Hansraj Singh
Hansraj Singh
Hansraj Singh
To To
BSE Limited National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G,
Dalal Street Bandra Kurla Complex,
Mumbai- 400001 Bandra (E), Mumbai – 400 051
Through: BSE Listing Centre Through: NEAPS
Security Code: 543350 Symbol/Security ID: VIJAYA
Dear Sir/Madam,
Sub: Vijaya Diagnostic Centre Limited – Annual Report for the FY 2022-2023 along with the
Notice of the 21st Annual General Meeting
We hereby inform you that the Twenty-First (21st) Annual General Meeting ("AGM") of the members of
the Company will be held on Wednesday, 20th September 2023 at 03:00 P.M. IST through Video
Conferencing ("VC") / Other Audio-Visual Means ("OAVM"), in accordance with the relevant circulars
issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India (SEBI).
Pursuant to Regulation 34(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, we enclose herewith the Annual Report for the financial year 2022-2023 (including Notice of the
AGM to be held on 20th September 2023 and Business Responsibility and Sustainability Report).
We also wish to inform you that 21st Annual Report (including Notice of the AGM) has been sent,
through email to the members on 29th August 2023.
The Annual Report including Notice is also uploaded on the Company’s website and can be accessed at:
https://www.vijayadiagnostic.com/investors/annual-reports
Thanking you.
Yours sincerely,
For Vijaya Diagnostic Centre Limited
HANSRAJ Digitally signed by
HANSRAJ SINGH
Some information in this report may contain forward-looking statements which include
statements regarding Company’s expected financial position and results of operations,
business plans and prospects etc. and are generally identified by forward-looking words
At Vijaya Diagnostic, we deliver innovative,
such as “believe,” “plan,” “anticipate,” “continue,” “estimate,” “expect,” “may,” “will” or other similar
words. Forward-looking statements are dependent on assumptions or basis underlying such
statements. We have chosen these assumptions or basis in good faith, and we believe that they
comprehensive and reliable diagnostic
are reasonable in all material respects. However, we caution that actual results, performances or
achievements could differ materially from those expressed or implied in such forward-looking
statements. We undertake no obligation to update or revise any forward-looking statement,
services, which are preferred by millions
whether as a result of new information, future events, or otherwise.
across Southern India and even other regions
of the country. We are committed to make
Scan QR code to
the patient’s medical journey faster, more
read more about us
transparent and more accurate.
We are witnessing a significant Our digital initiatives also gained
Pg. 02-38 Pg. 39-132 year-on-year increase in significant momentum during the
year. The comprehensive LIMS that
Corporate Overview Statutory Reports demand for the non-COVID we have implemented is blended
02 Delivering quality care, with an 39 Notice
business across both radiology into our system, and is being used
integrated business model and pathology segments, without hassle across all our
57 Board’s Report centres. This major milestone has
06 Strengths and strategies to
81 Management Discussion and
reinforcing the strength of our helped streamline operations and
deliver value at scale
26 Manufactured Capital
195 Consolidated Financial
Statements
backed by the idea of setting up large-sized
30 Intellectual Capital hubs, supported by spokes which are of less
34 Human Capital
capex and higher margins to ensure profitable
business and better operational and financial
36 Social and Relationship Capital
38 Corporate Information
performance in the years to come.
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Mission
Vision
Geographic presence
Our guiding principles Our guiding principles
Our footprint extends across major Indian cities, making
quality healthcare accessible to a diverse population.
Quality Assurance Innovation & Growth Although we have major focus on the southern states, we
International-Grade Services
Upholding NABL-certified standards
Continuous Improvement
Embracing technological
40+ are gradually expanding our footprint to other parts of India.
Years of legacy
in diagnostic labs to ensure top-notch advancements, fostering innovation,
quality. and pursuing opportunities for
growth and expansion.
Professional Excellence
Employing India’s best-certified
professionals, emphasizing
Corporate Wellness Solutions
Customized wellness solutions
121 Telangana
Diagnostic Centres
continuous training, and ensuring catering to more than 250+
strict hiring protocols. Corporate Clients, emphasizing the Karimnagar
overall well-being of the workforce. Mancherial
Latest Technology Integration
Equipping diagnostic clinics with 20+ Nizamabad
Hanamkonda
advanced medical instruments and Cities present in
employing cutting-edge technology Community Focus Kazipet
across all platforms.
