CHALASANI HOSPITALS PRIVATE LIMITED (CIN: U85110AP2010PTC068262) Registered office: #50-53-14, Gurudwara Lane, Seethammadhara, Visakhapatnam - 530013, Andhra Pradesh, india __Ph.No:0891-2535063 Email ID: sita_hospitals@yahoo.co.in NOTICE OF ANNUAL GENERAL MEETING NOTICE is hereby given that the SEVENTH Annual General Meeting of the CHALASANI HOSPITALS PRIVATE LIMITED will be held on Saturday, the 30" day of September, 2017 at 11:30 A.M. at the Registered Office of the Company situated at 50-53-14, Gurudwara Lane, Seethammadhara, Visakhapatnam - 530013, Andhra Pradesh, India to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Financial Statements consisting of the Profit & Loss Account and Cash Flow Statement for the period ending 31* March, 2017 and the Balance Sheet as on that date, Schedules and Notes together with the Directors’ Report along with MGT-9 and Independent Auditors’ Report thereon. 2. 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 139 and 142(1) of the Companies Act, 2013 (‘the Act’) and other applicable provisions, if any, read with the Companies (Audit and Auditors) Rules, 2014, the appointment of the Statutory Auditors of the Company Mis. Sriramamurthy & Co, Chartered Accountants, Visakhapatnam (FRN: 03032) be and are hereby ratified by the Members of the Company for the Financial Year 2017-18 at such remuneration plus Service Tax, Out of Pocket, Travelling and Living expenses, etc. as may be mutually agreed between the Board of Directors of the Company and the Auditors.” Regd. Office: By Order of the Board For Chalasani Hospitals Private Limited 50-53-14, Gurudwara Lane, sae Wry tare— f Seethammadhara, Visakhapatnam - 530013, : (Chalasani Vijayalakshmi) ‘Andhra Pradesh, india. ; Director Place : Visakhapatnam Date * DIN: 02944565 2 04.09.2017. aNotes: ‘A Member entitled to attend and vote at the Meeting is entitles to appoint a Proxy to attend and to vote on a poll, instead of herself/ himself and the Proxy need not be a Member of the Company. The instrument appointing a Proxy in Form MGT-11 should be deposited at the Registered Office of the Company not less than 48 hours before the commencement of the Meeting. Proxies submitted on behalf of the Companies, Societies and other Juristic Persons must be supported by an appropriate Resolution/ Authority as applicable. A person can act as Proxy on behalf of Members not exceeding Two Hundred (200) and holding in the aggregate not more than 10% of the total Share Capital of the Company. In case a Proxy is proposed to be appointed by a Member holding more than 10% of the total Share Capital of the Company carrying voting rights, then such Proxy shall not act as a Proxy for any other Person or Shareholder. Corporate Members are requested to send a duly certified copy of the Board Resolution authorizing their representatives to attend and vote at the Meeting, Members or Proxy shouid fill in the attendance slip for attending the Meeting. {In the case of the Joint-holders attending the Meeting. Only such Joint-holders who are higher in the order of names will be entitled to vote. The required Statutory Registers and documents as prescribed under the Companies Act, 2013 are available for inspection at the Registered Office of the Company during business hours between 9.00 AM, to 06.00 P.M. except on holidays and will be made available at the venue of the Meeting Members desiring to seek any information on the Annual Accounts are requested to write to the ‘Company at least 7 (Seven) days in advance of the Meeting so that the information can be made available at the Meeting. Members are requested to inform immediately, of any change in their address registered with the ‘Company quoting their Share Ledger Folio No. (s)Form No. MGT - 11 Proxy Form [Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014] CIN U85110AP2010PTCo68262 Name of the Company CHALASANI HOSPITALS PRIVATE LIMITED Registered Office : #50-53-14, Gurudwara Lane, Seethammadhara, Visakhapatnam - 530013, Andhra Pradesh, India Name of the Member(s) Registered Address [E-mail id | Folio No /Client ID DP ID | We, being the member(s) of shares of the above named Company, hereby appoint Name E-mail Id: ‘Address: Signature , or failing him Name | E-mail Id: ‘Address: ‘Signature , or failing him as my/ our proxy to attend and vote (on a poll) for me/ us and on my/ our behalf at the SEVENTH Annual General Meeting of the CHALASANI HOSPITALS PRIVATE LIMITED will be held on Saturday, the 30" day of September, 2017 at 11:30 A.M. at the Registered Office of the Company situated at 50-53-14, Gurudwara Lane, Seethammadhara, Visakhapatnam - 530013, Andhra Pradesh, India and at any adjourned thereof in respect of such resolutions as are indicated below:Resolution No: ORDINARY BUSINESS: 1. 2 * Applicable for investors holding shares in Electronic form. Revenue | — * Signed this --------- day of —-—------—----, 2017, Sane | cM Signature of Shareholder Signature of Proxy holder rv To receive, consider and adopt the Audited Financial Statements consisting of the Profit & Loss Account and Cash Flow Statement for the period ending 31" March, 2017 and the Balance Sheet as on that date, Schedules and Notes together with the Directors’ Report along with MGT-9 and Independent Auditors’ Report thereon. 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 139 and 142(1) of the Companies Act, 2013 (‘the Act’) and other applicable provisions, if any, read with the Companies (Audit and Auditors) Rules, 2014, the appointment of the Statutory Auditors of the Company Ms. Sriramamurthy & Co, Chartered Accountants, Visakhapatnam (FRN: 030328) be and are hereby ratified by the Members of the Company for the Financial Year 2017-18 at such remuneration plus Service Tax, Out of Pocket, Travelling and Living expenses, etc. as may be mutually agreed between the Board of Directors of the Company and the Auditors.” Affix Signature of the shareholder across Revenue Stamp Note: 1) This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company not less than 48 hours before the commencement of the Meeting, 2) The proxy need not be a member of the CompanyATTENDANCE SLIP (To be handed over at the entrance of the meeting hall) ‘Seventh Annual General Meeting on the 30" day of September, 2017 at 11.30 A.M. Full name of the members attending (In block capitals) Ledger Folio No/Client ID No No. of shares held: Name of Proxy (To be filled in, if the proxy attends instead of the member) | hereby record my presence at the SEVENTH Annual General Meeting of the CHALASANI HOSPITALS PRIVATE LIMITED will be held on Saturday, the 30" day of September, 2017 at 11:30 A.M. at the Registered Office of the Company situated at 50-53-14, Gurudwara Lane, Seethammadhara, Visakhapatnam - 530013, Andhra Pradesh, india. 7 C.ltyoutot— ° (Member's /Proxy's Signature) Note: 1. Members are requested to bring their copies of the Annual Report to the Meeting. 2. Only Member/Proxy holder can attend the Meeting.ROUT MAPCHALASANI HOSPITALS PRIVATE LIMITED (CIN: U85110AP2010PTC068262) Registered office: #50-53-14, Gurudwara Lane, Seethammadhara, Visakhapatnam - 530013, Andhra Pradesh, India Ph.No70891-2535063 email ID: sita_hospitals@yahoo.co.in DIRECTORS’ REPORT To ‘The Members M/s, Chalasani Hospitals Private Limited Visakhapatnam, Your Directors have pleasure in presenting the SEVENTH Annual Report and the Audited Financial Statements of the Company for the financial year ended 31% March, 2017. 