46

MEDICAL DEPARTMENTS

Anaesthesiology

Allergy and Immunology

AHC

Critical Care

Cardiology

Non Invasive Cardiology

CTVS

Dental / Maxillo-facial

Dermatology

Diabetology

Endocrinology & Diabetology

ENT

Emergency

Institute of Gastro Science

GI & Transplant Surgery

General Surgery

Haematology & Haemato-oncology

Medicine

Microbiology Lab

Neurology

Neurosurgery

Nephrology

Nuclear Medicine

Obstetrics & Gynaecology

Uro Gynaecology

Oncology (Clinical)

Oncology (Medical)

Oncology (Radiation)

Onco surgery

Ophthalmology

Orthopaedics

Paediatrics

Paediatric Endocrinology

Paediatric Nephrology

Paediatric Neurology

Paediatric Surgery

Pathology

Plastic Surgery

Physical Medicine

Pulmonology

Psychiatry

Radiology

Spine Surgery

Transfusion Medicine


189
CRITICAL CARE BEDS

20
EMERGECNY BEDS

14
OPERATION THEATRES

700
TERTIARY CARE BEDS

9
CENTRES OF EXCELLENCE

• Cardiac Sciences • Oncology • Critical Care • Orthopedics • Transplant
• Emergency • Gastro Sciences • NeuroSciences • Preventive Medicine

FULL-TIME DOCTORS

(Including RMO, MOICs, Registrars and DNB Trainees)


362
JMS

35
JUNIOR CONSULTANT

27
ASSOCIATE CONSULTANT

188
SUPER-SPECIALITY CONSULTANTS

1254
NURSING & PARAMEDIC STAFF

27
ADMINISTRATIVE PERSONNEL

7
SOCIAL & CSR
PROJECTS

At the Heart of Healing

Located on the arterial Eastern Metropolitan Bypass, Apollo Gleneagles Hospital has been the heart of the city’s healthcare for Thirty years. Today it serves over 4.5 Lakh patients from the city and its surrounding, as well as several neighbouring states and countries. Consistently rated the No. 1 hospital of Kolkata, Apollo Gleneagles is reputed for its sophisticated medical facilities as well as the quality of healing care.

Corporate Information

BOARD OF DIRECTORS

Chairman Dr. Prathap C Reddy
Directors Ms. Preetha Reddy
Ms. Suneeta Reddy
Mr. Deepak Vaidya
Mr. Sudhir Jalan
Dr. Lim Suet Wun
Dr. Ajay Bakshi
Mr. Ricardo Villanueva
Mr. Shankar Dey
Company Secretary Mr. Ashish Mishra
Chief Executive Officer Mr. Rana Dasgupta
Chief Financial Officer Mr. Saibal Mukherjee
Auditors Deloitte Haskins & Sells LLP
Chartered Accountants
Bengal Intelligent Park, Building ‘Alpha’, 1st Floor, Block- EP&GP
Sector-V, Salt Lake Electronics Complex
Kolkata- 700 091
Registrar & Share Transfer Agent Maheshwari Datamatics Pvt. Ltd.
23, R. N. Mukherjee Road, 5th Floor
Kolkata – 700 001
Bankers HSBC Bank
Indian Bank
Kotak Mahindra Bank
Axis Bank
Registered Office 58, Canal Circular Road
Kolkata – 700 054

Looking Deeper Curing Better

Over the last thirty years the body of medical knowledge has expanded rapidly to look deeper and cure better. The parallel developments of medical knowledge, information technology and digital automation come together seamlessly at Apollo Gleneagles Hospital for the benefit of patients.

Forefront of Technology

128 PET/CT Scanning System

The first 128 slice Ingenuity CT with 3rd generation time-of-flight (TOF) technology in India, it offers exceptional image quality at 50% less radiation allowing half dose imaging

Dual Head SPECT Gamma Camera

It delivers functional information from cellular and molecular level (unlike X-ray, Ultrasound, CT & MRI) providing image quality previously unseen across the full energy spectrum

The 64 Slice Computed Tomography

An advanced imaging system that scans your body from head to toe, in less than one minute. It helps accurately identify any abnormality.

Latest MRI Machines

Radio Frequency Ablation for gastrointestinal malignancies.

OCT Machine

Optical coherence tomography (OCT) is a non-invasive imaging test using light waves to take cross-section pictures of the retina. With OCT, your ophthalmologist can see each of the retina’s distinctive layers

Robotic Surgery System

Fast evolving robotic and digital technology ensure greater surgical precision, increased range of motion, improved dexterity, enhanced visualization and improved access in cancer and other treatments

Novalis Tx

A high-tech radiation delivery system and a set of sophisticated image guidance and motion management tools to deliver treatment beams anywhere in the body from virtually any angle for Radiosurgery & Radiotherapy

The Holmium Laser (HoLEP)

A new age technology to treat enlarged prostate of any size. It is an effective and less invasive alternative to older, more traditional methods of removing prostate obstructions

Telemedicine Services

It helps doctors & patients access super specialists and consultants without any delay. Apart from being cost effective, it is useful for effective monitoring of patients. Apollo is the single largest telemedicine solution provider in Eastern India.

We Listen Closely to Our Patients

The quest for excellence comes from listening to our patients, constant reevaluation of our services and reinvention of our facilities. Protocols are built, taken apart and built again to ensure global benchmarks in clinical excellence. Institutes of Excellence in various arms of medicine, enable focused superspeciality development and treatment, and have enabled Apollo Gleneagles to emerge as undisputed leaders in various super speciality areas.

Facets of Care

  • • Medical Consultation
  • • Quality Nursing
  • • Emergency Treatment
  • • Support Services
  • • Courteous Behaviour
  • • Efficient Systems
  • • Visitor Comfort
  • • Community Care
  • • 24 x 7 Ambulance Service
1 Heart Institute:
Comprehensive cardiac care for Angiography and Angioplasty, Valve treatments, Cardiac Electrophysiology, Bypass Surgery, Pacemaker Implantation, Cardiothoracic and Vascular surgery to save the heart and lives.
2 Institute of Gastro-sciences:
Complete clinical and surgical gastroenterology, including endoscopy, capsule endoscopy and double balloon enteroscopy, manometry and 24 hour pH monitoring for the treatment of stomach, intestines, pancreatic and liver diseases.
3 Institute of Neurosciences:
Sophisticated treatments ranging from genetic, chronic and aging neurological problems to stroke and trauma by neurologists, neurosurgeons, neuropsychologists and psychiatrists.
4 Transplant Institute:
Complex transplantation procedures services for liver and kidney, the body’s waste cleaners, backed by precise radiology, immunology, transplant histopathology and microbiology. Approval for heart transplants has also been received
5 Institute of Orthopaedics:
The latest orthopaedic treatment and techniques ranging from joint replacement and spinal surgery to arthroscopy and sports medicine. A multidisciplinary pain management program is an associated speciality.
6 Cancer Institute:
Multidisciplinary treatment for various types of cancer with services ranging from screening and diagnosis to palliative care and rehabilitation. Procedures include surgery, radiation and chemotherapy as well as bone marrow transplants.
7 Children Development Centre:
Full range of paediatric sub-specialities including treatment of special needs such as Autism, Dyslexia, and EBDs (Emotional, Behavioral and Development problems). The Hospital also has Level III Pediatric ICU and Neo Natal ICU.

We Solemnly Believe in...

uncompromising treatment for patients, courtesy towards their friends and family, and sensitivity to the human situation which are the cornerstones of successful healthcare.

Chairman’s Message

Dr. Prathap C. Reddy Chairman,
Apollo Gleneagles Hospitals Ltd.

Our mission is to bring healthcare of International standards within the reach of every individual. We are committed to the achievement and maintenance of excellence in education, research and healthcare for the benefit of humanity.

Dr. Prathap C. Reddy was conferred with the prestigious Lions Humanitarian Award by Lions Club International Foundation for his exemplary humanitarian efforts on 30th July, 2017.

Inspired Healing...

uncompromising Our team of over 7000 doctors give our patients the best of modern healthcare to ensure they stay healthy, always. We value our patients’ time and understand that they want the best of Apollo at their convenience to help them stay on top of their health.

CEO’s Message

Mr. Rana Dasgupta
Chief Executive Officer Apollo Gleneagles Hospitals Ltd.