Patient-Centric Approach Warangal
2,400+
Sangareddy
Timely delivery of diagnostic findings
to support superior medical care Shamshabad
Accessibility & Affordability
outcomes. Staff Visakhapatnam
Hyderabad/
Extensive Geographic Presence Shadnagar
Trust & Reputation Secunderabad
121 centres across 20 Indian cities
to provide widespread access to
diagnostic services.
A legacy of 40 years in quality
diagnostic services, earning the trust
of 50+ million customers, making
200+ Wanaparthy
Reasonable Pricing
Radiologists, Microbiologists, Rajahmundry
Vijaya Diagnostic Centre Limited the
Pathologists Kurnool
Committed to delivering high-quality most preferred diagnostic partner.
diagnostic services at affordable rates, Andhra
making healthcare accessible to all. Nandyal Pradesh
250+
Corporate Clients
Ethics & Integrity Nellore
Unannounced Quality Checks
Conducting periodic and unexpected
visits to ensure consistent adherence
50+ Tirupathi
Ethical Compliance
20
Stringent adherence to ethical norms
across all services, maintaining trust
and integrity. Gurgaon
Kolkata
NABL/NABH Certified Labs
Haryana
West Bengal
04 05
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Optimal Environment: Our facilities Digital Ease: Utilising digital Consumer-Centricity: A considerable
and offices feature state-of-the-art technology, our mobile application 95% of our revenue comes from a B2C
infrastructure designed to meet global streamlines the patient journey, business model, reinforcing our central
standards, ensuring an optimal working allowing for a seamless experience focus on enhancing the quality of life
environment for staff and exceptional that caters to client needs with for individual patients.
service for patients. efficiency and precision.
Radiology
06 07
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Awarded Brand
of the Year in Investment by reputed
diagnostic services;
Telangana Healthcare
2018 PE investors viz, 2016
Karakoram Limited and 2006-2010 2001-2005 1996-2000
Leadership award. Kedaara Capital AIF1.
08 09
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Executive Chairman’s
Message
The key role of diagnostics in healthcare
is but obvious and service providers
Efficient energy utilization,
Dr. S. Surendranath Reddy shoulder the crucial responsibility of responsible management of
accurate and reliable diagnosis. The
Executive Chairman
prevalence of chronic illnesses, lifestyle
medical waste and adoption of
related diseases and a steady increase the right technology – these are
in the elderly population have effectively
contributed to a significant rise in our conscious efforts towards
demand for quality diagnostic services. contributing to a better and a more
The past year witnessed remarkable sustainable environment.
growth both in radiology and in pathology
Dear Shareholders and a sizeable contribution to this was
from Non-Covid business, which gained
significant momentum. Added to this, we
I am honoured and were able to offer a superior customer tests and to reduce the chance of Way forward
experience and define higher standards of
proud to report excellence backed by the ability to offer
human error. Our practice of continuous
optimization of processes has made Focussed on research backed, strategic
the year gone by business right from the time of inception. optimum Turn-Around Time (TAT). We
have digitally automated the customer
we are committed to order our service
offerings in-line with customer needs
was characterised Leveraging strong journey from appointment booking to and in a customer-centric manner.
Leveraging on our strong brand recall,
online report access to make overall
performances
by stellar customer experience even more we plan to continue to employ the most
pleasurable and convenient. advanced technology to offer reliable
performance, Both our new and existing centres
benefitted from the upsurge in demand and error-free diagnostic services
and for optimizing operations. We
reinforcing the for Non-Covid diagnostic services,
leading to a Non-Covid revenue growth
Driving sustainable change continuously strive towards hiring skill
our model of services offerings to dynamic trends society and the environment, we
in healthcare and the unique needs of
our customers.
in healthcare and thereby sustain are consciously working towards
comprehensive and grow the trust of customers and minimizing the ecological footprint and In closing, I would like to express my
clinicians alike. engaging in community development
diagnostic activities. Efficient energy utilization,
heartfelt gratitude to our stakeholders
and patrons, the entire team at Vijaya
Building on the trust our customers
services. have evinced on us as a brand and
responsible management of medical
waste and adoption of the right
Diagnostics, our shareholders and the
board for its unwavering support and
strengthening our resolve for customer
technology – these are our conscious guidance all throughout.