4. FINANCIALS, PERFORMANCE AND STATE OF AFFAIRS OF THE COMPANY ‘The Company's financial performance for the year under review along with previous year's figures is given hereunder: ae Year ended Year ended Particulars 31.03.2017 31.03.2016 Rs. Rs. Revenue from operations 73,17 53,078.00 | 64,03,21,690.00 [Other Income: 66,14,360.00 | 41,95,144.00 | Total Income 73,83,67,439.00 | 64,45,16,634.00 Expenditure 65,47,37,917.00 | 85,41,24,127.00 Profit before Depreciation 8,36,29,522.00 | 9,03,92,707.00 Less: Depreciation 6,40,87,583.00 | 7,73,61,443.00 Profit Before Tax 1,95,41,939.00 | 1,30,31,264.00 Less: Provision for Tax (61,13,530.00) | 1,03,50,766.00 Net Profit / Loss after the Tax 2,56,55,469.00 | 26,80,499.00 2, REVIEW OF OPERATIONS: During the year under report, the Company has eared an income of Rs. 73,83,67,439.00 as compared to previous year's income of Rs. 64,45, 16,834.00 and incurred an expenditure of Rs. 65,47,37,917.00 as against previous year's ‘expenditure of Rs. §5,41,24,127.00. The provisions for Deprecation and Income Tax (including Deferred Tax) provided during the year were Rs. 6,40,87,583.00 and Rs (61,13,530.00) respectively as compared to previous year's amounts of Rs. 7,73,61,443.00 .00 and provision for Tax Rs.1,03,50,766.00. Hence, during the year the Net Profit of Rs. 2,56,55,469.00 as compared to the previous year of Net ProfitTo CHALASANI HOSPITALS PRIVATE LIMITED (CIN: U851 10AP2010PTCO68262) Registered ole: #50-89-14, uruiwara Lane, Sethammachara, Visakhapatnem - 520015, Anca Ph.No:0801-2535063, ASN ASSOCIATES Company Secretaries, 2* Floor, Walla Heights, Balaji Nagar, Siipuram, Visakhapatnam — $30 003, Andhra Pradesh, India. Sir, Sub: Email ID: sita_hospitals@yahoo.co.in Dated: 15.11.2017 Filing of Annual Documents for FY 2016-17 -Reg, Ref. CHALASANI HOSPITALS PRIVATE LIMITED CIN: U85110AP2010PTCO8E262. This is to inform that the Company has to file the Annual Documents for the financial year 2016-17 as per the Provisions of the Companies Act, 2013, with the Registrar of Companies, Andhra Pradesh and Telangana, Hyderabad. In this connection, we request you to kindly prepare the required documents, Cerlfy and file the prescribed - forms with the Registrar of Companies, Andhra Pradesh and Telangana, Hyderabad relating to Annual General Meeting held for the Financial year 2016-17 and copies of the Annual Report for the said year is hereby duly enclosed for your reference. This is to further confirm that all the documents were duly approved by the Board of Directors and accordingly signed by the Directors and the Auditors This is to further confirm that the Board Meeting dates and presences of the Directors at the meetings are: 26.04.2016, 28.04.2016, 30.04.2016, 21.06.2016, 03.08.2016, 05.08.2016, 06.09.2016, 26.12.2016, and 30.03.2017 S.[ Name of the Director Category Board Whether present at No. Meetings | previous AGM held on : Attended 30.09.2016. [alan Viayalarshin Diedor 08 Yes Z| GhalesaniSelleesh | recor 7 Yes “This is for your information and recors. Thanking you, A By Order ofthe Board For CHALASANT HOSPITALS PRIVATE LIMITED y AD >e Uap lord — (CHALASANI SAILEESH) (CHALASANI VIJAYALAKSHII) Director DIN: 03168499 Director DIN: 02944565 iRs. 26,80,499.00. The Company earned more profits in the current year compared to the previous year's profits due to increase in revenue of the Company. ‘The Board has taken further steps for effective planning, monitoring the policies and various possible measures to control overheads, increase in medical disciplines and also providing all kinds of related medical products in pharmacy. Further, the Board has also taken the required steps to extend the medical services to some other potential places and particularly: 1) In the brand name of “QUEEN'S NRI HOSPITAL” 100 Bedded Medical Specialty at Vizianagaram 2) We have proposed to establish super speciality hospital at Owaraka Bus Station in this regard we took lease for 30 years Dwaraka Bus Station Building from APSRTC. OUTLOOK & SCENARIO: Healthcare industry is growing at a tremendous pace owing to its strengthening coverage, services and increasing expenditure by public as well private players. During 2015-20, the market is expected to record a CAGR of 22.9 per cent. The total industry size is expected to touch USD160 billion by 2017 and USD280 billion by 2020.As per the Ministry of Health, development of 50 technologies has been targeted in the FY16, for the treatment of disease like Cancer and TB. Rising income level, greater health awareness, increased precedence of lifestyle diseases and improved access to insurance would be the key contributors to growth. The private sector has emerged as a vibrant force in India's healthcare industry, lending it both national and international repute. It accounts for almost 74 per cent of the country’s total healthcare expenditure. Telemedicine is a fast-emerging trend in India, The telemedicine market in India is valued at US$ 7.5 milion currently and is expected to grow at a CAGR of 20 per cent to reach USS 18.7 million by 2017.Further, and presence of world-class hospitals and skilled medical professionals has strengthened India’s position as a preferred destination for medical tourism. The Government of India aims to develop India as a global healthcare hub. It has created the National Health Mission (NHM) for providing effective healthcare to both the urban and rural population. Investment in healthcare infrastructure is set to rise, benefiting both ‘hard’ (hospitals) and ‘soft’ (R&D, education) infrastructure. (i) The Hospital For over 2 decades Queen's NRI Hospital has been serving the residents of Vishakhapatnam with passion, commitment and dedication. The Company offer personalized patient-centric treatment and care with a comprehensive array of services and 24/7 support and continuously endeavor to uphold highethical standards while striving to improve the quality of healthcare delivery. ‘Accordingly today, the hospital is the choice for our community today. (ii) Mission To provide the most comprehensive healthcare services in a patient centric manner To continually evaluate, innovate and strive towards excellence in patient care, research and training To emphasize compassion, maintain the highest level of integrity and continue to utilize all of our resources solely for betterment of the institution. We constantly endeavor to provide our employees with a stimulating yet secure working environment where their individual talents are embraced and nurtured. (il) Vision To be internationally recognized as an institute that provides qualitatively exceptional yet affordable healthcare by 2020. (iv) Values Commitment: To our mission and our values Integrity: To provide service in an ethical manner Respect: For our patients and employees Transparency: In our policies and management Achievements during Financial Year: 2016-17 During the year 2016-17 we got the empanelment of few more Corporates, as mentioned below, for the treatment of employees & their dependent family members’ 1. CGHS Scheme implemented 2. EHS from State Govt. Scheme implemented 3. Aarogya Raksha Scheme implemented 3. EAST COAST RAILWAY (Under Process) During the year directors decided to expand the hospital services with another 100 bedded hospital at Vizianagaram and 250 bedded hospital at Apsrtc Building, Lease process completed.This year our hospital awarded as NABH NABH Accreditation which is the bench mark certification for standard care in the health care We have also organized 40CME's (Continuous Medical Education) programs, 20 free medical camps and 10 health awareness talks at different places as a part of business development and corporate social responsibility. We newly introduced Electro Physiology Study (EPS) during the financial year in Cardiology Department, We appointed Qualified Cardiologist specialized with EP Study. EXTRACT OF THE ANNUAL RETURN: ‘As required, pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of Annual Return in form MGT 9 as a part of this Annual Report is enclosed as ANNEXURE. