MARKET RADAR
SENSEX     NIFTY      Refresh
Fortis Malar Hospitals Directors Report, Fortis Malar Reports by Directors
YOU ARE HERE > MONEYCONTROL > MARKETS > HOSPITALS & MEDICAL SERVICES > DIRECTORS REPORT - Fortis Malar Hospitals
Fortis Malar Hospitals
BSE: 523696|ISIN: INE842B01015|SECTOR: Hospitals & Medical Services
SET ALERT
|
ADD TO PORTFOLIO
|
WATCHLIST
LIVE
BSE
May 25, 12:22
27.45
1.25 (4.77%)
VOLUME 120
Fortis Malar Hospitals is not listed on NSE
« Mar 10
Directors Report Year End : Mar '11
The Directors have pleasure in presenting the Twentieth Annual Report
 on business operations together with the Audited Financial Statements
 and the Auditors Report of your Company for the financial year ended
 March 31, 2011.
 
 PERFORMANCE HIGHLIGHTS
 
 The financial highlights of your Company on a consolidated basis for
 the year under review are given below:
 
                                                       (Rs. in Lakhs)
 Particulars                         For the year        For the year 
                                    ended March 31,     ended March 31,
                                       2011                2011
 
 Total Income                            8,369.49          6,424.48
 
 Total Expenditure                       7,114.77          5,462.20
 
 Profit Before Interest Tax & 
 Depreciation                            1,254.72            962.28
 
 Less: Financial Cost                      143.43            163.51
 
 Less: Depreciation/Provision for 
 Obsolescence/Impairment                   293.33            265.04
 
 Profits before Tax                        817.96            533.73
 
 Net Profits after Tax                     544.30            350.29
 
 
 The financial highlights of your Company on a standalone basis for the
 year under review are given below: 
                                                         (Rs. in Lakhs)
 
 Particulars                            For the year      For the year
                                       ended March 31,   ended March 31,
                                           2011                2010
 
 Total Income                            8,369.49            6,424.48
 
 Total Expenditure                       7,116.70            5,462.64
 
 Profit Before Interest, Tax & 
 Depreciation                            1,252.79              961.84
 
 Less: Financial Cost                      143.43              163.51
 
 Less: Depreciation/Provision for 
 Obsolescence/Impairment                   293.33              265.04
 
 Profits for the period                    816.03              533.29
 
 Net Profits                               542.97              349.99
 
 
 FINANCIAL PERFORMANCE
 
 Your Company has done exceedingly well for the successive year, both in
 terms of Revenue and Profitability. During the year under review, your
 Company recorded a growth of 30% in consolidated revenues to reach Rs.
 8,369.49 lakhs in Financial year 2010-11 from Rs. 6,424.48 Lakhs in
 Financial year 2009-10. The Company generated Rs. 544.30 lakhs in net
 profits, an increase of 55% over the previous years profit of Rs.
 350.29 lakhs.
 
 The growth in revenues and profits was an outcome of overall growth
 across various primary specialties which include Cardiac Sciences,
 Neuro Sciences, Renal Sciences, Gastroenterology, General Surgery and
 Diagnostics. The Health Checks and regular MSOT procedures contributed
 significantly to the revenues. Further, your Company also witnessed
 significant growth in revenues from International patients.
 
 OPERATIONS
 
 Your Company continued its focus on Patient Care and Patient Welfare
 Services resulting in significant improvement in Patient satisfaction
 levels. We continued our investment in renovation activities,
 upgradation of medical and engineering equipment.  Your Company has
 started Tele-medicine services which would make available the best
 medical care to patients even to the remotest corner of India and
 abroad.
 
 DIVIDEND AND TRANSFER OF RESERVES
 
 In view of the unavailability of distributable profits, your Directors
 express their inability to recommend any dividend for the year.  During
 the year under review, no amount has been transferred to reserves.
 
 STOCK OPTIONS
 
 Pursuant to the provisions of the Securities and Exchange Board of
 India (Employees Stock Option Scheme and Employees Stock Purchase
 Scheme) Guidelines, 1999, as amended from time to time, the details of
 stock options as on March 31, 2011 under the Malar Employees Stock
 Option Plan 2008 are set out in the Annexure to this Directors
 Report.
 
 SUBSIDIARIES
 
 During the Financial Year 2010-11, your Company had only one subsidiary
 Company viz. Malar Stars Medicare Limited. The main objects of the said
 wholly-owned subsidiary includes setting up, managing / administering
 hospitals and to provide medicare and health care services.  Exemption
 under Section 212(8) of the Companies Act, 1956:
 
 The Ministry of Corporate Affairs, Government of India, vide its
 General Circular No. 2/2011 dated February 8,2011 has granted general
 exemption to the Companies from annexing the Accounts and other
 information of the subsidiaries along with Accounts of the Holding
 Company subject to the fulfillment of the conditions prescribed in the
 said Circular.
 