As a brand, we continue to enjoy convenience and comfort at all times,
efforts towards contributing to a better
the trust and regard of millions of we are consistently continuing to
and a more sustainable environment.
customers and satisfy their expectation make systematic investments guided
Also as part of CSR, we have taken
of high quality diagnostic services by an intelligently planned expansion
active part in projects promoting
strategy. Cautious concentration on Regards,
at affordable prices. Our exceptional education, women empowerment, easy
performance during the year reinforces introducing state-of-the-art equipment
access to quality healthcare for weaker
our commitment for innovation, and the most advanced technology Dr. S. Surendranath Reddy
sections of the society and many such
operational excellence and customer- has enabled us to enhance our service Executive Chairman
humanitarian causes.
centric service delivery. portfolio with unique and high-end
10 11
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
CEO’s
Message
Performance overview EBITDA this year was J 1,820 Mn with
Suprita Reddy We recorded a 14.7% year-on-year non- a margin of 39.6%, PAT was J 846 Mn,
CEO covid revenue growth, supported both
by contribution from new centres and translating to an impressive margin of
improved performance in existing centres.
Business from the wellness segment
18.4%, demonstrating our capability to
grew to 12.1% from 6.8% in comparison to ensure profitability while maintaining
the FY 22. The B2C segment continued to
stand strong at 95%.
the standards of quality and service
EBITDA this year was H 1,820 Mn with
excellence.
Dear Shareholders a margin of 39.6%, PAT was H 846 Mn,
translating to an impressive margin of
approach to expansion will continue to be the leverage on our capabilities to take
18.4%, demonstrating our capability to
The year gone ensure profitability while maintaining
driven by the hub-and-spoke business
model - setting up large-sized hubs,
on the challenges and the opportunities
that lie ahead. We intend to focus our
the standards of quality and service
by stood as excellence.
supported by smaller margin-accretive
centres to ensure sustained profitability
concentration on adopting the most
advanced technology and introducing
a testimony Digital initiatives
and better operational and financial
performance in the years to come.
futuristic equipment to enable us
offer accurate, reliable & high quality
reinforcing the In our conscious attempt for successive Today, Vijaya is one of India’s largest
diagnostic services to our customers.
12 13
Ourquality,
reliability and
affordability
are underpinned by best
in class infrastructure,
technology, and one of
the finest talent pool of
technicians and doctors.
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
250+ Development
Social and Spokes 95%
Relationship Tie-ups with B2C revenue
Capital corporate clients
#92
Customer
Satisfaction & Reach
36,000+
Home Collections
1800+
Sample Flow
Partnetship with
Hospitals & Labs Patient Flow
16 17
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Fulfilling stakeholder
expectations
At Vijaya Diagnostic, we acknowledge that our success is deeply How we engage
intertwined with the relationships we foster with our stakeholders.
By nurturing these relationships, we not only align our strategies and Stakeholders Key Concerns Modes of Outcomes & Value Connected Capitals
operations with stakeholder expectations, but also create shared value. Engagement Added
Communities Customers Quality of service, One-on-one Strengthened trust, Social & Relationship,
affordable pricing interactions, mass improved services Intellectual
media, website
Customers
18 19
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Board of
Directors
We are steered by a distinguished Board of Directors, whose diverse 1 3 6
Dr. S. Surendranath Reddy is the S Geeta Reddy is a Non-Executive Satyanarayana Murthy Chavali is an
Executive Chairman of our Company. He Director of our Company. She holds a Non-Executive– Independent Director
holds a bachelors degree in medicine bachelors degree in law from Osmania of our Company. He holds a bachelors
1 2 3 from Shri Venkatesvara University and a University. She is enrolled as an degree in technology from Indian
provisional degree of Doctor of Medicine Advocate with the Andhra Pradesh High Institute of Technology, Madras and a
in Radiology from Osmania Medical Court in 1986. post graduate diploma in management
College, Hyderabad. He has over 19 from Indian Institute of Management,
years of experience with our Company. 4 Bangalore. He previously worked as
He is a life member of the Indian a chief executive officer of Aurigene
Radiological and Imaging Association. He Discovery Technologies Limited and
Dr. D Nageshwar Reddy
M C M M M M has also received an award from Abbott has previously worked at Dr. Reddy’s
Non-Executive, Independent Director
for leadership in in-vitro diagnostics Laboratories Limited.