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW: a) The Company has complied with the procedures relating to the Board Meetings. b) The meetings are usually held at the Registered Office of the Company. ©) The draft Minutes are circulated to the Members of the Board for their comments and are duly recorded in the concemed books. MEETINGS OF THE BOARD OF DIRECTORS: During Financial Year 2016-17, 9 (Nine Only) Board Meetings were held. The Dates of the Board Meetings are: 26.04.2016, 28.04.2016, 30.04.2016, 21.06.2016, 03.08.2016, 05.08.2016, 05.09.2016, 26.12.2016, and 30.03.2017. The details of Directors, their attendance at Board Meetings and at the previous Annual General Meeting of the Company are, given below: 5. Name of Director | Category | Board | Whether present at No. | Meetings | previous AGM Attended 1 Chalasani Director oo) Veale Vijayalakshmi 2 Chalasani Saileesh [Director 09 YesCONSTITUTION OF THE BOARD OF DIRECTOR! BOARD OF DIRECTORS. The Board of Directors of your Company consists of Dr Chalasani Vijaya Lakshmi and Dr Chalasani Saileesh. There is no change in directors of company during the financial year INDEPENDENT DIRECTORS: Being a Private Limited Company, the provisions relating to appointment of Independent Director are not applicable under Section 149(6) of Companies Act, 2013 and Companies Appointment and Qualification of Directors) Rules, 2014. KEY MANAGERIAL PERSONNEL: The provisions relating to appointment of Key Managerial personnel under Section 203 of the Companies Act, 2013 and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable to the Company. RETIREMENT BY ROTATION: Being a Private Limited Company, the Provisions relating to appointment of Directors by Retirement by Rotation are not applicable as per the provisions of Companies Act, 2013. The Board confirms that none of the Directors of the Company is disqualified from being appointed as Director in terms of Section 164(2) the provisions of the Companies Act, 2013 and necessary Declaration has been obtained from alll the Directors in this regard, FORMAL ANNUAL EVALUATION: Since the Company is neither a Listed Company nor a Public Company, the provisions of Clause (p) to Sub-section (3) of Section 134 of the Companies Act, 2013 regarding a statement relating to the Formal Annual Evaluation by the Board of its own performance and that of its Committees and individual Directors are not applicable. DIRECTORS RESPONSIBILITY STATEMENT: In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submits its Responsibility Statement — (a) _ in the preparation of the Annual Accounts, the applicable Accounting Standards had been followed along with proper explanation relating to material departures;9 10. 11 (0) the Directors had selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the ‘Company at the end of the Financial Year and of the profit and loss of the Company for that period: () The Directors had 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; (d) The Directors had prepared the Annual Accounts on a Going Concer basis; and (e) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS IN THEIR REPORTS UNDER SUB-SECTION 3(f)(i) OF SECTION 134 OF THE COMPANIES ACT’2013: The Auditors’ Report is self Explanatory and does not require any comments from the Board of Directors. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013: The Company has not given guarantees or made investments under Section 186 of the Companies Act, 2013 during the year under review, The Capital Advances made by the company during the Period under review are within the limits of Section 186 of the Companies Act, 2013. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SUB-SECTION (1) OF SECTION 188 IN THE PRESCRIBED FORM: The Company has not entered into Related Party Transaction during the year which attracted the provisions of Section 188 of the Companies Act, 2013 other than Director's Remuneration, Professional Fees and Purchases entered in the Ordinary course of Business which are minimal and disclosed in the financial statements.12. 13, 14, 15. STATE OF COMPANY'S AFFAIRS UNDER SUB-SECTION 3(i) OF SECTION 134 OF THE COMPANIES ACT'2013: A) BRIEF DESCRIPTION OF THE COMPANY WORKING DURING THE YEAR AND PRESENT STATE OF COMPANY'S AFFAIRS: Running the Multi Specialty Hospital and providing health care services. Though the income was increased than the previous year, the company couldn't earn more profits than the previous year, Now, the Board has conceived plans to improve the operations of the company and is hopeful to earn profit in the financial year 2017-18. 8) CHANGE IN THE NATURE OF BUSINESS, IF ANY: There are no changes in the nature of business of the Company during the Financial Year 2016-17. THE AMOUNTS, IF ANY, WHICH IT PROPOSES TO, CARRY TO ANY RESERVES UNDER SUB-SECTION 3(j) OF SECTION 134 OF COMPANIES ACT, 2013: No specific reserve is considered necessary except proposed transfer of the profit to General Reserve as mentioned in the Financial Statement. DIVIDEND: The Board has not recommended any dividend on the Equity Shares of the Company for the Financial Year 2016-17 with a view to retain the profits for increasing the business of the company and also to maintain the debt equity ratio for availing the loan / credit facilities from the banks and financial institutions. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT: No material changes and commitments affecting the financial position of the Company occurred between the end of the Financial Year to which this Financial Statements relate on the date of this Report16. 17. 18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION IN SUCH MANNER AS MAY BE PRESCRIBED UNDER SUB-SECTION 3(m) OF SECTION 134 OF COMPANIES ACT, 201: ‘The particulars as prescribed under Section 134 (3)(m) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 regarding Conservation of Energy, Technology Absorption are provided as under: CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTIO! 1. The Company has access and implemented regarding conservation of energy and technology absorption wherever applicable. 2. Your Directors have been constantly endeavoring towards conservation of power and other rare resources and also have good access to latest and advanced technologies. FOREIGN EXCHANGE EARNINGS AND OUTGO, IN SUCH MANNER AS MAY BE PRESCRIBED UNDER SUB-SECTION 3(m) OF SECTION 134 OF COMPANIES ACT, 2013: FOREIGN EXCHANGE EARNINGS /OUTGO: In accordance with the provisions of 134 (3)(m) of the Companies Act, 2013 read with Companies’ (Accounts) Rules, 2014, the information relating to Foreign Exchange Earnings and Outgo is provided as under: Particulars 2016-17 2015-16 Rs. . Rs, Foreign Exchange Earnings NIL NIL Foreign Exchange Outgo NIL NIC DISCLOSURES: 4. The Company has noted the related disclosures relating to the affairs of the company from time to time and also maintained the related Registers. 2. There were no strictures or penalties imposed by the concered Authorities relating to the affairs of the Company 3. The Company has complied with all applicable Accounting Standards in preparation of its financial statements,19, 24, 22. 23. 24. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE: There are no significant and material Orders passed by the Regulators or Courts or Tribunals impacting the Going Concern status and Company's operations in future. EMPLOYEE RELATIONS: The Company has recruited required personnel including Doctors, Nurses, Technicians and professionals. Employee relations are cordial at all levels. Further, the Company has been in touch relating to recruitment of required doctors, specialists and other personnel from time to time as per the requirements of the Hospital DEPOSITS: ‘The Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014. CREDIT FACILITIES & GUARANTEE FACILITIES: ‘The Company has been availing Credit & Guarantee Facilities from various Banks to meet the business requirements from time to time. INSURANCE: Al the assets of the Company wherever necessary and to the extent required have been adequately insured. STATUTORY AUDITORS: At the Annual General Meeting held in 2014, M/s. Sriramamurthy & Co, Chartered Accountants, Visakhapatnam (FRN: 03032S) were appointed as Statutory Auditors of the Company to hold office for Syears till the conclusion of the Annual General Meeting to be held in the calendar year 2019. In terms of the first proviso to Section 439 of the Companies Act, 2013, the appointment of the Auditors shall be placed for ratification at every Annual General Meeting. Accordingly, the appointment of M/s. Stiramamurthy & Co, Chartered Accountants, Visakhapatnam (FRN: 030328) as Statutory Auditors of the Company, is placed for ratification by the Shareholders. In this regard, the Company has received a Cerfificate from the Auditors to the effect that if they are reappeinted, it would be in accordance with the provisions of Section 141 of the Companies Act, 201325, SHARE CAPITAL: a. AUTHORISED SHARE CAPITAL: The present Authorised Share Capital of the Company is Rs. §,00,00,000/- (Rupees Five Crores Only). b. ISSUED AND PAID UP CAPITAL: The present Issued and Paid-up Share Capital of the Company is Rs. 4,96,95,100/- (Rupees Four Crores Ninety Six Lakhs Ninety Five Thousand One Hundred Only) During the year the Company has not issued any Equity Shares ¢. BUY BACK OF SECURITIES: The Company has not bought back any of its Securities during the year under review. d. SWEAT EQUITY: The Company has not issued any Sweat Equity Shares during the year under review. e. BONUS SHARES: No Bonus Shares were issued during the year under review. f, EMPLOYEES STOCK OPTION PLAN: ‘The Company has not provided any Stock Option Scheme to the Employees. 9. ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS: The Company has not issued any equity shares with differential rights during the year. h. PROVISION OF MONEY BY COMPANY FOR PURCHASE OF ITS OWN SHARES BY EMPLOYEES OR BY TRUSTEES FOR THE BENEFIT OF EMPLOYEES: The Company has not provided any money for purchase of own Shares by Employees or by Trustees for the benefits of Employees.26. 27. 29. 30. 31. SUBSIDIARIES, JOIN VENTURES AND ASSOCIATE COMPANIES: ‘The Company does not have any Subsidiary, Joint Venture or Associate Companies. PARTICULARS OF EMPLOYEES: The particulars of the Employees who are covered by the Provisions contained in Rule 6(2) and rule §(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are: a) Employed throughout the year “Nile b) Employed for part of the year i INTERNAL CONTROL SYSTEM: The Company is constantly endeavoring to improve the standards of internal controls in various areas. The existing set up of the internal control system is commensurate with the size of the operations & nature of its business of the Company. TRANSFER OF UNCLAIMED DIVIDEND / AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND: Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF). INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY FOR THE COMPANY AS REQUIRED UNDER CLAUSE (n) TO SUB- SECTION (3) of SECTION 134: The Company does not have any Risk Management Policy as the elements of risk threatening the Company's existence are very minimal and except competition from other hospitals. However, all the risks are discussed in the Board meeting whenever required and care being taking by the Managing Director of the company and Key Managerial Personnel DISCOLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE. (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013: 1. The Company has always believed in providing a safe and harassment free workplace for every individual working in premises and always endeavors to create and provide an environment that is free from discrimination and harassment including sexual harassment. 2. During the year ended 31 March, 2017, the Company has not received any complaint pertaining to sexual harassment.32. 33. 34. 35. 36. 37. 38. 39. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES TAKEN DURING THE YEAR UNDER CLAUSE (0) TO SUB-SECTION (3) OF SECTION 134 OF COMPANIES ACT, 2013: The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, are not applicable to the ‘Company. NOMINATION & REMUNERATION COMMITTEE: Nomination & Remuneration Committee pursuant to Section 178 Rule 6 of Chapter Xi is not applicable. STAKEHOLDERS RELATION COMMITTEE: Stakeholders Relation Committee pursuant to Section 178(5) Rule 6 of Chapter XII is not applicable. AUDIT COMMITTEE: Audit Committee Pursuant to Section 177 Rule6 of Chapter XII of the Companies Act, 2013 is not applicable. VIGIL MECHANISM POLICY: The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 is applicable to the Company. The company has formulated the policy of Vigil Mechanism Policy for Directors and Employees to report genuine concerns. SECRETARIAL AUDIT REPORT: The provisions relating to Secretarial Audit under Section 204 of the Companies Act, 2013 and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable to the Company. STATUTORY COMPLIANCE: The Company has complied and continues to comply with all the applicable provisions relating to affairs of the company. ANNUAL GENERAL MEETING: The Seventh Annual General Meeting of the Company is scheduled to be held on 30” day of September, 2017. The details of the Agenda and Resolutions to be passed were sent out in the Notice given to Members.ACKNOWLEDGEMENTS: Your Directors express their gratitude to the shareholders of the Company for the confidence reposed in the management. They wish to place on record their appreciation of the Whole-hearted assistance and Co-operation received by the Company from shareholders, bankers of the Company, Medical Equipment Suppliers, State Government , Central Government Departments & Authorities, Undertakings, Local Bodies, Other Agencies, other Corporate Bodies and look forward to their continued support in future. Your Directors would also like to appreciate the sincere efforts and services rendered by all Doctors, Consultants, Nurses & related staff and also employees of the Company. Thanks are also extended to our professionals, advisors, well- wishers and persons dealing with the company, By Order of the Board For CHALASANI HOSPITALS PRIVATE LIMITED. 7 Cullpyotoc— (CHALASANI VIJAYALAKSHM)) o Director ee DIN-92944! (CHALASANI SAILEESHI) Place : Visakhapatnam Director Date DIN: 03168499 +: 04,09.2017ANNEXURE | Form No. MGT-9 EXTRACT OF ANNUAL RETURN ‘As on the Financial Year ended on 31% March, 2017 [Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014) 1, REGISTRATION AND OTHER DETAILS: [™)] Corporate Identification Number (CIN): | U85110AP2010PTC068262 «)_[ Registration Date: (04.05.2010 (ii)__[ Name of the Company: ‘CHALASANI HOSPITALS PRIVATE LIMITED (i)_| Category of Company: ‘Company Limited by Shares Sub-category of Company: Indian Non-Government Company (| Registered office: # 50-53-14, Gurudwara Lane, ‘SeethammadharaMain Road, Visakhapatnam, Andhra Pradesh, India (vi) | Whether Listed Company: (wil) [ Name, Address and Contact details of [ NA. Registrar and Transfer Agent: ll, PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY: Al the business activities contributing 10% or more of the total turnover of the Company shall be stated: S. | Name and Description of main products / services | NIC Code of the vesoilera : Turnover of No. | Product! service | the Company {| Hospitals and Healthcare Service 354 100% I, PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES: S.No. | Nam nd Address of the Company | CIN/GLN | Holding/ Subsidiary / Associate “NAIV, SHARE HOLDING PATTERN: (Equity Share Capital Breakup as percentage of Total Equity) (i) Category-wise Share Holding: Category of | No. of Shares held at the beginning of | No.of Shares held atthe end of the | 4%, Shareholders the year{As on 31-March-2016] year[As on 31-March-2017} es Demat | Physical | Total | %of | Demat | Physical] Total %of | during Total Total ‘the Shares Shares |_year ‘A, Promoters (1) Indian ues =| 49,64,410 | 49,64,410] 99.90 : 49,64.410 | 99.90 b) Central Govt 6) State Govts) aT adies Corp. 2) wanks 7 FT Any other Total shareholding of Promoter a ~| 49,64,410 | 49,64,410| 99.90 ~-| 49,64,410 | 49,64,410 | 99.90 B. Public Shareholding 7 Institutions: a) Mutual Funds b) Banks 7 FI ©) Central Govt ‘@) State Govt(s) @) Venture Capital Funds [% surance Companies 9) Fils hh) Foreign Venture Capital Funds i) Others (specify) ‘Sub-total (x): 7Z.Non- Institutions i) Indian ii) Overseasb) Individuals i) individual shareholders holding nominal - 5,100 5,100] 0.10 5,100 5,100] 0.10 - ‘share capital upto Rs. 1 lakh ii) individuat shareholders holding nominal share capital in i excess of Rs 1 | lakh ) Others (specify) [Non Resident (Indians, Overseas | Soporte - - eee a ia eee areas lees /Fe-vign Nationals Clearing Members. Trusts Foreign Bodies -DR ‘Sub-total roves ~ 5,100 5,100} 0.10 5,100 5,100} 0.10 Total Public Sharehoiding (8=(8\1)* (8X2) ©. Shares held | by Custodian for GDRs & | ADRs | Grand Total (asBsc) 49,69,510 | 49,69,510| 100 ~ | 49,69,510 | 49,69,510/ 100 ~ ) Shareholding of Promoter: S. | Shareholder’s | Shareholding at the beginning of the | No} Name year | of at tect | ot shares tot | sotshares | insbare No. of ‘Shares Pledged / No. of ‘Shares