Although the Apollo Gleneagles Hospital was officially established in 2002, the foundation of what is today Kolkata’s premier healthcare facility was laid 30 years ago. Initially it was a small 150 bed medicare centre set amidst lush greenery on the city outskirts – a far cry from the bustling 700 bed, super-speciality hospital as it is now known . Initially the hospital was set up in philanthropic spirit. Subsequently Parkway Group of Singapore and Apollo Hospitals were brought in and the hospital was renamed as Apollo Gleneagles Hospitals. The joining of hands between Apollo and Parkway began a remarkable transformation in Kolkata’s medical history. Apollo and Gleneagles’ command of sophisticated medical technology, systems and protocols resulted in a quantum leap in the quality of care. Sophisticated diagnostic equipments were introduced to upgrade treatment in super-specialities such as oncology, neurology, cardiology and urology. Robotic surgery was introduced in 2011. The number of beds steadily increased with day-care and child-care facilities being introduced. The best doctors and surgeons joined the hospital to lend skill to sophistication. The result is very visible. Apollo Gleneagles is consistently ranked the No. 1 hospital in Kolkata for the last many years. Patients flock here not only from across Bengal but from neighbouring states and countries. Outreach programs enable medical services to reach remote areas. This year Apollo Gleneagles Hospital, Kolkata, celebrates its 30th foundation day. Despite the long journey through the pages of medical history we remain dedicated to the foundation of social welfare on which our edifice is built. Even as we seek to capture new heights, we reaffirm our commitment to serve people and society with humility, humanity and selflessness.

In The News

Next Level Medicare

In September 2017, the Cardiology team in the hospital successfully treated a Pediatric patient presenting with features of Acute MI. An 11 year old boy, was admitted at Apollo Gleneagles Hospitals, Kolkata with chest pain, sweating and severe respiratory distress on 03.09.2017. He underwent angiography followed by thrombosuction from the right coronary artery under Dr P C Mondal, Consultant, Cardiologist.

October 2017 saw the launch of the ‘Healthy Heart’ Program, Eastern India’s first heart disease prevention and reversal program. Post World Heart Day, observed on September 29, the program is tailored to help people prone to heart diseases and patients already suffering from heart ailments to arrest and reverse the progress of the disease.

November 14th birthday of Jawaharlal Nehru observed as Children’s Day is also designated by IDF as World Diabetes Day as it’s also the birth anniversary of Banting, discoverer of insulin in 1922. On the occasion of Children’s Day and World Diabetes Day more than 100 juvenile diabetic patients and their parents were invited to share their journey while coping up with the disease and related health problems.

In a bizarre incident, a college professor swallowed a half razor blade while munching puffed rice. Luckily, before the blade could do major damage to her intestine, she was immediately rushed to Apollo Gleneagles Hospitals. In a rare procedure using the state of the art technology, the team of doctors at the Institute of Gastrosciences lead by the Director, Dr M K Goenka, used overtube endoscopy which is a flexible endoscope having a foreign body protector hood or a tube over the endoscope to protect the food pipe from being cut by the sharp edges of the blade to remove the razor blade.

A 40 year old male patient was admitted through emergency in the midnight of February 20, 2018 for further evaluation and management with alleged history of bullet injury to left chest (back). After proper evaluation and investigations, repair of traumatic injury of inferior vena cava was done by Dr. A. N. Ghosh.

Starting from successfully treating and sending home two critically injured children with head injury and multiple other injuries following an accident in a children’s amusement park to treating a polytrauma patient following a paragliding accident in Sikkim, treating Empty Sella Syndromes and Successful management of a complicated Aortic Aneurysm, the month of April 2018 was an eventful month from the Clinical Innovations perspective. It also saw the use of Pediatric ECMO in treating a patient of Mycoplasma pneumonia infection.

Reaching a Helping Hand

Apollo Gleneagles Hospitals, Kolkata has always strongly believed in social initiatives that help transcend barriers between rich and poor, urban and rural. A lead participant in all Apollo social initiatives, it has started several impactful programmes in Eastern India.

  • Preventive health care education
  • Sanitizing of Public Places
  • Promoting education, infrastructural support to schools, providing scholarships
  • Ensuring environmental sustainability
  • Rural development projects
  • Trusts
  • Billion Hearts Beating campaign: A nationwide programme that has awakened India to heart healthiness
  • Free Health Camps: A monthly check-up camp for pregnant women for the health and safety

The Thirtieth Year

  • Corporate Health Fair with 69 activities across corporates over 90 days
  • Medical Partners to FIFA Junior World Cup
  • Student Health Awareness initiatives in various schools
  • Outsmart Cancer Campaign
  • Reaching out to neighbouring states of Jharkhand and North East through Camps, CMEs
  • Increased presence in International arena - Sylhet in Bangladesh and Myanmar
  • Focus on health awareness and disease prevention through television, neighbourhood programmes and community connect

Heart Matters

  • Launch of the Healthy Heart Programme, a unique personalized Cardiac Health Management Program that helps to prevent the onset of heart disease and empowers individuals to better manage their heart condition.

Exellence Recognised

the “Neilson-The Week Survey”. The hospital was ranked as 15th in India and the Best Hospital in Eastern India in the i3RC-Times All India Hospital Ranking Survey.

1 SUCCESSFUL COMPLETION OF 4TH RE-ACCREDITATION-JOINT COMMISSION INTERNATIONAL ACCREDITATION: AS PER THE 6TH EDITION STANDARDS. (2009;2012;2015;2018)
2 SUCCESSFUL COMPLETION OF NABL SURVEILLANCE AUDIT FOR LABS IN MAY 2017
3 SUCCESSFUL COMPLETION OF THE FOLLOWING SURVEILLANCE AUDITS - ISO 22000 FOR FOOD SAFETY MANAGEMENT; ISO 14001 (ENVIRONMENT MANAGEMENT SYSTEM); ISO 50001 (ENERGY MANAGEMENT); ISO 27001 (INFORMATION SECURITY MANAGEMENT); ISO 22301 ( BUSINESS CONTINUITY MANAGEMENT SYSTEMS)

Notice to the Shareholders

NOTICE is hereby given that the 30th (Thirty) Annual General Meeting of Apollo Gleneagles Hospital Limited will be held on Tuesday, the 25th day of September, 2018 at 11:00 A.M. at the Registered Office of the Company at 58, Canal Circular Road, Kolkata – 700 054 to transact the following businesses :

Ordinary Business:
1. To receive, consider and adopt the Financial Statements of the Company including Audited Balance Sheet as at 31st March, 2018 and the Audited Profit & Loss Account and the Cash Flow Statement for the year ended on that date together with Report of Directors’ and Auditors’ thereon.
2. To appoint a Director in place of Dr. Prathap Chandra Reddy ( DIN 00003654), who retires by rotation and being eligible, offers himself for re-appointment.
3. To appoint a Director in place of Ms. Preetha Reddy (DIN 00001871),, who retires by rotation and being eligible, offers herself for re-appointment.

4. To ratify the appointment of Statutory Auditors and to fix their remuneration in accordance with amended section 139 of Companies Act 2013 and in this respect to pass with or without modification the following resolution as an Ordinary resolution :
“ RESOLVED THAT pursuant to Section 139 of the Companies Act, 2013 and Rule 3(7) of The Companies ( Audit and Auditors) Rules, 2014 as amended by the Companies (Amendment) Act, 2017 effective from 7th May, 2018 and all other applicable provisions of the Act (including any Statutory modifications or re-enactment thereof for the time being in force), the existing terms of appointment of Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration No. 117366W/W-100018), Statutory Auditors of the Company be and is hereby modified to the extent that their appointment shall not be subjected to ratification by the Shareholders in the Annual General meeting for remaining duration of their terms of appointment and the Board be and is hereby authorized to fix the remuneration, if any, to be paid to the Auditors in each of the financial years on the recommendation of the Audit Committee.”

Special Business:
5. Appointment of Mr. Ricardo Villanueva as a nominee director
To consider and if thought fit, to pass with or without modification, if any, the following resolution as an Ordinary Resolution:
RESOLVED THAT pursuant to Section 149 and 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Ricardo Villanueva (holding DIN 07582887), be and is hereby appointed as a Nominee Director of the Company and shall be liable to retire by rotation.
FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorized to do all acts, deeds and matters and also to take all such steps as may be necessary, proper or expedient to give effect to the above.”