 Claiming the said exemption, your Company has obtained the consent of
 its Board of Directors for not attaching the balance sheet of its
 subsidiary and has disclosed in the Consolidated Balance Sheet, the
 following information in aggregate for its subsidiary: (a) capital (b)
 reserves (c) total assets (d) total liabilities (e) details of
 investment (except in case of investment in the subsidiaries) (f)
 turnover (g) profit before taxation (h) provision for taxation (i)
 profit after taxation (j) proposed dividend. The Annual Accounts of the
 Subsidiary Company and the related detailed information are open for
 inspection by any shareholder including the shareholder of subsidiary
 Company at the registered office of the Company and its subsidiary
 during the working hours on all working days. The Company will make
 available these documents to the shareholders including shareholders of
 subsidiary company upon receipt of request from them. The shareholders,
 if they so desire, may write to the Company to obtain a copy of
 financials of the subsidiary Company.
 
 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;
 
 b.  Mr. Shivinder Mohan Singh;
 
 c.  Mrs. Japna Malvinder Singh Wife of Mr. Malvinder Mohan Singh;
 
 d.  Mrs. Aditi Shivinder Singh Wife of Mr. Shivinder Mohan Singh;
 
 e.  Escorts Heart and Super Speciality Hospital Limited;
 
 f.  Escorts Heart and Super Speciality Institute Limited;
 
 g.  Escorts Heart Centre Limited;
 
 h.  Escorts Heart Institute and Research Centre Limited;
 
 I.  Escorts Hospital and Research Centre Limited;
 
 j.  FortisAsia Healthcare Pte Limited;
 
 k.  Fortis C - Doc Healthcare Limited;
 
 I.  Fortis Emergency Services Limited;
 
 m.  Fortis Global Healthcare (Mauritius) Limited;
 
 n.  Fortis Global Healthcare Infrastructure Pte Ltd;
 
 o.  Fortis Health Management (East) Limited;
 
 p.  Fortis Health Management (North) Limited;
 
 q.  Fortis Health Management (South) Limited;
 
 r.  Fortis Health Management (West) Limited;
 
 s.  Fortis Health Management Limited;
 
 t.  Fortis Healthcare (India) Limited;
 
 u.  Fortis Healthcare Global Pte Ltd.;
 
 v.  Fortis Healthcare Holdings Limited;
 
 w.  Fortis Healthcare India Holdings Pte Ltd.;
 
 x.  Fortis Healthcare International Limited;
 
 y.  Fortis Healthcare International Pte Limited;
 
 z.  Fortis Hospital Management Limited;
 
 aa.  Fortis Hospitals Limited;
 
 bb.  Fortis Hospotel Limited;
 
 cc.  Fortis Malar Hospitals Limited;
 
 dd.  International Hospital Limited;
 
 ee.  Kanishka Healthcare Limited;
 
 ff.  Lalitha Healthcare Private Limited;
 
 gg.  Malar Stars Medicare Limited;
 
 hh.  Malav Holdings Private Limited;
 
 ii.  RHC Holding Private Limited;
 
 jj.  RHC Holding Pte Ltd.;
 
 kk.  Shivi Holdings Private Limited;
 
 II.  Super Religare Laboratories Limited.  
 
 DEPOSITS
 
 During the year under review, your Company has not accepted any
 deposits under Section 58A of the Companies Act, 1956 read with the
 Company (Acceptance of Deposits) Rules, 1975.
 
 DIRECTORS
 
 During the year under review, Mr. Bhavdeep Singh resigned from the
 Directorship and Chairmanship of the Company w.e.f January 10, 2011.
 The Board wishes to place its sincere appreciation for the valuable
 services and support rendered by him during his tenure as a Chairman
 and Director of the Company.
 
 Further, in terms of nomination received from International Hospital
 Limited, the holding company, Dr. Lloyd Nazareth has been appointed as
 an Additional Director of the Company w.e.f. January 28, 2011. Pursuant
 to the provisions of Section 260 of the Companies Act, 1956, Dr. Lloyd
 Nazareth holds the office upto the date of the ensuing Annual General
 Meeting and is eligible for appointment as Director of the Company in
 terms of Section 257 of the Companies Act,1956.
 
 In accordance with the provisions of the Companies Act, 1956 and
 Articles of Association of the Company, Mr. Ramesh L. Adige and Mr. P.
 Murari shall retire by rotation as Directors at the ensuing Annual
 General Meeting and being eligible, they have offered themselves for
 re-appointment.
 
 STATUTORY AUDITORS / AUDITORS REPORT
 
 M/s. K. Gopalan & Co, Chartered Accountants, the retiring Auditors have
 expressed their unwillingness to be appointed as Statutory Auditors of
 the Company after the conclusion of the ensuing Annual General Meeting
 on account of their preoccupations.
 
 Accordingly, it is proposed to appoint M/s. S.R. Batliboi & Co, (Firm
 Registration No.324982E) Chartered Accountants, who, on being
 approached, have consented to act as Auditors of the Company and from
 whom a certificate has been received to the effect that their
 appointment, if made, will be within the limits prescribed under the
 provisions of section 224 (IB) of the Companies Act, 1956, in place of
 M/s. K. Gopalan&Co, Chartered Accountants, to hold office until
 conclusion of the nextAnnual General Meeting at a remuneration to be
 fixed by the Board.
 
