their continued cooperation,
 patronage and trust reposed in the Company.
 
 Your Directors also greatly appreciate the commitment and dedication of
 all the employees at all levels, that has contributed to the growth and
 success of the Company. Your Directors also thank all the strategic
 partners, business associates, Banks, financial institutions and our
 shareholders for their assistance, co-operation and encouragement to
 the Company during the year.
 
                                 On behalf of the Board of Directors
 
 Date: August 12, 2011                         Malvinder Mohan Singh
 
 Place: New Delhi                                           Chairman