Dr. S. Surendranath Reddy Mr. Sunil Chandra Kondapally Mrs. Sura Geeta Reddy
and an award for the “Healthcare Dr. D Nageshwar Reddy is the Non-
Executive Chairman Executive Director Non-Executive Director
Entrepreneur of the year” in 2019 from Executive Director - Independent Director 7
Six Sigma Star Healthcare, New Delhi. of our Company. He holds a degree
from University of Madras in general Dr. Manjula Anagani
2 medicine and a D.M in gastroenterology
4 5 6 Non-Executive, Independent Director
from Postgraduate Institute of Medical
Sunil Chandra Kondapally Education and Research, Chandigarh. He Dr. Manjula Anagani is the Non-
Executive Director is currently the Chairman of Asian Institute Executive – Independent Director of our
of Gastroenterology, Hyderabad. He Company. She holds a degree in M.D
Sunil Chandra Kondapally is the received Padma Shri and Padma Bhushan Obstetrics and Gynaecology from NTR
Executive Director of our Company. Awards from Government of India. University of Health Sciences, Andhra
He has been associated with our Pradesh. She is currently working as a
M M C M M M M C M C M C M M
Company since incorporation. He 5 Clinical Doctor and HOD, Women and
Dr. Duvvur Nageshwar Reddy Mr. Shekhar Prasad Singh Mr. Satyanarayana Murthy Chavali holds a bachelors degree in science Child centre at CARE Super Speciality
Non-Executive, Independent Director Non-Executive, Independent Director Non-Executive, Independent Director in electrical engineering from Florida Hospital – Banjara Hills & Hi-tech City –
Shekhar Prasad Singh
State University.He has over 17 Hyderabad. She has received the fourth
Non-Executive, Independent Director
years of experience in the field of highest honour for a civilian in India, the
pharmaceutical industry. He founded Shekhar Prasad Singh is the Non- distinguished ‘Padma Shri’.
a pharmaceutical services company Executive Director – Independent
7
Trikona Pharmaceuticals Private Director of our Company. He is a retired
Limited in 2016 and QPS Bioserve IAS officer of 1983 batch. Previously, he
India Private Limited in 2004 and, acted as Chief Secretary to Government
which focuses on the development of of Telangana.
innovative pharmachemical products.
He has worked in operations, quality
accreditation, finance, marketing and
C Chairperson Audit Committee
network expansion departments of our
Dr. Manjula Anagani M Member Nomination and Remuneration Committee Company since its incorporation.
Non-Executive, Independent Director Corporate Social Responsibility Committee
Stakeholders Relationship Committee
Risk Management Committee
20 21
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Awards and
accolades
Our efforts have been recognised by esteemed organisations and institutions, Technology and
reinforcing our presence as a leader in the diagnostics industry. International Distinctions Innovation Awards
MOST
PREFERRED
WORKPLACE
Reflecting our commitment to global Recognising our contribution to For our cutting-edge Laboratory
standards in healthcare. healthcare in collaboration Information Management System
Recognizes
with international counterparts. (LIMS), fully Integrated Radiology
Vijaya Diagnostic Centre limited
Brought to you by
State Honours
Leading Chain Healthcare
Pride of India Brands Award (2022):
of Diagnostics & Entrepreneur of the
A monumental acknowledgment of
Imaging (2019): Year, Dr. Surendra
our standing as one of India’s revered
Reddy (2021)
brands. Best Diagnostic
Service Provider of
Best Healthcare Brands (2022):
the Year (2018):
Recognized for our relentless pursuit
of healthcare excellence.