Pledged / preri od Shares | ofthe | encumbered | Shares | ofthe | encumbered | 0009. Compan | to total Shares Compan | to total Shares _ Share holding at the end of the year | 4, change y. y 1. | Chalasani 49,64,470 | 99.50% 43,64,470 | 99.90% Vijaya Lakshmi{ili) Change in Promoters’ Shareholding (please specify, if there is no change): : ‘Sharahotaing atthe | Gamalatve Sarehowing & egiming uring te 7 of the year r Coftotl tieces_| ‘thuraatthe | charee_| *hates othe 7 emia Cae t _ cr ‘At the beginning of the year | 49,64,410 99.90% = = ‘At the end of the year | 49,64,410 | 99.90% = = {iv) Share holding Pattern of top ten Shareholder: (Other than Directors, Promoters and Holders of GDRs and ADRs): Shareholding atthe | Cumulative Sharehotaing teginnine uring the 8. For Each ofthe Top 10 ortho year, a ws. Sharenolsers ‘ofteial | yoy arta staresotine | NO.ot | anes ofthe compen ponrho Chalasani Saileesh At the beginning of the year 2,550 0.05% = = atthe eed othe your $e pos : : Usha Chalasani At the beginning of the year 2,550 0.05% atthe ora at he yoar ees vast | : (v) Shareholding of Directors and Key Managerial Personnel: ‘Shareholding at the ‘Cumulative Shareholding 8. | Shareholding ofeach Directors and | —Pesianing of the year _|_during the year No. | each Key Managerial Personnel Root | shares tine | MO-OF | shares ofthe company ‘company ‘Chalasani Viaya Lakshmi ‘At the beginning of the year 49,64 410 99.90% = = ‘Aithe end ofthe year 29.64 410 99.90% 3 | Chalasani Saileesh ‘At the beginning of the year 2.550 0.05% ‘Atthe end of the year 2.550 0.05% 5 :V. INDEBTEDNESS: Indebtedness of the Company including interest outstanding/accrued but not due for payment Secured Loans : Total excucing | Toane” | 8728 | ngebtedness Indebtedness at the beginning of the financlal year Principal Aunt 67,53,10264.00 67,93,10,254.00 iy Interest due butnot paid i Inerest accrued but not due ___Total (iii) (67,93,10,254.00 ee (67,93,10,254.00 Change in Indebtedness during the financial year : : * Addition §,63,22,440.00 66,00,000.00 - | 6,29,22,440.00 * Reduction’ ~10.41,486.00 a =| 10,41,486.00 set Change ~_5353,10,954,00 | 66,00,000.00 =| 619,40,954.00 indebtedness at the ond of the i) Principal Amount 73,46,21,208,00 66,00,000.00 74,12,21,208.00 i Interest due but nt pad : i : z interest accrued but not due = : : 5 Total (Hiei) 73,46,21,208.00 | 7412,21,208.00 VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL: ‘A. Remuneration to Managing Director, Whole-time Directors and/or Manager: 3s. Particulars of Remuneration Name of MDWWTDI Manager Total Amount Gross salary (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 (©) Value of perquisites wis 17(2) income-tax Act, 1961 (©) Profits in lieu of salary under section 17(3) Income- tax Act, 1961 2_| Stock Option ‘Sweat Equity 4 | Commission = a8 % of profit ~ others, specify 5 _| Others, please specify Total (AY Ceiling as per the Act “NAL B, Remuneration to other Directors:3s. ie Particulars of Remuneration Name of Directors Total Amount ‘Chalasani_ Vijaya Lakshmi '90,00,000.00 Chalasani Saileesh 78,00,000.00 7_| Independent Directors | Fee for attending board committee meetings | ‘Commission ‘Others, please specity Total (i) ‘Other Non-Executive Directors - - “NAS Fee for attending board committee meetings : = ‘Commission = = ‘Others, please specify = = Total 2) 7 = Total BA) 7 = Total Managerial Remuneration | 4,08,00,000.00 ‘Overall Ceiling as per the Act NA NAS C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD: Particulars of Remuneration Key Managerial Personnel CEO. cs cro Total 7 | Grass Salary {@) Salary as per provisions contained In section 17(1) of the Income-tax Act. 1961 (0) Value of perquisites u/s 17(2) Income-tax Act, acome-tax Act, 1961 Not Applicabie [Stock Option [27 | Sweat Equity @ [Commission = as % of profit others, speci 3 [Others please specify Total - : _ eSVil. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: Type Section of the | Brief Details of ‘Authority | Appeal made, ‘Compa Description | Penalty / {RD/NGLT/ | if any (give Details) Act Punishment? | COURT] Compounding fees imposed ‘A. COMPANY E Penalty Punishment ni ‘Compounding B. DIRECTORS Penalty a Punishment NL ‘Compounding = OTHER OFFICERS IN DEFAULT a F | Punish Nit Compounding By Order of the Board For CHALASANI HOSPITALS PRIVATE LIMITED. 7 O lyup lone — (CHALASANI VIJAYALAKSHM!) Director DIN: 92994565 g (CHALASANI SAILEESHI) Place : Visakhapatnam Director DIN: 03168499 Date : 04.09.2017.os SRIRAMAMURTHY & COT 3 CHARTERED ACCOUNTANTS ct INDEPENDENT AUDITOR'S REPORT To the Members of Chalasani Hospitals Private Limited Report on the Financial Statements: We have audited the accompanying financial statements of Chalasani Hospitals Private Limited ("the Company"), which comprise the Balance Sheet as at 31% March 2017, Statement of Profit and Loss for the year then ended, the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information, Management's Respor ty for the Financial Statements: ‘The Company's Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Accounting Standards) Amendment Rules, 2016. This responsibility also includes the maintenanceof 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 intemal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the 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 financial statements based on our audit. We have taken into account the provisions of the Aet, 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 there under. We conducted our audit 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 financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements, The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the 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 financial statements that give a truc and fair view in order to design audit procedures that are FLATNO 3C, SAI SADANAPARTMENTS, 47-9-39/17, DWARAKANAGAR, VISAKHAPATRAM - 530 016 Phones (0) 0891-2748422 Fax: 2787968 email: smmvsp@gmailcom —\% Head Office: Visakhapatnam Branches: Hyderabad, Chennai & Ongole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 financial statements. ‘We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements. Opinion: In our opinion and to the best of our information and according to the explanations given to us, the aforesaid 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 accounting principles generally accepted in India: (@) _ in the case of the Balance Sheet, of the state of affairs of the Company as at 31% (b)__ in the case of the Statement of Profit and Loss, of the Profit for the year ended on that date; (©) im the case of the Cash Flow Statement, of the cash flows for the year ended on that date, Report on Other Legal and Regulatory Requirements: 1. As required by Section 143 (3) of the Act, we report 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. ©) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account. 4) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with relevant rules there under. €) On the basis of written representations received from the directors as on 31st March 2017 taken on record by the Board of Directors, none of the Directors is disqualified a5 on 31st March 2017, 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”; and 8) 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, in our opinion and to the best of our information and according to the explanations given to us:iii, iv. ‘The Company does not have any pending litigations which would impact its financial position, ‘The Company did not have any fong-term contracts including derivative contracts for which there were any material foreseeable losses, ‘There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company. ‘The Company has provided requisite disclosure in the financial statements as regards its holding and dealings in Specified Bank Notes as defined in the Notification S.0. 