6. Appointment of Dr. Ajay Bakshi as a Nominee Director To consider and if thought fit, to pass with or without modification, if any, the following resolution as an Ordinary Resolution:- “ RESOLVED THAT pursuant to Section 149 and 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Dr. Ajay Bakshi (holding DIN 05254187), be and is hereby appointed as a Nominee Director of the Company and shall be liable to retire by rotation.
FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorized to do all acts, deeds and matters and also to take all such steps as may be necessary, proper or expedient to give effect to the above.”

7. Re- Appointment of Mr. Rana Dasgupta as Manager To consider and, if thought fit, to pass with or without modification, the following resolution as a Special Resolution –
RESOLVED THAT in accordance with the provisions of sections 196, 197, 198 (read with Schedule V), 203 and all other applicable provisions, if any, of the Companies Act, 2013 and Rule 7(2) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 and all other applicable rules made there under and subject to any other approvals as may be necessary, the Company hereby approves the re-appointment of Mr. Rana Dasgupta as Manager (designated CEO & KMP) of the Company for a period of 1 (One) year w. e. f. 6th April, 2018 till 5th April, 2019 upon such terms and conditions and such remuneration and perquisites as set out in the Explanatory Statement annexed to the notice convening the Annual General Meeting of the Company, with liberty to the Board to alter and / or vary such terms and conditions including remuneration as may be agreed to by the Board of Directors of the Company and Mr. Rana Dasgupta and permissible under the Act and Rules made thereunder.
FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorized to do all acts, deeds and matters and also to take all such steps as may be necessary, proper or expedient to give effect to the above.”

8. Re-appointment of Mr. Deepak Calian Vaidya as an Independent Director
To consider and if through fit, to pass with or without modification( s) the following resolution as a Special Resolution:
RESOLVED THAT pursuant to Section 149(8) and 152 read with Schedule V and other applicable provisions of the Companies Act, 2013, the Companies (Appointment and Qualification of Directors) Rules, 2014, Mr. Deepak Calian Vaidya (DIN: 00337276), be and is hereby re-appointed as an Independent Director of the Company to hold office for 5(five) consecutive years for a term up to 31st March, 2024 and shall not be liable to retire by rotation.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts, deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

9. Approval of Remuneration of Cost Auditors To Consider and if thought fit, to pass with or without modification( s) the following resolution as an Ordinary Resolution:
RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force), Mr. A. N. Raman, Cost Accountant, Chennai (ICAI Registration No. 5359), appointed as the Cost Auditors by the Board of Directors of the Company, to conduct the audit of the cost records of the Company for the financial year 2018-19, be paid the remuneration of Rs. 3,00,000/- plus taxes, if any.
FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorized to do all acts, deeds and matters and also to take all such steps as may be necessary, proper or expedient to give effect to the above.”

NOTES:

1. The Statement pursuant to Section 102 (1) of the Companies Act, 2013 with respect to the special business set out in the Notice is annexed.
2. A member entitled to attend and vote at the meeting is also entitled to appoint one or more proxies to attend and vote instead of himself and a proxy need not be a member of the company.
3. A person can act as proxy for only 50 members and holding in aggregate not more than 10 percent of the total share capital of the company carrying voting rights. Members holding more than 10 percent of the total share capital of the company carrying voting rights may appoint a single person as proxy and such person shall not act as proxy for any other member.
4. Proxies in order to be effective must be received by the Company not less than 48 hours before the commencement of the Meeting. A proxy form is enclosed.
5. The profile of the Directors seeking appointment/re-appointment, as required in terms of Secretarial Standard issued by The Institute of Company Secretaries of India is annexed hereto and forms part of this Notice.
6. There is no un-paid or un-claimed dividend for any of the dividend declared in the earlier years, if any.
7. Members holding shares in physical form are requested to intimate, indicating their respective folio number, the change of their addresses, the change of Bank Accounts etc. to either at the Company’s Registered Office or to M/s. Maheshwari Datamatics Pvt. Ltd. 23, R.N. Mukherjee Road, 5th Floor, Kolkata – 700 001, the Registrar and Share Transfer Agents of the Company, while members holding shares in electronic form may write to their respective Depository Participant for immediate updation.

8. Members holding shares in physical form are advised to file nominations in respect of their shareholding in the Company, if not already registered and to submit the same to Registrar and Share Transfer Agent.
9. Corporate members intending to send their authorized representatives to attend the Meeting are requested to send to the Company a certified true copy of the Board Resolution authorizing their representative to attend and vote on their behalf at the Meeting.
10. Members/proxies should bring the duly filled Attendance Slip enclosed herewith to attend the meeting. The Proxy shall carry his/her/their Identity proof for attending the meeting to proof his/her/their credentials in terms of the Secretarial Standards.
11. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote.
12. Notice of the AGM along with attendance slip and proxy form is being sent to all the members whose e-mail IDs are registered with the Company / Depository Participant( s). For members who request for a hard copy and for those who have not registered their email address, physical copies of the same are being sent through the permitted mode.
13. Relevant documents referred to in this Notice are open for inspection by the members at the Registered Office of the Company on all working days, except Saturdays, during business hours and also at the AGM in physical mode.

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Annexure as referred to in the notes of the notice

Item No. 5 The Board of Directors of the Company in its meeting held on 16th November, 2017 has appointed Mr. Ricardo Villanueva as a Nominee Director of the Company.
The Board of Directors accordingly recommends the resolution set out in Item No. 5 of the accompanying notice for the approval of the members.
No Director is in any way financially or otherwise concerned or interested in the said resolution.

Item No. 6 The Board of Directors of the Company in its meeting held on 8th May, 2018 has appointed Dr. Ajay Bakshi as a Nominee Director of the Company.
The Board of Directors accordingly recommends the resolution set out in Item No. 6 of the accompanying notice for the approval of the members.
No Director is in any way financially or otherwise concerned or interested in the said resolution.

Item No. 7 Mr. Rana Dasgupta has over a decade of experience in the healthcare sector and serving as a General Manager Operations. Thus, in view of his vast experience in the field and long association with the Company, the Board in its meeting held on 7th February, 2018 had re-appointed him as Manager (designated as CEO & KMP) of the Company for a further period of 1 (One) year w.e.f. 6thApril, 2018, subject to approval of the shareholders in the General Meeting of the Company, on the terms and conditions as recommended by the Nomination and Remuneration Committee and as set out below –

1 Tenure 1 (One) years from 6thApril, 2018 to 5th April, 2019
2 Other Terms & Benefits As per rules of the Company

The Information as required under Part II of Schedule V is given below:

I. GENERAL INFORMATION:
1 Nature of Industry Medical Services
2 Date or expected date of commencement of commercial production Not Applicable (The Company is an existing Company)
3 In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus Not Applicable
4 Financial performance based on given indicators
Particulars 2017-18 2016-17
Total Revenue 5380.26 6473.64
Profit After Tax (151.10) 322.78
5 Foreign investments or collaborators, if any. Yes, 50:50 Joint Venture with Gleneagles Development Pte. Ltd. (Singapore).
II. INFORMATION ABOUT THE MANAGER:
1 Background details Mr. Rana Dasgupta was appointed as Chief Executive Officer – Apollo Gleneagles Hospital Ltd., w.e.f. 2nd January 2017. Mr. Dasgupta holds a Master Degree in Hotel Management from Institute of Hotel Management-Calcutta. Mr. Dasgupta possess more than 36 years of experience in hospitality and healthcare industry which includes names like Taj Group of Hotels; Woodlands Hospitals; Wockhardt Hospitals and Speciality Restaurants Pvt. Ltd.
2 Past remuneration
Financial Years Amount
2017-18 5.87
2016-17 7.14
2015-16 5.13
3 Pecuniary relationship directly or indirectly with the Company, or relationship with the managerial personnel, if any Mr. Rana Dasgupta has no pecuniary relationship directly or indirectly with the Company except remuneration as a Manager from the Company.
III. OTHER INFORMATION:
1 Reasons of loss or inadequate profits Increased cost of maintenance and decline in occupancy.
2 Steps taken or proposed to be taken for improvement The Company has undertaken several measures for increase in occupancy and cost reduction.
3 Expected increase in productivity and profits in measurable terms Not ascertainable but trying for positive profitability.