 The Auditors have, in their Report to the Shareholders on the Financial
 Statements of the Company, made the following comments:
 
 ix) (a.) Except the Service tax covered in the Note 12of Schedule 15,
 undisputed statutory dues including provident fund, Income Tax, Cess
 and other material statutory dues have generally been regularly
 deposited during the period with the appropriate authorities. The
 Company has not fully remitted the service tax for the payments
 received. The arrears of service tax outstanding for more than six
 months as at the last day of financial year is%10.96 lacs.
 
 The Company has been claiming service tax on dues from M/s. Star Health
 and Allied Insurance Co. Ltd. (TPA) under TNCM insurance scheme. There
 have been disputes on the quantum and applicability of service tax for
 Government Scheme patients.  The management is in discussion with TPA
 and an amicable settlement is expected soon, otherwise the entire
 Service Tax dues will be paid within a weeks time.
 
 VOLUNTARY DELISTING OF SHARES
 
 The Madras Stock Exchange Limited (MSE), Chennai, vide its Letter dated
 November 18, 2010, approved the voluntary delisting application pending
 with it for a long time. The Companys Equity Shares shall continue to
 be listed on Bombay Stock Exchange Limited (BSE) which has nation wide
 trading terminals.
 
 DEMATERIALISATION OF SHARES
 
 Your Company has entered into agreements with the National Securities
 Depository Limited (NSDL) and Central Depository Services (India)
 Limited (CDSL) for dematerialization of the shares of the Company.
 Accordingly, the shares of your Company are available for
 dematerialization and can be traded in Dematform.
 
 REPORT ON CORPORATE GOVERNANCE
 
 Your Company continues to strive towards highest standards of Corporate
 Governance while interacting with all the stakeholders.
 
 The Report of Board of Directors of the Company on Corporate Governance
 is given in separate section titled Report on Corporate Governance
 which forms part of this Annual Report.
 
 MANAGEMENT DISCUSSION & ANALYSIS
 
 A detailed review of operations, performance and future outlook of the
 Company is given separately under the head Management Discussion and
 Analysis and forms a part of this report.
 
 DISCLOSURES UNDERSECTION 217 0F THE COMPANIES ACT, 1956
 
 Except, as disclosed elsewhere in the Report, there have been no
 material changes and commitments, which can affect the financial
 position of the Company between the end of the financial year and the
 date of report.
 
 As required under Section 217(2) of the Companies Act, 1956, the Board
 of Directors informs the shareholders that during the period under
 review, no changes have occurred in the nature of the Companys
 business or in the business of the Companys subsidiary or in the
 nature of the business carried on by them and generally in the classes
 of business in which the Company has an interest.
 
 Information in accordance with the provisions of section 217 (2A) of
 the Companies Act, 1956, read with Companies (Particulars of Employees)
 Rules, 1975, as amended, regarding employees is annexed to 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 Share holders
 excluding this Annexure. Any shareholder interested in obtaining such
 information may write to the Company Secretary at the Registered Office
 of the Company.
 
 DIRECTORSRESPONSIBILITY STATEMENT
 
 As required under section 217(2 AA) of the Companies Act, 1956 the
 Directors hereby confirm that:
 
 1.  in the preparation of the Annual Accounts, the applicable
 Accounting Standards had been followed along with proper explanation
 relating to material departures;
 
 2.  appropriate accounting policies have been selected and applied
 consistently and the judgments and estimates made are reasonable and
 prudent so as to give a true and fair view of the state of affairs of
 the Company as at 31st March 2011 and of the Profit or Loss of the
 Company for the period ended on that date;
 
 3.  proper and sufficient care has been taken 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;
 
 4.  the annual accounts have been prepared on a going concern basis.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS/OUTGO:
 
 The particulars as 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, are set in the Annexure
 included in this Report.
 
 ACKNOWLEDGEMENTS
 
 Your Company is grateful for the co-operation and assistance extended
 by various Banks and the Government of Tamil Nadu. The Board also
 wishes to place on record its appreciation of the dedicated services of
 our consultants, employees and other members of the hospital. The Board
 also places on record its Sincere appreciation to the Shareholders for
 their continued faith in the management of the Company.
 
                          For and on behalf of the Board of Directors
 
                              Krish Ramesh         Dr. Lloyd Nazareth
 
                              (WholeTimeDirector)  (Director)
 
 Place : Chennai 
 Date  : 16th May, 2011
Source : Dion Global Solutions Limited
Quick Links for fortismalarhospitals
Explore Moneycontrol
Stocks     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z | Others
Mutual Funds     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z
Copyright © e-Eighteen.com Ltd. All rights reserved. Reproduction of news articles, photos, videos or any other content in whole or in part in any form or medium without express written permission of moneycontrol.com is prohibited.