3407(E) dated 8" November 2016 of the Ministry of Finance during the period from 8" November 2016 to 30 December 2016. Based on audit procedure performed and representations provided to us by the management, we report that the disclosures are in accordance with the books of account maintained by the company and as produced to us by the ‘management, 2. As required by the Companies (Auditor's Report) Order, 2016 ("the Order"), issued by the Central Government of India in terms of sub section (11) of Section 143 of the Act, we give in the Annexure B, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable, Place: CA. M. BHASKARA RAO ‘isakhapatnam, Partner Date: 4" September 2017 ‘Memb No: 024704Annexure-A to the Independent Auditors’ Report (Referred to in paragraph 1(f) under ‘Reports on Other Legal and Regulatory Requirements’ section of our report of even date to the members of Chalasani Hospitals Private Limited on. the financial statements for the year ended 31+ March 2017) 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 Chalasani Hospitals Private Limited (‘the Company’) as of March 31, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date. Management's Responsibility for Internal Financial Controls In our opinion, 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 issued by the Institute of Chartered Accountants of India (the ‘Guidance Note’). 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 Act. Auditors’ 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 Standards on Auditing prescribed under Section 143(10) of the Act and the Guidance Note, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with the 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 auditors’ judgment, 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. (8( 3082 ) ee ay‘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; Q) 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 authorizations of management and directors of the company; and @) Provide reasonable assurance regarding prevention or timely detection of unauthorized 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 ot 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 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 31" March 2017, based on the internal control over financial reporting criteria established by the Company considering the essential components of intemal control stated in the Guidance Note. For Sriramamurthy & Co Chartered Accountants FRN 030328, MH. CA, M. BHASKARA RAO. Place: Visakhapatnam Partner Date: 4" September 2017 Memb No: 021704Annexure- B to the Independent Auditors’ Report (Referred to in paragraph 2 under ‘Reports on Other Legal and Regulatory Requirements! section of our report of even date to the members of Chalasani Hospitals Private Limited on the financial statements for the year ended 314 March 2017) @ (i) dy) w) wi) In respect of its fixed assets 4) The Company has maintained proper records showing full particulars, including ‘quantitative details and situation of fixed assets. b) As explained to us, the Company has physically verified assets, in accordance with a phased program of verification, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No. material discrepancies were noticed on such physical verification as compared with the available records. ¢) According to the information and explanations givento us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the company. Stock of medicines, stores, spares, chemicals and lab materials have been physically verified at reasonable intervals by the management, According to the information and explanations given to us, no material discrepancies were noticed. During the year, the Company has not granted loans secured or unsecured to ‘companies, firms or other parties covered in the register maintained under section 189 of Companies Act, 2013. Since the Company has not granted any loans, the provisions of clauses (ii) (a) (b) (c) are not applicable. ‘The Company has not granted any loans, made investment or provided guarantees during the year. Therefore, the provisions of the Clause (iv) of Paragraph 3 of the Order are not applicable to the Company. According to the information and explanations given to us, the Company has not accepted any deposits from the public within the meaning of Sections 73 to 76 of the Act and the rules framed under to the extent notified. Therefore, the provisions of the Clause (v) of Paragraph 3 of the Order are not applicable to the Company. ‘The Central Government has not prescribed maintenance of cost records under section 148(1) of the Companies Act, 2013 in respect of the Company's nature of business,(viii) (x) & (xi) (xii) (xiii) (ii) (a) According to the information and explanation given to us, there was no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Income Tax, Service Tax, Sales Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and any other material statutory dues were in arrears, a5 at 31st March 2017 for a period of more than six months from the date they became payable except for the following: ‘Name of the Statute | Nature of the Dues | Amount in Rs. | Period to which Amount relates Income Tax Act, 1961 | Income Tax. 1920000 [2012-13 Income Tax Act,1961 | Income Tax 2647303 [2014-15 Income Tax Aet,1961 | Income Tax 4332707 | 2015-16 (b) According to information and explanations given to us, there are no statutory dues that have not been deposited on account of dispute as at 31% March 2017 except for the following: Nature of | Amount | Period to which | Forum where Name of | the Dues |inRs. | Amount relates | the dispute is the Statute pending Income ‘Tax | Income 1190000 | 2011-12 ITAT Act,1961 Tax In our opinions and according to the information and explanations given to us, the ‘Company has not defaulted in repayment of any dues to financial institutions, banks, governments or debenture holders. ‘The Company has not raised any money by way of initial public offer or further public offer (including debt instruments). The Company has not taken any term loans. In our opinion and according to the information and explanations given to us, no fraud ‘on or by the Company has been noticed or reported during the year that causes the financial statements to be materially misstated. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act. ‘The Company is not a Nidhi company. Accordingly, Clause 3(xii) of the Order is not applicable. According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.(iv) According to the information and explanations given to us and based on our examination of records of the Company, the Company has not made any preferential allotmentor private placement of shares or fully or partly convertible debentures during the year. (v) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non ‘cash transactions with directors or persons connected with him as referred to in Section 192 of the Act. Accordingly, paragraph 3(xv) of the Order is not applicable. (wi) ‘According to the information and explanations given to-usythe provisions of section 45-1A of the Reserve Bank of India Act 1934 are not is company. | sp¢2Ber Sidtamamurthy & Co pastored Accountants: FRN 03037 CA. M. BHASKARA RAO. Place: Visakhapatnam Partner Date: 4” September 2017 ‘Memb No:021704yer TPQ TEN. Chalasani Hospitals Private Limited 50-53-14, Gurudwara Lane, Scethammadhara, Visakhapatnam - 530013 BALANCE SHEET AS AT 31" MARCH, 2017, Rupees Note | ,. Sat ‘As at Particulars Wo, | 31stMarch | tse March 2017 2016 i. EQUITY AND LIABILITIES () Shareholder's Funds (@) Share Capital 3 49695100| 49695100) pr. (©) Reserves and Surplus 4 | 131624980 | 105969512 -- Q Non-Current Liabilities (@) Long-term borrowings 5 | 64457109244" 633249940 (©) Deferred Tax Lisbilty 2473191 | 19146871 @) Current Liabilities (@) Short-term borrowings 6 96644116 | 46060314 (0) Trade Payables 117734764 | 108358321 (© Other Current Liabilities 7 | 133147564) 116321158 Total 1175896803 [1078801217 II. ASSETS () Non-current assets (2) Fixed assets (@ Tangible assets 8 | 384198286 | 413083598 Gi) Capital Work in Progress 8 72791425, (b) Long-Term loans and advances 9 roortasi| gatas fo. (9 Other non-current assets 10 2100000] 1500000 2) Current assets (@) Inventories u 23529636 | 30733115, (0) Trade receivables 12 | so22st622) sesssai6s (© Cash and cash equivalents 13. | 30495439) 133753620 (@ Short-term loans and advances 14] 124612045 | 102671763 Total 1175896803 | 1078601211 [Notes to Accounts 11026 “The accompanying Notes