Additional information under Rule 7(2) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014

1 Any Default in re-payment of any of its debts/ debentures / interest payable thereon, preference shares and dividend on preference shares for continuous period of 30 days in the proceeding financial year Company has not made any default.
2 Filing of Balance Sheet & Annual Returns The Company has not defaulted in filing
3 Justification of payment of Remuneration beyond limits as specified in Section II, Part II of Schedule V of the Act NA
convening the meeting in the interest of the Company.
Except Mr. Rana Dasgupta, no other Director, other Key Managerial Personnel and their relatives, of the Company, are in any way interested or concerned in this resolution.
A copy of the appointment letter issued to Mr. Rana Dasgupta is open for inspection by the members at the Registered Office of the Company during Company’s business hours on all working days and also at the AGM in physical mode.

Item No. 8 The present term of appointment of Mr. Deepak Calian Vaidya as an Independent Director would expire on 31st March, 2019 pursuant to the provisions of Section 149 and all other applicable provisions of the Companies Act, 2013 and the rules made thereunder.
The Board at its meeting held on 1st August, 2018, in accordance to performance evaluation report and on the recommendation of Nomination and Remuneration Committee has re-appointed Mr. Deepak Calian Vaidya an Independent Director, subject to the approval of members in the ensuing Annual General Meeting of the Company for a further period of 5(five) years commencing from 1st April, 2019.
The Board considers that his continued association would be of immense benefit to the Company and it is desirable to continue to avail services of Mr. Deepak Calian Vaidya an Independent Director. Accordingly, the Board recommends the resolution in relation to re-appointment of Mr. Deepak Calian Vaidya an Independent Director, for approval by the shareholders of the Company up to 31st March, 2024 pursuant to Section 149 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder. Further, he shall not be liable to retire by rotation. Mr. Deepak Calian Vaidya has given his consent to act as an Independent Director of the company and has furnished requisite declaration confirming that he meets the criteria of Independence as laid down in Section 149(6) of the Act and that he is not disqualified to be re-appointed under Section 164 of the Act.
The Company has received notice in writing from a member of the Company under Section 160 of the Act proposing the candidature of Mr. Deepak Calian Vaidya for the office of Independent Directors’ of the Company.
In the opinion of the Board, Mr. Deepak Calian Vaidya is independent of the management and fulfils the conditions specified in the Companies Act, 2013 and rules made thereunder and Securities Exchange Board of India (Listing Obligations and Disclosure Requirements), 2015 for his re-appointment as an Independent Director.
A brief detail of Mr. Deepak Calian Vaidya is given in table below.
Except Mr. Deepak Calian Vaidya, no Director, Key Managerial Personnel of your Company and their relatives, are in any way, financially or otherwise, directly or indirectly interested or concerned in the resolution.
The Board recommends adoption of the resolution set out in the notice convening the meeting in the interest of the Company.
Copy of draft letter of appointment setting out the terms of his re-appointment is open for inspection at the Registered Office of the Company by any members during business hours in all working days till the conclusion of the ensuing Annual General Meeting.

Item No. 9 The Board, on the recommendation of the Audit Committee, has approved the appointment of Mr. A. N. Raman, Cost Accountants, Chennai (ICWA Registration No.5359) as the Cost Auditors, to conduct the audit of the cost records of the Company for the financial year 2018-19 at a remuneration of Rs. 3,00,000/- plus taxes, if any as applicable, for the year as his Audit fees.
In accordance with the provisions of Section 148 of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors needs to be ratified by the shareholders of the Company in the general meeting. The Board recommends adoption of the resolution set out in the notice convening the meeting in the interest of the Company for ratification of the remuneration payable to the Cost Auditors for the financial year ending March 31, 2019.
None of the Directors of the Company or any key managerial personnel or their relatives are in any way, financially or otherwise, concerned or interested in the said resolution.

Annexure to Notice of AGM

Details of the Directors seeking appointment/ re-appointment in forthcoming Annual General Meeting

[In pursuance to Secretarial Standard II issued by the Institute of Company Secretaries of India]

Name Mr. Ricardo Villanueva Dr. Ajay Bakshi Mr. Deepak Calian Vaidya Dr. Prathap Chandra Reddy Ms. Preetha Reddy
Date of Birth & Age 07/-7/1967
51 Years
25/11/1968
50 Years
09/01/1945
73 Years
05/02/1932
86 Years
28/10/1957
61 Years
Date of first appointment on the Board 06/11/2017 08/05/2018 20/09/2006 26/08/2002 26/08/2002
Remuneration sought to be paid Nil Nil Nil Nil Nil
Remuneration last drawn Nil Nil Nil Nil Nil
Terms and conditions of appointment or re-appointment Nominee Director and liable to retire by rotation Nominee Director and liable to retire by rotation Independent Director appointed for 5 years and not liable to retire by rotation Nominee Director and liable to retire by rotation Nominee Director and liable to retire by rotation
Qualifications Bachelors (Honours) Degree in Economics; MBA MBBS;M.Ch. (Neurosurgery); Graduation from Wharton Management Programme B.Com; Chartered Accountant (England & Wales, UK) M.D, MBBS, FCCP, FICA, FRCS (Hony) is a Cardiologist
Shareholding in the Company Nil Nil Nil Nil Nil
No. of Board Meetings Attended 2 0 3 4 4
Other Companies in which Directorships held Annex – I Annex – II Annex – III Annex – IV Annex – V
Chairman/ Member of the Committee of the Board of other Companies in which he/she is a Director Annex – VI Annex – VII Annex – VIII Annex – IX Annex – X
* Ms. Preetha Reddy holds 100 shares on behalf of Apollo Hospitals Enterprise Limited.

Other Companies in which Directorships

Annexure – I (Mr. Ricardo Villanueva)
Number Name of Corporation Date of appointment
1 Parkway Healthcare India Private Ltd. 05/08/2016
2 Andaman Alliance Healthcare Ltd. 20/10/2017
3 Apollo Gleneagles Pet-CT Pvt. Ltd. 06/11/2017
4 Centre for Digestive and Kidney Diseases (India) Pvt. Ltd. 21/11/2017
Annexure – II (Dr. Ajay Bakshi)
Number Name of Corporation Date of appointment
1 Centre for Digestive And Kidney Diseases (India) Private Limited 02/05/2018
2 Global Clinical Research Services Private Limited 07/05/2018
3 Continental Hospitals Private Limited 02/05/2018
4 Ravindranath GE Medical Associates Private Limited 07/05/2018
5 Apollo Gleneagles Pet-CT Private Limited 08/05/2018
Annexure – III (Mr. Deepak Calian Vaidya)
Number Name of Corporation Date of appointment
1 Centre for Digestive And Kidney Diseases (India) Private Limited 02/05/2018
2 Global Clinical Research Services Private Limited 07/05/2018
3 Continental Hospitals Private Limited 02/05/2018
4 Ravindranath GE Medical Associates Private Limited 07/05/2018
5 Apollo Gleneagles Pet-CT Private Limited 08/05/2018
Annexure – IV (Dr. Prathap Chandra Reddy)
Number Name of Corporation Date of appointment
1 Centre for Digestive And Kidney Diseases (India) Private Limited 02/05/2018
2 Global Clinical Research Services Private Limited 07/05/2018
3 Continental Hospitals Private Limited 02/05/2018
4 Ravindranath GE Medical Associates Private Limited 07/05/2018
5 Apollo Gleneagles Pet-CT Private Limited 08/05/2018
Annexure – V ( Ms. Preetha Reddy)
Number Name of Corporation Date of appointment
1 Centre for Digestive And Kidney Diseases (India) Private Limited 02/05/2018
2 Global Clinical Research Services Private Limited 07/05/2018
3 Continental Hospitals Private Limited 02/05/2018
4 Ravindranath GE Medical Associates Private Limited 07/05/2018
5 Apollo Gleneagles Pet-CT Private Limited 08/05/2018

Chairman/ Member of the Committee of the Board of Companies in which he is a Director