Presented by the Indian Medical Acknowledged by The Economic
India’s Greatest Brands (2020-21): Association, Telangana state, and Times.
Honoured with the ‘Pride of Nation’ Messe India.
accolade, underlining our position as a
Recognized by the Telangana
leader in healthcare.
Government, affirming our continued
Leading Diagnostics with Excellence excellence in the state.
in Quality & Safety: A testament to our Best Diagnostic Most Trusted
superior diagnostic services across Centre of the Year and Best Quality
India. (2021): Diagnostic Services
Most Trusted Diagnostic Centre of the Year, Telangana Healthcare Leadership in India (2021)
Awards (2019): Presented by Times Healthcare Achievers.
22 23
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Financial
Capital
Revenue from Operations EBITDA EBITDA
(H Mn) (H Mn) (%)
4,592
2,037
4,624
44.1
44.1
1,820
Our financial capital enables us to take
39.6
39.1
3,767
1,660
37.0
3,388
2,926
progressively steady strides towards
1,326
1,081
patient convenience and a holistic patient
experience. Our financial performance
has been resilient in a dynamic operating
environment. As we move ahead, our primary FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23
objective is to create sustainable value for 12% - 4-Year CAGR 14% - 4-Year CAGR
J J
1,097
1,474
23.7
22.4
4,592 Mn 846 Mn
1,135
18.5
846
845
18.4
1,121
15.7
834
625
Revenue from Operations Profit After Tax
653
459
FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23
10.76
23
23
23
43
22
38
8.26
8.29
33
30
16
6.13
25
4.50
FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23
*ROCE (Pre-cash): PBIT ex Other income / (Total Assets – Cash – Current Liabilities)
#With effect from 01 January 2023, the Company has changed its method of depreciation on all Property, Plant and Equipment from Written Down Value (WDV)
method to Straight Line Method (SLM), based upon the technical assessment of expected pattern of consumption of the future economic benefits embodied in the
assets. Due to the aforesaid change, the depreciation expense is lower by Rs. 90.4 Mn and PAT is higher by Rs. 67.7 Mn for the quarter ended and year ended March 31,
2023. There has been no change in the depreciation expense recognised up to the period ended December 31, 2022.
24 25
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Manufactured
Capital
We have achieved encouraging operational model translated into technology to achieve excellence.
growth in our manufactured capital. tangible results. This, in turn, fuelled From absorbing global standards in
The inauguration of state-of-the-art our ambition to expand our reach and preventive care to adopting an efficient
facilities, the operational break-even innovate further. ‘hub-and-spoke’ model for specimen
Our manufactured capital represents our achieved in record time, and the collection and testing, we ensured that
Our approach to manufactured capital
facilities, centres and the technologies that integration of cutting-edge technology
formed the bedrock of our growth. Our was not limited to mere physical
our manufactured capital served as
the backbone of our quality healthcare
we deploy to provide accurate results to dedication to providing comprehensive expansion; it extended to improving the
quality of our services and harnessing
delivery system.
diagnostic services through an effective
patients. The combination of technological
advancements, infrastructure, operational
excellence and strategic pricing contributes Facilities and infrastructure
to our sustained growth. We inaugurated numerous centres across multiple locations, including more than 10,000 sq. ft. state-of-the-art facilities.
These infrastructural advancements were pivotal in widening our footprint and enhancing our capability to offer
integrated diagnostic services.