are an integral part of the Financial Statements. For and on behalf of the BI : a v u ape OW fare CA.M. BHASKARA RAO VIJAYA LAKSHML ‘CSAILRESH PARTNER MANAGING DIRECTOR DIRECTOR ‘Memb No: 021704 FR No: 030328 Place : Visakhapatnam Date : 04-09-2017Chalasani Hospitals Private Limited 50-53-14, Gurudwara Lane, Seethammadhasa, Visakhapatnam - 530013 Rupees ‘STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31" MARCH, 2017 Year ended | Year ended Particulars Note No| 31st March | 3ist Match SE ee [tar 2016 I. Revenue from operations 15 | 731753078) 640321690 I. Other Income 6 6614360] 4195144 IIL Total Revenue (1 +11) 738367439 | GH516834 HV. Expenses Cost of Materials Consumed 17 | 174551300] 173035392 Changes in Inventories of Finsihed Goods 18 967739] (11361545) Employee Benefit Expenses 9 98699205 ] 74399579 Other Expenses 20 | 273595425) 227661566 Financial Costs a 98214248 | 90389134 Depreciation and amortization expenses 8 64087583 | 77361443, V. Total Expenses 716825500 | — 631485570 IVI. Profit Before Tax (II - V) 19541936 | 13031265 [Vit. Tax Expense: Current tax ros60150| 13142632 Deferred Tax (16673680)] 2791866) VII Profit/ Loss forthe year (VI-VID) 2565540 | 3680599 TX. Earning pee equity share: (Nominal Value of Share: Rs. 10) Basic 5.6] os Diluted 5.16 054 [Notes to Accounts 11028 ‘The acompansing Note ate a neg pa ofthe Financial Sutemens Se ‘er dig Deport of even date [S/Por SRIRARUAMURTHY & CO Chartered eon For and on behalf of ope ee yeti - “ant stg AYA LAKSHMI MANAGING DIRECTOR DIRECTOR CA. M, BHASKARA RAO PARTNER Memb No: 021704 FR No: 030328 Place : Visakhapatnam Date : 04-09-2017Chalasani Hospitals Private Limited 50-53-14, Gurudwara Lane, Seethammadhara, Visakhapatnam - 530013 CASH FLOW STATEMENT FOR THE YEAR ENDED 31st March, 2017 ‘Year ended | Year ended Particulars 31st March | 31st March 2017 2016 [A. CASH FLOW FROM OPERATING ACTIVITIES Net Profit Before Tax 19541938} 13031265 Non-cash adjustment to reconcile profit before tax to net cash flows Depreciation/amortization 64087583] 77361443| Loss on Sale of Fixed Assets 47298 Interest expense 98042498] 85886981] Interest Income (6149578)| 069576) Operating Profit before Working Capital Changes 175569740] _ 173210113] Movements in Working Capital : Increase /(Jecrease) in trade payables 9376440 | (22353823) Increase / (decrease) in other current liabilities 8485795 | 8798521 ‘Decrease/ (increase) in long term loans and advances (18702500) 5934528 Decrease/ increase) in other non-current assets (600000}] (600000) Dectease/ increase) in inventories 7203479) (4840645) Decrease/ increase) in trade receivables (113407458)| (02338848) Decrease/ increase) in short term loans and advances (21941182)| (36666826) Cash generated from/(used in) operations 45984314 [31143020 Direct Taxes paid (Net of MAT Credit Entitlement) 10560150 | _ 13142632 |Net Cash flow from/ (used) in Operating activities (A) 35424164 [18000388 1B. CASH FLOW FROM INVESTING ACTIVITIES Purchase of Fixed Assets including Capital Work in Progress (108165994)} (24657580) Proceeds from Sale of Fixed Assets 125000 Interest Income 6149578 | 3069576 [Net Cash flow from/ (used) in Investing activities (B) (201891416)] (21588004)C. CASH FLOW FROM FINANCING ACTIVITIES Proceeds from Long Term Borrowings 102877156 | 801845099 Repayment of Long Term Borrowings (83209389)} (464173831) Short Term Borrowings (Net) 50583801 | (115420973)} Interest Paid (98042498)| (85886981) [Net Cash flow from/ (used) in Financing activities (C) (27790930) 136363314 [Net Increase / (decrease) in cash and cash equivalents (A+B+C) (94258181)! 132775698 Cash and Cash equivalents at the beginning of the yea: 133753620 977922 Cash and Cash equivalents at the end of the year 39495439 | 133753620 For and on behalf of the Ge Veeryofart — C.VIJAYA LAKSHMI C.SAILEESH PARTNER MANAGING DIRECTOR DIRECTOR Memb No: 021704 FR No: 030325 Place : Visakhapatnam Date : 04-09-2017Chalasani Hospitals Private Limited NOTES: 1. Corporate Information: The Chalasani Hospitals Pvt Ltd is a Private Limited Company incorporated under the Companies Act 1956. The Company is a service entity providing hospital services which includes full range of diagnostic and therapeutic medical services. 2. Basis of Preparation of Financial Statements: ‘The Financial Statements have been prepared under historical cost convention and on accrual in accordance with Generally Accepted Accounting Principles in India (Indian GAAP), Accounting standards notified under Section 133 of Companies Act, 2013 (the Act) read with Rule 7 of Companies (Accounts) Rules,2014 and relevant provisions of the Companies Act,2013. The Financial Statements have been prepared as per Schedule III of Companies Act, 2013. 2 Summary of Siginificant Accounting Policies: a. Fixed Assets : Fixed Assets are stated at cost less depreciation. All costs directly attributable to bringing the assets to their working conditions for the intended use are capitalised. b. Depreciation: Depreciation on Fixed Assets is provided on WDV method at the rates and in the manner presctibed in Schedule Il of Companies Act, 2013. c. Recognition of Income and Expenditure: All Income and Expenditure having material bearing on the financial statements are recognized on Accrual basis. d. Inventories: Inventories are valued at landed cost or net realisable value whichever is lower. . Turnover Turnover is stated at Invoice Value net of Value Added Tax. Borrowing Costs attributable to acquisition, construction of Qualifying asset are capitalised as patt of the cost of that asset till the month in which the asset is ready to use. Other Borrowing costs are recognised as Expenses in the period in which they are incurred.g Taxes on Income: i. Current Yeat’s Tax is determined in accordance with the Income Tax Act, 1961. ii, Deferrred Tax is recognised for the Tax effect at present Tax rates on the difference between taxable income and accounting income which ate not permanent in nature subject to the consideration of prudence principle. iii, Minimum Alternate Tax paid in accordance with the Tax Laws is considered as an Asset when itis probable that future economic benefits associated with it, will flow to the Company. hh. Miscellaneous Expenditure: Preliminary Expenses are amortized over a petiod of five years equally.Chalasani Hospitals Private Limited NOTES: Rupees ‘As at ‘As at 3 |Share Capital 31st March | 31st March 2017 2016 a [Authorised Share Capital: 5000000 number of Equity shares of Rs. 10 each |___50000000| 50000000] (PY: 5000000) b |Issued, Subscribed and Fully Paid up Share Capital 4969510 number of Equity shares of Rs. 10 each [| __49695100[ 49695100] (PY: 4969510) ¢ |Par Value pet Share Rs| 10| 10] ae d [Number of equity shares at the beginning of the year ___ 4969510] 4969510] |Add: Further Issue oO oO [Number of equity shares at the end of the year 4969510} 4969510} Number of shares held by share holders more 5% of total shares [Name of the Share holder [No of Shares [No of Shares |Chalasani Vijayalakshmi 4964410| 4964410 99.90| 99.90]Chalasani Hospitals Private Limited a [Term Loans @) From Banks (secured by equitable mortgage of Land, Buildings and Plant (@) From Non Banking Financial Institutions (secured against the hypothecation of assets purchased Pr against respective loans) }Loans and Advances from Related Parties — (onsecured) 1822721 | 2834207 636154371 | 630415733, 6 Short Term Borrowings (644577092 | 633249940 a [Loans repayable on demand from banks (secured against the hypothecation of stocks and book debts and guaranteed by the Directors) n66a4ite | 46060314 96644116 | 46060314 | 20 «6600000 fA Rupees Asat As at So cecilia 31st March 2017 Bist March 2016 a [Surplus from Profit & Loss account Opening balance 105969512 103289013, ‘Add: Current year surplus 25655469, 2680499 Closing balance 131624980 105969512 te 131624980 {105969512 | As at As at 5 Tee er 31st March | 31st March 2017 2016Chalasani Hospitals Private Limited Rupees ‘As at ‘Asat 1 |Trade Payables and Other Current Liabilities 31st March | 31st March: 2017 2016 a [Other Current Liabilities Current Maturities of Long Term Borrowings 8699099 | 78628484 b |Other Payables Employee Related Payables 