Annexure – VI (Mr. Ricardo Villanueva)
Name of the Company Name of the Committee Chairperson/ Member
Nil Nil Nil
Annexure –VII (Dr. Ajay Bakshi)
Name of the Company Name of the Committee Chairperson/ Member
Nil Nil Nil
Annexure – VIII (Mr. Deepak Calian Vaidya)
Number Name of Corporation Date of appointment
1 Centre for Digestive And Kidney Diseases (India) Private Limited 02/05/2018
2 Global Clinical Research Services Private Limited 07/05/2018
3 Continental Hospitals Private Limited 02/05/2018
4 Ravindranath GE Medical Associates Private Limited 07/05/2018
5 Apollo Gleneagles Pet-CT Private Limited 08/05/2018
Annexure – IX (Dr. Prathap Chandra Reddy)
Number Name of Corporation Date of appointment
1 Centre for Digestive And Kidney Diseases (India) Private Limited 02/05/2018
2 Global Clinical Research Services Private Limited 07/05/2018
3 Continental Hospitals Private Limited 02/05/2018
4 Ravindranath GE Medical Associates Private Limited 07/05/2018
5 Apollo Gleneagles Pet-CT Private Limited 08/05/2018
Annexure – X (Ms. Preetha Reddy)
Number Name of Corporation Date of appointment
1 Centre for Digestive And Kidney Diseases (India) Private Limited 02/05/2018
2 Global Clinical Research Services Private Limited 07/05/2018
3 Continental Hospitals Private Limited 02/05/2018
4 Ravindranath GE Medical Associates Private Limited 07/05/2018
5 Apollo Gleneagles Pet-CT Private Limited 08/05/2018

Directors’ Report

Dear Shareholders,

The Directors have pleasure in presenting the 30th Directors’ Report of the Company along with audited Balance Sheet as at March 31, 2018 and the Profit and Loss Account for the year ended March 31, 2018 together with the Auditors’ Report thereon.

The accounts for the Financial Year ended March 31, 2018 are being prepared in accordance with the Indian Accounting Standards (“IND-AS”). The previous year figures i.e. figures of Financial Year 2016-17 are also re-casted to make it comparable with figures of Financial Year 2017-18. During the year under review, the gross revenue achieved by the company stands at Rs.5380.26 million compared to Rs.6473.64 million in the previous year, registering a drop of 16.89% which was primarily on account of low occupancy and increased in operational expenses.
The company posted a loss of Rs.151.10 million during 2017- 18 as compared to Rs. 322.78 million in 2016-17 which was majorly attributed to capping the prices of implants and stent and discontinuation of certain service line items as per government regulations /instructions.

Dividend
Since the Company has incurred losses during the year, the Directors could not recommend any dividend for the financial year 2017-18.

Issue of Shares
The Company has not issued any shares during the financial year under review.

Reserves
Since the Company has incurred loss during the year it has not transferred any amount to the General Reserve.

Operational Review
For the year under review, the business operation of Company remains as Healthcare provider i.e. Hospital.

Expansion & Modernization
During the Financial Year 2017-18, Apollo Gleneagles Hospital Limited (“AGHL”) has added 50 beds taking its total bed strength to 700 beds. The Hospital also tried to consolidate its resources in light of Government notifications with respect to capping prices of medical implants and consumable which has directlyaffected the revenues and margins.

Material Changes Subsequent to Balance Sheet Date
There are no material changes subsequent to the balance sheet date.

Corporate Social Responsibilities
Over the years, the Company has actively supported various initiatives in the areas of health, education, environment and sanitizations in the region. Now with the introduction of Section 135 of the Companies Act, 2013 Act, , the Company, has constituted a Corporate Social Responsibility (“CSR”) Committee under the Chairmanship of Mr. Deepak Vaidya. The other members of the CSR Committee are Ms. Preetha Reddy, Mr. Sudhir Jalan and Dr. Lim Suet Wun. Report on CSR activities is enclosed as “Annexure-A” to this Report.
The CSR Policy adopted by the Board of Directors is available on the Company’s website. The CSR Committee decided to continue with the existing programme and increase focus on health and education in the years ahead.

Reaching out with care
The Apollo Gleneagles Hospital is dedicated to serve society and Corporate Social Responsibility is a natural extension of its aims. For Apollo Gleneagles Hospital, Kolkata, this CSR orientation finds expression mainly by reaching out medical care to the poor and underprivileged in South Bengal, with special emphasis on cancer. In addition to healthcare initiatives, the hospital also plays a role in serving several charitable and environmental causes.

Apollo Gleneagles Cancer Screening Initiative
Apollo Gleneagles Cancer Screening initiative has become the most trusted CSR activity of eastern region. Apollo Gleneagles Cancer Institute (AGCH), an integral part of Apollo Gleneagles Hospital operates one of the most comprehensive and advanced cancer care centers in India.

Mobile Medical Units
Apollo Gleneagles Hospital started this noble initiative by introducing two state-of-art Mobile Medical Units (MMU) to serve in different areas of West Bengal; this service complements the Company’s mission of advocating Mobile Healthcare as a key solution for access to the Healthcare Delivery System.
The goal of the Mobile Medical Units is to build a foundation that fosters advocacy on behalf of Mobile Healthcare, encourages the design and distribution of medical services. The Company’s resolve is to provide successful Mobile Health service and explore compelling, creative paradigms that expand our horizon for improving healthcare indices of rural West Bengal.

Sanitization of Public Places
In contribution to the “Swachh Bharat Abhiyaan”, Apollo Gleneagles Hospitals has taken the initiative to clean public places like Temples, Church, Old Age Homes and Cultural Grounds. Environmental cleanliness and hygiene are a part of development and cultural refinement. This unique initiative is taken to create awareness on ground by being a role-model in this important activity. The Hospital has identified 4 areas in Kolkata which it undertook to clean once a month. These areas include Kalighat Temple, Carmelite Church Chapel, Nabaneer Old Age Home, Milan Mela Ground.

“CanHOPE”- online Cancer counseling on line services
CanHOPE, a non-profit cancer counseling & support service and hotline, is an initiative by Apollo Gleneagles Cancer Hospital, Kolkata (India) & Parkway Cancer Centre Singapore. It is a resource for information about cancer and its available screening and treatments for both patients and the general public.
CanHOPE is manned by an experienced, knowledgeable and caring support team who has access to comprehensive information from reputable sources on a wide range of topics related to cancer, including treatment options.

Research, Development & Training
The Training Programme of Apollo Gleneagles Hospitals, Kolkata has become holistic and structured. Apollo Gleneagles Hospitals considers training to be a retention tool rather than cost. Adaptation and updating of new procedures, techniques is the fundamental requirement in Medical, Paramedical and all related clinical areas as it provides proper and time based prevention, care, diagnosis, and control of any disorders.
Apollo Gleneagles Hospitals, Kolkata organizes Specialty Training Program for almost every Paramedical department by the WB State Medical Faculty. Training calendar is circulated with detailed training schedule to each HOD round the year. The HR department also conducted “DEFERO-HR Communication and Departmental Meet” where upcoming training programme, policies and procedures are communicated to each department. Here, employees are also welcome to provide their suggestions and feedback on the hospital activities.
There has been a focused approach to training and the Company ensures a consistent growth in the training hours for each employee.
The company conducted 28 Clinical Trials during last year.

Prospects / Business Outlook
The Board is confident about the performance of the hospital for the year 2018-19. Having added facilities and capacity, it is expected that the demands for quality healthcare will be met which will improve the overall performance of the Company.

Deposit
The Company has not accepted / invited any Deposit from the public during the year under review.

Directors’ Responsibility Statement
Pursuant to the Directors Responsibility Statement as referred to in section 134(3)(c) and 134(5) of the Companies Act, 2013, the Directors hereby confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) The Directors have 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 loss of the company for that period;

iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) The Directors have prepared the annual accounts on a going concern basis;

v) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Personnel
The particulars and information of the employees under Section 197(12) of the Companies Act, 2013 and Rule 5(2) & 5(3) of Companies (Appointment And Remuneration of Managerial Personnel) Rules, 2014, is not applicable to Company. Particulars of Conservation of Energy, Research & Development, Technology Absorption, Foreign Exchange Earnings and Outgo The Company has no activity relating to Conservation of Energy and Technology Absorption as stipulated under section 134(3)(m) of the Companies Act, 2013 and Rule 8 of Companies (Accounts) Rules, 2014. However the company is making necessary efforts to conserve energy and absorb the latest technology in all its activities.

Company’s Website
The website of the Company viz.www.apollogleneagles.in has been designed to present the Company’s activities on the home page. The site carries a comprehensive database of the Company including the Financial Results of the Company, Director’s & Corporate profile, details of Board Committees, Corporate Policies of the Company.Adoption of Indian Accounting Standards (IND AS)
The Ministry of Corporate Affairs (MCA), vide its notification in the Official Gazette dated February 16, 2015 notified the Indian Accounting Standards (IND AS) applicable to certain classes of companies. IND AS has replaced the existing Indian GAAP prescribed under section 133 of the Companies Act, 2013, read with rule 7 of the Companies (Accounts) Rules, 2014. As mandated by the MCA, IND AS has been adopted as applicable to your Company w.e.f. 1st April, 2016.