121 23 8 23
offering advanced radiology
investigations
26 27
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Manufactured
Capital
Our investment in top-tier equipment We offer a diverse range of 2000+ pathology tests and 550+ Radiology tests In the past financial year, we have Annual health check-up Special discounts
such as 3T MRI, CT, Gamma Camera, under one roof, providing high-quality diagnostic services. Our expansion into cemented our position as an essential
and other cutting-edge technologies various regions ensures that our advanced diagnostic services reached a broader player in corporate health and wellbeing. Our unique 360-degree programme As part of our commitment to our
bolstered our capacity to perform over consumer base. Our pricing strategy is aligned with our core value of making Serving over 400 corporates, we have goes beyond mere diagnosis, focusing corporate partners, their employees
10 million tests. These technological healthcare services accessible to all without compromising quality. become their preferred diagnostic on prognosis and prevention. Tailorable enjoy exclusive discounts on selected
assets positioned us at the forefront of partner, echoing our belief that a healthy to specific organisational needs, these investigations throughout the year.
medical diagnostics. workforce is a fundamental driver of comprehensive evaluations have proven Further, the Company also offers special
organisational success. pivotal in sustaining the health and discounts to senior citizens on both
Lab test at home wellbeing of the workforce. pathology and radiology services. This
Logistic network One of the benefits of our corporate encourages a culture of regular health
In an era where convenience and healthcare converge, waiting in queues for Specialised testing services
wellness solution is the provision of monitoring without financial burden.
We implemented an effective logistical diagnostic tests can be cumbersome and time-consuming. We understand this
a dedicated report portal. This digital
concern and bring medical diagnostics right to your doorstep. Catering to the unique requirements of With our extensive network of 121
network, utilising in-house logistics interface allows our partners to monitor,
various industries, we offer a wide array branches across 4 states and 20 cities,
teams and temperature-controlled download and analyse the health
of Drug Panel tests, Food Handlers we offer flexibility in delivering these
transport. This critical infrastructure reports of their workforce. The insights
Check-ups, and Hazardous testing. services, both on-site and off-site.
component aided in maintaining derived facilitate the creation of targeted
Whether it is compliance with FSSAI Our innovative approach includes
specimen quality and optimising the A Wide Range of Specialities Convenience for the customer health programmes.
regulations or periodic screening for periodic health interventions, where
diagnostic process.
With coverage across 21+ medical We acknowledge the importance hazardous exposure, we provide a one- the results are analysed, and action
specialities, our home sample of timely health tests. Our home stop solution. plans are formulated to drive health
Pre-employment health check-up
Technology absorption collection service ensures that sample collection service is improvements. The efficacy of these
comprehensive diagnostic care is designed to provide a convenient Our bespoke packages assist organisations programmes is tracked, showing
Our efforts towards absorbing accessible to everyone. and user-friendly experience. in assessing the fitness of their prospective measurable improvements in individual
technology translated into global hires, including vital tests such as Fasting and collective health.
quality standards in our services. The Blood Sugar, ECG and Ultrasound
integration with Laboratory Information Abdomen. By providing a detailed health
Management System (LIMS) played a profile, we ensure that every new recruit is
key role in ensuring accuracy, speed, Expert Care at Your Doorstep Quick and Easy Access to Reports fit to perform his/her duties.
and affordability.
Upon receiving a request for home Once the tests are conducted, the
sample collection, our medically reports are made available via
Network Strategy certified professionals arrive at the WhatsApp and text messages, or
location to collect the required blood they can be collected at our centre.
Our ‘hub-and-spoke’ approach
test samples, adhering to the highest The customer can download blood
contributed to centralised testing and
standards of safety and hygiene. test reports from the comfort of
procurement, reducing the overall cost
their homes.
and enhancing efficiency across our
diagnostic services.
How to book
blood test at
home
Find a Test Buy Health Home Sample Download
Checkup Collection Reports
28 29
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Intellectual
Capital
Technology integration and implemented. This has enabled Quality assurance and safety
advanced solutions seamless utilisation across all centres, measures
fostering a cohesive workflow.