7394579 | 12821464 Statutory Payables 23850719 | 18858339 Outstanding Expenses 14933167 | 6012866 133147564 [116321154Chalasani Hospitals Private Limited pos (Grote Block Depreciation Wer Carrying Value Asa | Asat Opening 3ist March | 31st March Additions |Detetions| Totat_| balance | Addivions [Deletions | Total _| 2017 2016 ESeecil iE oT ~___ } 1427908] ee 1427909] 1427908] [b © =] aisaiassi| 5321257] [| asisser4] 64305784] 17049206] ‘1aia990] 197718624] 200446573 ¢ [Compuess | Y aoteanel 790800] “sasozaa] 3922740) 620244 4542984| 696300) 725744 @ |Flectrical Fisiogs & Equipment #350993] 145179] | _9808784| 4348990] 1264572] 5613571] 4195213] 4007994] ve [Fucaituce & Fixtures 17899706] 2009609] _ | a080g405] tossesa| 2195224{ | 130sis70] 7767835] 7053360 f [Hospital Software 2387656] _ 14010] «| 2a0te66] 1628741] 304967| "1953708 467958 758016 |g [Medical Equipment (Others) Tao6s8603] 14393037] t6s041202] 6s6o2aan] 10288147] ‘ss90629] 79060613] 80956123] in [Medical Equipment (Life Saving) | 201698001 210673077] 102385271 22363263] T2s74as34] 95924543] 99312730] 1 Office Equipment _ | -ts2tr30] “rsmio1as] 2514553 16224738] _3511291| 4506545] [i [Vehicles 10616423 1036465] 9579958] 487407] 86ai67| 6351958] 3228000] 705| k [Capital Work in Progress “ravo123|_ «72791425 eevee] vere PEEFESSSErO| 93-72 701428) x rot Gaariaacat 1081 c5005] 056465] 796842393] 276629206] _ Ga0e7S8s] _BoAT67| 359852682] 4569807511 413083598} Figur for he pcre yar 5055284] 24657580] OL eeo713864) 199267823] 77361495 776629266] 413063598] 465787461]Chalasani Hospitals Private Limited Rupees ‘As at ‘As at 2 Long Term Loans & Advances 3st March | 3ist March 2017 2016 a [Capital Advances a (Unsecured, considered good) 20000000} 2000000 b |Secutity Deposits 6917451] 6214951 (Unsecured, considered good) 26917451 | 8214951 10 Other non-current assets a [Others Investment in Chit Fund 2100000 | 1500000 (Unsecured, considered good) 2100000 [1500000 M_Inventories 4 [(as per Inventory taken, valued and certified by IManagement) Stock in Trade 15083680 12609420 Stores 8445956 18123695 sneer] 23529636 | 30733115, 12_Trade receivables a [Trade receivables outstanding for (unsecured, considerd good) ‘more than 6 months 295067705 | 148634190 others: 207183917 | 240209974 502251622 | 388844164Chalasani Hospitals Private Limited Rupees Asat Asat 13 |Cash and Bank Balances 31st March | 31st Match 2017 2016 a| Cash and Cash Equivalents ji Balance with banks In current account 2026996 4230931 ji © Cash in hand 710841 580409 b Other Bank Balances: Margin Money Deposits 36757602} 128942280 39495439 [| 133753620 14 Short-term loans and advances a |Advances recoverable in cash or kind 20832692, 5505208 ansecured, considered good) b [Balance with Revenue Authorities 103231753 | 96593555 (unsecured, considered good) ¢ {Employee Related Advances 548500 573000 (unsecured, considered good) 24612945 | 102671763,Chalasani Hospitals Private Limited Rupees ‘Year ended | Year ended 15|Revenue ftom operations Bist March | 31st March 2017 2016 a [Sale of Services| ’) Medicine Sales 249095176 | 248130682 i) Hospital Collections 482657903 | 392191009 "73753078 | _ 640321690 16 Other Income 4 [interest Income 149578] 3069576 b JOther non operating income 464782] 1125568, 6614360 |___ 4195144 7 ‘Year ended ‘Year ended [Cost of Matsriats sold Bist March 2017 Bist March 2016 1 [Medicines Inventories atthe beginning of the Year 12609420 19130321 Add: Purchases 177025560 166514492 189634980 185644813, LessiTnventory at che end of the Year 15083680 | 174551300 |_ 12609420 | 173035392 [Cost of Materials sold 174551300 473035392 18 Changes in Inventories of Stock in trade ‘A PInventory at the end of the Year Stores 8445956 18123695 Total 8445956 18123695 B [Inventory at the beginning of the Year Stores 18123695 6762150 Total 18123695 6762150 ‘Changes in Inventories of Finished Goods, work in Progress and Stock in trade 9677739 a1361545)|Chalasani Hospitals Private Limited Rupees ‘Year ended | Year ended 19|Salaries & Wages Bist March | 31st March 2017 2016 a [Salaries & Wages ‘96820631 | 73130019 b [Providend fund & Superannuation fund 1053230 938274 ¢ |Seatf Welfare Expenses 825344 331286 ‘98699205 | 74399579 20 Other Expenses [Asrogyasti Expenses 3615510] 5154704 |Adverdisement 4708696] 3907594 |Audit Fees as Statutory Auditor 402500 402500 for Taxation Matters 57500 37500 [Bank Charges 1314480 724250 |Consultation Charges 154286048 | 102518290 |Conveyance Expenses 403560 304044 [Diagnostic & Lab Expenses 7609448 | 5707519 IDonations 29000 7000 Hire Charges (Equipment) 283500) 1122747 Hospital Maintenance 11598738] 17392573 |House Keeping Charges 21239277] 21811243 inpatient Expenses (Others) 1419035 756039 Hnsurance 586914 786429 Loss on Sale of Asset 47298 Medical Gases 9643413] g630474 JOT Maintenance 1099464 168144 Other Miscellaneous Expenses 29663, 327547 [Power & Fuel 17689466} 16629865 JPostage & Cousier 300152 250959 [Printing & Stationery 4436408] 3908679 Rates and Taxes 5826735 | 5788544 Rent 3184820{ 1522100 Repairs & Maintenance 17121209 | 23988073 Security Services 4205693 | 3759355 [Telephone Charges 1326453] 1357852 [Transport Expenses 67216 12364 [Traveling Expenses 783837 542938 Vehicle Repairs & Maintenance 279391 143239 273598425 | 227661566Chalasani Hospitals Private Limited Rupees ‘Year ended | Year ended 21 |Financial expenses 3ist March | 31st March 2017 2016 a [Interest Expenses 98042498 85886981 b |Other Borrowing Costs imi750| 4502153} gpzi4zas | 90389134 ‘As at ‘As at j22 3st March | 31st March 2017 2016 ‘a Contingent liabilities & Commitments Nil Nil (to the extend not provided for) b Value of Imports on CIF basis made 2419846 Nil Expenses incurred in Foreign Currency Nil Nil 4 Amount remitted in Foreign exchange Nil Nil ¢ Earnings in Foreign Exchange Nil NilRelated P; ti ‘Names of the Related Parties and description of relationship: 1. Key Managerial Personnel: Dr. C.Vijayalakshmi ——~ Dr. CSailessh = —— 2. Relatives of Related Parties: Dr. CUsha 3. Enterprises in which Key Management Personnel and / of their Relatives have significant influence Chalasani Bio-Pharma Pvt.Ltd. Aggrepate Related Party transactions: Rupees Enterprises in which Key Management Key Personnel and / o theit Management | Relatives of Relatives have Particulars Personnel_|Related Parties| significant influence [Transactions for the year ended 31.03.2017 H. Directors Remuneration 10800000] (6000000)} 2, Professional Charges 1500000} (1200000) 3. Purchase Of Medicines 37917285] (35079081) Balance as on 31.03.2017 }. Trade & Other Payables 228295] 112500] 1311692] (438204) 00000) (2755301) 2. Long Term Borrowings 6600000) (NidChalasani Hospitals Private Limited 24, Taxes on Income (AS 22) Rupees “Year ended | Year ended 3ist March | 31st March Deferred Tax 2017 2016 [Depreciation 20085732) 24285217] [ao0esrsa[ 29285207] Defetred Tax Asset [Unabsorbed Depreciation q q |Timing difference in recognition of Expenditure i7612541| 5138346] s7ei2sai] 5138346 [Deferred Tax Liability (Net) 2473191] 19146871] 25, Impairment of Assets (AS 28) ‘There is no Impairment of Assets as the carrying cost of assets does not exceed the recoverable amount. isclosure on Specified Bank Notes (SBNs) In accordance with the MCA Notification G.S.R. 308 (E) dated March 30th, 2017 details of Specified Bank Notes (SBNs) and Other denomination notes which were held and transacted during the period 8th November 2016 to 30th December 2016 is given below Other INo| denomination Particulars SBNs Jnotes Total 1 | Closing Cash in hand as on 8th November, 2016_ __ 18,96,500] 1 20,35,397 2| Add: Permitted Receipts === 4,02,500) _97,02,332[_1,51,04,832 3 | Less: Permitted Payments _ ie I 92,547 | 56,92,547 4 | Less: Amount deposited in banks _ HT __ 99,79,000 | 5 | Closing Cash in hand as on 30th December, 2016 = 14,68,682 14,68,682,27. Previous Year figures Previous year figures have regrouped wherever necessaty to conform with current year classification xr Report of even date MAMURTHY & CO . Accountants: For and on behalf of the Bos \ oa SEPT C. CA. M. BHASKARA RAO VIJAYA LAKSHMI ESH PARTNER MANAGING DIRECTOR DIRECTOR ‘Memb No: 021704 FR No: 030325 Place : Visakhapatnam Date : 04-09-2017