Directors and Key Managerial Personnel

i) Appointments & Cessation:
Dr. Ajay Bakshi (DIN:05254187) and Mr. Ricardo Villanueva (DIN: 07582887) were appointed as Nominee Directors of the Company w.e.f. 8th May, 2018 and 6th November, 2017 respectively.
Ms. Tan Hui Ann Sherry (DIN: 07170666) and Mr. Ramesh Krishnan (DIN: 06753052) have resigned w.e.f. 6thNovember, 2017 and 8th May, 2018 respectively. The Board took on record the valuable service rendered by them during their tenure as Directors of the Company.

ii) Retirement by Rotation:
Pursuant to the provisions of Section 152(6) and other applicable provisions, of the Companies Act, 2013 Dr. Prathap Chandra Reddy and Ms. Preetha Reddy, Directors of the Company, would retire by rotation at the ensuing Annual General Meeting and being eligible offered themselves for re-appointment.

iii) Appointment of Whole - time Key Managerial Personnel (KMP):
Pursuant to the provisions of Section 203 and other applicable provisions of the Companies Act, 2013, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and rule 8(5)(iii) of Companies (Accounts) Rules, 2014 the following personnel continued to be Whole-time Key Managerial Personnel of the Company within the meaning of the said section.
a) Mr. Rana Dasgupta – Manager (Chief Executive Officer)
b) Mr. Saibal Mukherjee – Chief Financial Officer.
c) Mr. Ashish Mishra – Company Secretary.
The Directors in their Meeting held on February 7, 2018 has re-appointed of Mr. Rana Dasgupta as the Manager (designated as CEO & KMP) of the Company with effect from April 06, 2018 for a period of 1(one) year on such terms and conditions as recommended by the Nomination and Remuneration Committee.
None of the Directors and Key Managerial Personnel of the Company as mentioned in item nos (i), (ii) &(iii) are disqualified as per section 164(2) of the Companies Act, 2013. The Directors have also made necessary disclosures to the extent as required under provisions of section 184(1) & 149(6) of the Companies Act, 2013, as applicable.

vi) Statement on Declaration by Independent Directors
Declaration was given by Independent Directors, as required under Section 149(6) of the Companies Act, 2013, stating that they meet the criteria of independence.

vii) Policy on Directors appointment & remuneration
Nomination and Remuneration Committee has formulated a policy for appointment of directors, key managerial personnel and other employees along with their remuneration. It has also laid down the criteria for determining the qualifications, positive attributes and independence of directors. This policy is displayed in the website of the Company and can be viewed at www.apollogleneagles.in

Auditors and their Reports

(i) Statutory Auditor:
The present Statutory Auditors, Deloitte Haskins & Sells LLP, Chartered Accountants, holds office upto the conclusion of the Annual General Meeting (AGM)to be held for the financial year 2021-22 subject to ratification in each of the Annual General meeting. With the amendment of Section 139 of the Companies Act, 2013 and Rule 3(7) of The Companies (Audit and Auditors) Rules, 2014 as amended by the Companies (Amendment) Act, 2017 effective from 7thMay, 2018, the ratification of the Auditors in each of the Annual general meeting has been done away with and they would not be subject to ratification during continuation of in the office of the Auditors’ of the Company. Accordingly, requisite modification has been proposed for consideration of the shareholders in the ensuing Annual General Meeting.
The Notes on financial statement referred to in the Auditors’ Report are self-explanatory and do not call for any further comments. The Auditors’ Report does not contain any qualification, reservation, adverse remark or disclaimer.

(ii) Cost Auditor:
Pursuant to section 148 of the Companies Act, 2013, the Board of Directors on recommendation of the Audit Committee had re-appointed Mr. A.N. Raman (Membership No. 5359), Cost Accountants, as the Cost Auditor of the Company for the financial year 2018-19. The Company has received consent and confirmation of eligibility from Mr. A.N. Raman for their appointment as the Cost Auditors of the Company for the year 2018-19.

(iii) Secretarial Auditor:
The Board had appointed Mr. Santosh Kumar Tibrewalla, Practicing Company Secretary, as the Secretarial Auditor of the Company to carry out the Secretarial Audit for the year 2017- 18 under the provisions of section 204 of the Companies Act, 2013. The report of the Secretarial Auditor is enclosed and marked Annexure C to this Directors’ Report, which is self-explanatory and hence do not call for any further explanation.

Audit Committee
As required by the provisions of Section 177 of the Companies Act, 2013, 4 (four) Audit Committee meetings were held during the year: May 24, 2017, August 11, 2017, November 06, 2017 and February 7, 2018.The following table shows the attendance list of the Members of the Committee in the aforesaid Meetings:

Audit Committee Composition for FY 2017-18:
Name of the Members Status in the Board Designation Number of Meetings Attended
Mr. Deepak Vaidya Independent Director Chairman 3
Dr. Lim Suet Wun Nominee Director Member 4
Mr. Sudhir Jalan Independent Director Member 3
Mr. Shankar Dey Independent Director Member 4

Disclosures as per Applicable Act and Secretarial Standard

i) Related Party Transactions:
A statement on all related party transactions were presented to the Audit Committee and the Board on quarterly basis, specifying the nature, value and terms & conditions of the transactions. There have been no materially significant related party transactions with the Company’s Promoters, Directors and others as defined in section 2(76) of the Companies Act, 2013 which may have potential conflict of interest with the Company at large.The required disclosure in form AOC 2 in respect of the transactions as referred in section 188(1) with related parties are given and is enclosed and marked as Annexure D. The necessary disclosures regarding the aforesaid transactions are also given in the notes to accounts.

ii) Number of Board Meetings:
The Company has conducted 4 Board Meetings during the Financial Year 2017-18 on: May 24, 2017, August 11, 2017, November 06, 2017 and February 7, 2018. The following table shows the attendance list of Directors in the above mentioned Board Meetings:

Name of the Director Status in the Board Number of Board Meetings attended
Dr. Prathap C Reddy Nominee Director 4
Dr. Lim Suet Wun Nominee Director 4
Dr. Ajay Bakshi Nominee Director NA
Mr. Ricardo Villanueva Nominee Director 1
Ms. Preetha Reddy Nominee Director 3
Ms. Suneeta Reddy Nominee Director 4
Mr. Deepak C Vaidya Independent Director 3
Mr. Sudhir Jalan Independent Director 3
Mr. Shankar Dey Independent Director 4
Ms. Tan Hui Ann Sherry Nominee Director 2
Mr. Ramesh Krishnan Nominee Director 4

iii) Extracts of Annual Return:
The details forming part of the extract of the Annual Return in MGT – 9 as provided under section 92(3) of the Companies Act, 2013 is enclosed as “Annexure-B”. The aforesaid information is available on the website of the Company at www.apollogleneagles.in.

iv) Risk Analysis:
The Company has in place a mechanism to inform the Board members about the risk assessment and mitigation plans and periodical reviews to ensure that the critical risks are controlled by the executive management.

v) Internal Financial Control:
The Company has in place adequate internal financial control as required under Section 134(5)(e) of the Act and relevant rules made thereunder. During the year such controls were tested with reference to financial statements and no reportable material weakness in the formulation or operations were observed.

vi) Loans, Guarantees and Investments:
The Company has not provided any loan or given guarantee or made investments during the financial year.

vii) Post Balance Sheet events:
There is no material changes in commitments affecting the financial position of the Company occurred since the end of the financial year 2017-18.

viii) Subsidiaries, Associates or Joint Ventures:
The Company does not have any subsidiaries, associates or joint ventures, during the year under review. None of the Companies have become or ceased to be its subsidiaries, associates or joint ventures, during the year under review.

ix) Evaluation of the Board’s Performance:
During the year under review, the Board, in compliance with the Companies Act, 2013 has adopted a formal mechanism for evaluating its performance and as well as that of its Committees and individual Directors, including the Chairman of the Board. The exercise was carried out through a structured evaluation process covering various aspects of the Board’s functioning such as composition of the Board & Committees, experience & competencies, performance of specific duties & obligations, governance issues etc. Separate exercise was carried out to evaluate the performance of individual Directors including the Board, as a whole and the Chairman, who were evaluated on parameters such as their participation, contribution at the meetings and otherwise, independent judgments, safeguarding of minority shareholders interest, etc.
The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

x) Nomination and Remuneration Committee and its Evaluation Policy:
As required by the provisions of Section 178 of the Companies Act, 2013, 3(three) Nomination & Remuneration Committee meetings was held during the F.Y. 2017-18: May 24 2017, November 06, 2017 and 07 February, 2018.The following table shows the composition along with the attendance list of the Members of the Committee in the aforesaid Meetings:

Composition& Attendance:
Name of the Members Status in the Board Designation Number of Meetings Attended
Mr. Deepak Vaidya Independent Director Chairman 3
Mr. Sudhir Jalan Independent Director Member 2
Dr. Prathap C Reddy Nominee Director Member 2
Dr. Lim Suet Wun Nominee Director Member 3

Evaluation Policy:
The Company on recommendation of its Nomination & Remuneration Committee has laid down a Nomination, Remuneration and Evaluation Policy, in compliance with the provisions of the Companies Act, 2013 read with the Rules made therein. This Policy is formulated to provide a framework and set standards in relation to the followings:
a. Criteria for appointment and removal of Directors, Key Managerial Personnel (KMP) and Senior Management Executives of the Company.
b. Remuneration payable to the Directors, KMPs and Senior Management Executives.
c. Evaluation of the performance of the Directors.
d. Criteria for determining qualifications, positive attributes and independence of a Director.

xi) Vigil Mechanism (Whistle Blower Policy):
The Company has formulated a Whistle Blower Policy and employees of the Company are encouraged to escalate to the level of the Audit Committee any issue of concerns impacting and compromising the interest of the Company and its stakeholders in any way. The Company is committed to adhere to the highest possible standards of ethical, moral and legal business conduct and to open communication and to provide necessary safeguards for protection of employees from reprisals or victimization, for whistle blowing in good faith.
Details of establishment of the Vigil Mechanism have been uploaded on the Company’s website.

xii) Cost Records:
The Company has maintained cost records as specified by the Central Government under section 148 (1) of the Companies Act, 2013 and accordingly such accounts and records are maintained.

xiii) Internal Complaint Committee:
The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this Policy. The Policy is gender neutral. During the year under review, no complaints with allegations of sexual harassment were filed.

Industrial Relations
The industrial relations during the year 2017-18 had been cordial. The Directors take on record the dedicated services and significant efforts made by the Officers, Staff and Workers towards the progress of the Company.
Significant & Material Orders passed by the Regulators or Courts or Tribunals impacting the going concern status and Company’s operations in future
There has been no significant & material order passed by regulators / courts / tribunals impacting going concern status and Company’s operations in future.

Acknowledgements
The Directors wish to place on record their grateful appreciation for the excellent support and co-operation received from the stakeholders, Banks, Financial Institutions and Investors, Government Authorities, Reserve Bank of India, Central and State Governments. The Directors also wish to place on record their deep appreciation of the dedication and contributions made by the employees at all levels and Consultant Doctors who through their competence, hard work and support have enabled the Company to achieve better performance and look forward to their continued support in the future as well.

ANNUAL RETURN ON CSR ACTIVITIES
ANNEXURE A

1. A brief outline of the company’s CSR policy, including overview of projects or programs proposed to be undertaken. The CSR Policy of the Company primarily focuses on following areas:
a. Preventive health care education;
b. Sanitizing of Public Places;
c. Promoting education, infrastructural support to schools, providing scholarships;
d. Ensuring environmental sustainability;
e. Rural development projects;
f. Contribution towards recognized trusts;
g. Any other activities as per decision of the CSR Committee.
The details of the policy are available at company’s website: www.apollogleneagles.in

2. The composition of the CSR Committee
CSR Committee of Company comprises of following members:-

Sr. No Name Status in the Board Designation
1 Mr. Deepak Vaidya Independent Director Chairman
2 Mr. Sudhir Jalan Independent Director Member
3 Ms. Preetha Reddy Nominee Director Member
4 Dr. Lim Suet Wun Nominee Director Member

3 Average net profit (Profit Before Tax) of the Company for the last three financial years.The Average Net Profit (Profit Before Tax) for last 3 financial year is Rs.482.2million

4 Prescribed CSR Expenditure (two per cent of the amount as in item 3 above) is Rs.9.6 million. CSR liability due from earlier years: Rs. 4.02 million

5 Details of CSR spent for the financial year
(a) Total amount to be spent for the financial year Rs.13.62 million
(b) Actual amount spend during FY 2017-18 Rs. 3.20 million
(c) Amount unspent, if any, is Rs.10.42 million
(d) Manner in which the amount spent during the financial year is detailed below

Sr. No Particulars Details
1 CSR project or activity identified Mobile Medical Unit
The goal of the Mobile Medical Units is to build a foundation that fosters advocacy on behalf of Mobile Healthcare, encourages the design and distribution of medical services. The Company’s resolve is to provide successful Mobile Health service and explore compelling, creative paradigms that expand our horizon for improving healthcare indices of rural West Bengal.
2 Sector in which the project is covered Healthcare & Charity
3 Projects or programs (1) Local area or other area Local and Other Area
(2) Specify the State and district where projects or Programs was undertaken West Bengal (Kolkata)
Total CSR expenditure incurred is given in table below:
April 2017 to March 2018
Yearly Consumables 0.22
Fuel Consumption 0.25
Salary
Assistant Doctors 0.60
Dr. Sunil Chowdhury 0.68
Salary cost of Other Staff(3) 0.42
Total Salary Cost 1.70
Pathological Test specific for cancer detection
Serum CA 125 / PAP smeare / Serum PSA 1.04
Donation Made Welfare Society of Blind 00
Total Cost 3.20
The members may please note that the total CSR liability for FY 2017-18 of the Rs.13.62 Mio 2017-18 (including liability of earlier years of Rs.4.02 million) but out of the said sum, Rs.10.42 Mio could not be spent in the planned activities. During the fiscal the Charitable trust identified by the company did not revert on the detailed program for which company has earmarked a sum of Rs. 5.00 million. Apart from this the Managing Committee also decided that the funds could be better utilized if the same is spent in phased manner instead of making a sizeable expenditure at a given point of time. The managing Committee is also exploring other social activities in accordance with Schedule VII of the Companies Act by which the public will be most benefited.

ANNEXURE B - MGT-9 EXTRACT OF ANNUAL RETURN

as on the financial year ended on 31st March, 2018. [Pursuant to Section 92(1) of the Companies Act, 2013 and rule 11(1) of the Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS

i. CIN U33112WB1988PLC045223
ii. Registration Date 19th September 1988
iii. Name of the Company Apollo Gleneagles Hospital Limited
iv. Category / Sub-Category of the Company Public Limited
v. Address of the Registered office of the company and contact details 58, Canal Circular Road, Kolkata – 700 054. Ashish Mishra – Company Secretary 9804000275
vi. Whether listed company - Yes/No No
vii. Name, Address and Contact details of Registrar and transfer Agent, if any M/s Maheshwari Datamatics Pvt. Ltd. 23, R.N. Mukherjee, 5th Floor, Kolkata – 700 001. Contact: Mr. Rajgopal, Phone: 033 -22435029

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY.
All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-

Sl No. Name and Description of main products/services NIC Code of the Product/service % to total turnover of the company
1. Hospital /Healthcare 86100 100%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sl. No. Name and Address Of the Company CIN/GLN Holding/ Subsidiary/ Associate % of shares held Applicable Section
Not Applicable

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Share Holding

Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change during the year
Demat Physical Total % of Total Shares Demat Physical Total % of Total Shares
A. Promoters
(1) Indian 20775197 33900000 54675197 49.9995% 20775197 33900000 54675197 49.9995% Nil
a) Individual /HUF 0 500 500 0.0005% 0 500 500 0.0005% Nil
b) Central Govt Nil Nil Nil Nil
c) State Govt(s) Nil Nil Nil Nil
d) Bodies Corp. Nil Nil Nil Nil
e) Banks / Fl Nil Nil Nil Nil
f ) Any Other.... Nil Nil Nil Nil
Sub-total (A) (1):- 20775197 33900500 54675697 50.0000% 20775197 33900000 54675697 50.0000% Nil
(2) Foreign 0 54675697 54675697 50.0000% 0 54675697 54675697 50.0000% Nil
a) NRIs - Individuals Nil Nil Nil Nil Nil
b) Other - Individuals Nil Nil Nil Nil Nil
c) Bodies Corp. Nil Nil Nil Nil Nil
d) Banks / Fl Nil Nil Nil Nil Nil
e) Any Other.... Nil Nil Nil Nil Nil
Sub-total (A) (A) (2):- 0 54675697 54675697 50.0000% 0 54675697 54675697 50.0000% Nil
B. Public Shareholding Nil Nil Nil Nil Nil Nil Nil Nil Nil
a) NRIs - Individuals Nil Nil Nil Nil Nil Nil Nil Nil
b) Other - Individuals Nil Nil Nil Nil Nil Nil Nil Nil Nil
c) Bodies Corp. Nil Nil Nil Nil Nil Nil Nil Nil Nil
d) Banks / Fl Nil Nil Nil Nil Nil Nil Nil Nil Nil
e) Any Other.... Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (B) (1):- Nil Nil Nil Nil Nil Nil Nil Nil Nil
ii) Shareholding of Promoters:
Sl. No. Shareholder’s Name. Shareholding at the beginning of the year Shareholding at the end of the year
No. of Shares % of total Shares of the Company %of Shares Pledged / encumbered to total shares No. of Shares % of total Shares of the Company %of Shares Pledged / encumbered to total shares % change in shareholding during the year
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL

SECRETARIAL AUDIT REPORT
ANNEXURE C

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointmentand Remuneration Personnel) Rules, 2014]

FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2018


I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Apollo Gleneagles Hospital Limited (hereinafter called ‘the Company’) bearing CIN:U33112WB- 1988PLC045223.Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the Apollo Gleneagles Hospital Limited books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial year ended on 31st March, 2018, has complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance- mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by Apollo Gleneagles Hospital Limited (‘the Company’) for the financial year ended on 31st March, 2018, to the extent Acts / provisions of the Acts applicable, according to the provisions of:
i. The Companies Act, 2013 (the Act) and the rules made thereunder;
ii. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
iii. The Depositories Act, 1996 and the Regulations and Byelaws framed thereunder;
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’), to the extent applicable:-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999;
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(f ) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998;and
(i) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
vi. I further report that, having regards to compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof, on test check basis and on representation made by the Company and its officers for compliances under other applicable Acts, laws and Regulations to the Company, the Company has complied with the laws including specifically applicable to the Company as given in Annexure 1.
I have also examined compliance with the applicable clauses of the following:
i) Secretarial Standards issued by The Institute of Company Secretaries of India.
(ii) The Listing Agreement entered into by the Company with the Stock Exchanges (Not applicable to the Company); During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.
I further report that -
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views, if any, are captured and recorded as part of the minutes.
I further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. I further report that during the audit period, the Company has no reportable specific events, actions having a major bearing on the Company’s affairs in pursuance of the laws, rules, regulations, guidelines, standards, etc. referred to above. Signature

ANNEXURE – D

List of specific applicable laws to the Company :
1. The West Bengal Clinical Establishments (Registration and Regulation) Act.
2. The Pre-natal Diagnostic Techniques (PNDT) Acts, 1994 and Rules made thereunder.
3. West Bengal Births & Deaths Registration Act, 1973.
4. West Bengal State Health Service Act, 1990.
5. The West Bengal Drugs (Control) Act, 1950.
6. Drugs & Cosmetics Act, 1940 and Rules made thereunder.
7. Radiation Protection Act, 2004.
8. Medical Termination of Pregnancy Act, 1971 and Rules & Regulations made thereunder.
9. Drugs and Magic Remedies (Objectionable Advertisements) Act, 1954 and Rules made thereunder.
10. National AIDS Control Organisation (NACO) Guidelines.
11. Narcotic Drugs and Psychotropic Substances Act, 1985 and Rules made thereunder.
12. The Bio Medical Waste (Management and handling) Rules, 1998.
13. Transplantation of Human Organs Act and Rules, 1994.

ANNEXURE – E

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms-length transactions under third proviso thereto

INDEPENDENT AUDITOR’S REPORT To The Members of Apollo Gleneagles Hospital Limited Report on the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of Apollo Gleneagles Hospital Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2018, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management’s Responsibility for the Ind AS Financial Statements
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility
Our responsibility is to express an opinion on these Ind AS financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder and the Order issued under section 143(11) of the Act. We conducted our audit of the Ind AS financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the Ind AS financial statements.

Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the Ind AS and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2018, and its loss, total comprehensive loss, its cash flows and the changes in equity for the year ended on that date.

Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit we report, to the extent applicable that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.
e) On the basis of the written representations received from the directors of the Company as on 31st March, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2018 from being appointed as a director in terms of Section 164(2) of the Act.
f ) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its Ind AS financial statements (Refer Note 39 to Ind AS financial statements);
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
2. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT

[Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date] Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Apollo Gleneagles Hospital Limited (“the Company”) as of 31st March, 2018 in conjunction with our audit of the Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal
Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over
Financial Reporting

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

i. CIN U33112WB1988PLC045223
ii. Registration Date 19th September 1988
iii. Name of the Company Apollo Gleneagles Hospital Limited
iv. Category / Sub-Category of the Company Public Limited
v. Address of the Registered office of the company and contact details 58, Canal Circular Road, Kolkata – 700 054. Ashish Mishra – Company Secretary 9804000275
vi. Whether listed company - Yes/No No
vii. Name, Address and Contact details of Registrar and transfer Agent, if any M/s Maheshwari Datamatics Pvt. Ltd. 23, R.N. Mukherjee, 5th Floor, Kolkata – 700 001. Contact: Mr. Rajgopal, Phone: 033 -22435029

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY.
All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-

Sl No. Name and Description of main products/services NIC Code of the Product/service % to total turnover of the company
1. Hospital /Healthcare 86100 100%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sl. No. Name and Address Of the Company CIN/GLN Holding/ Subsidiary/ Associate % of shares held Applicable Section
Not Applicable

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Share Holding

Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change during the year
Demat Physical Total % of Total Shares Demat Physical Total % of Total Shares
A. Promoters
(1) Indian 20775197 33900000 54675197 49.9995% 20775197 33900000 54675197 49.9995% Nil
a) Individual /HUF 0 500 500 0.0005% 0 500 500 0.0005% Nil
b) Central Govt Nil Nil Nil Nil
c) State Govt(s) Nil Nil Nil Nil
d) Bodies Corp. Nil Nil Nil Nil
e) Banks / Fl Nil Nil Nil Nil
f ) Any Other.... Nil Nil Nil Nil
Sub-total (A) (1):- 20775197 33900500 54675697 50.0000% 20775197 33900000 54675697 50.0000% Nil
(2) Foreign 0 54675697 54675697 50.0000% 0 54675697 54675697 50.0000% Nil
a) NRIs - Individuals Nil Nil Nil Nil Nil
b) Other - Individuals Nil Nil Nil Nil Nil
c) Bodies Corp. Nil Nil Nil Nil Nil
d) Banks / Fl Nil Nil Nil Nil Nil
e) Any Other.... Nil Nil Nil Nil Nil
Sub-total (A) (A) (2):- 0 54675697 54675697 50.0000% 0 54675697 54675697 50.0000% Nil
B. Public Shareholding Nil Nil Nil Nil Nil Nil Nil Nil Nil
a) NRIs - Individuals Nil Nil Nil Nil Nil Nil Nil Nil
b) Other - Individuals Nil Nil Nil Nil Nil Nil Nil Nil Nil
c) Bodies Corp. Nil Nil Nil Nil Nil Nil Nil Nil Nil
d) Banks / Fl Nil Nil Nil Nil Nil Nil Nil Nil Nil
e) Any Other.... Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (B) (1):- Nil Nil Nil Nil Nil Nil Nil Nil Nil
ii) Shareholding of Promoters:
Sl. No. Shareholder’s Name. Shareholding at the beginning of the year Shareholding at the end of the year
No. of Shares % of total Shares of the Company %of Shares Pledged / encumbered to total shares No. of Shares % of total Shares of the Company %of Shares Pledged / encumbered to total shares % change in shareholding during the year
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL
1 Apollo Hospitals Enterprises Ltd. 54675197 49.9995% Nil 54675197 49.9995% Nil NIL