The integration of advanced medical Quality assurance remains a
Our intellectual capital extends beyond equipment and IT infrastructure within In order to make medical testing more cornerstone of our operational ethos.
accessible to users, we have developed
state-of-the-art equipment, encompassing a our operations has been strategically
undertaken. With the aim of enhancing and launched a robust mobile
Through rigorous processes, standard
operating procedures, and continuous
relentless pursuit of quality and excellence efficiency, accessibility, and precision, application that covers all test types
in radiology and pathology. This step
internal audits, we maintain the highest
we have implemented a series of standards of quality in laboratory and
in patient care. Strategically aligned with our technological advancements. These is instrumental in extending medical radiological services.
testing to a broader audience.
goal of delivering top-tier diagnostic services, include the stabilisation of essential
software, the launch of user-friendly Laboratory
it serves as a foundation for continuous
The rollout of a fully functional
digital platforms, and the incorporation quality assurance
e-commerce website has been
of cutting-edge radiological features.
improvement and innovation, enabling us to executed, providing convenient services
to our customers. This step represents a
Our laboratory quality assurance
become a dominant entity in the diagnostic direct response to the growing need for
system provides a process-driven
approach to ensure the accuracy
Efficient and robust IT
services industry.
online access to our services.
of testing. This approach includes
infrastructure the maintenance of documents and
To effectively manage the workflow
of radiology testing services, our application of stringent quality controls.
The integration of technology within
Commitment to Our extensive industry experience and professional knowledge fuel our mission
Sustainability and Growth to continually raise the bar for patient care. Our advanced solutions foster an
environment conducive to growth, while adhering to global quality standards in
preventive care and diagnostic testing.
30 31
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Intellectual
Capital
Comprehensive and high quality integrated diagnostic services through our operational network
32 33
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Human
Capital
Personnel and expertise Rewards and recognition Training and development
Our organisation’s strength lies in our Recognising and rewarding talent is Training and development (T&D) at
people, and this principle is manifest essential for maintaining a motivated Vijaya Diagnostic is more than skill
At Vijaya Diagnostics, our human assets across our network. The collective workforce, building a culture of enhancement. It is about empowering
represent the catalysts of our profitable and experience, expertise, and energy
of our team of 2400+ dedicated
excellence and collaboration. In
our organisation, this philosophy is
individuals to grow, innovate and
lead. We have implemented a
sustainable growth. Our teams are given an individuals, including trainees, define manifested through various recognition three-phase training programme,
our ability to innovate and deliver. Our programmes such as the Thank You encompassing knowledge, skills and
inspiring and empowering environment to thrive skilled workforce, comprising 200+ Award, Star Monthly Award, Go - WOW attitude, ensuring the deployment
and take more challenges. Our commitment to radiologists, laboratory doctors, and
physicians, embodies a diverse and
Award, GEM Quarterly Award, and Great
People Manager Award. These are not
of competent personnel. From new
joinees to experienced professionals,
their safety, continuous growth, and recognition robust commitment to excellence. merely incentives but symbols of the our training covers various facets,
Together, they are integral to our value we place on each individual’s including protocols, latest practices and
forms the core of our corporate culture. It ongoing success, reflecting our contribution to our shared goals. leadership development. Collaboration
reflects our ethos of building not just a company, corporate philosophy of quality,
innovation, and positive societal
with equipment manufacturers adds
depth and practicality to our training,
but a community that aspires to make a contribution. nurturing an ecosystem that thrives on
excellence.
significant difference in the healthcare industry.
Safety and quality assurance Rewarding talent through ESOP
34 35
Annual Report 2022-23 Corporate Overview Statutory Reports Financial Statements
Social and
Relationship CSR Initiatives and Impact
K22.52 million
society.
endeavour to giving back to society in many
ways. Our objective is to meaningfully connect Total CSR expenditure
36 37
Annual Report 2022-23
Corporate
Information
CIN: L85195TG2002PLC039075
STATUTORY AUDITORS
M/s. B S R & Associates LLP,
Chartered Accountants
38
Corporate Overview Statutory Reports Financial Statements
NOTICE
Notice is hereby given that the 21st Annual General Meeting 4. To appoint a Director in the place of Mrs. Sura Geeta
(AGM) of the Members of Vijaya Diagnostic Centre Limited Reddy (DIN: 01073233), who retires by rotation and
will be held on Wednesday, the 20th Day of September, 2023, being eligible offers herself for re-appointment.
at 03:00 P.M. (IST) through Video Conferencing/Other Audio
visual Means (“VC/OAVM”) facility, to transact the following To consider and if thought fit, to pass with or without
businesses: modification(s), the following resolution as an
ordinary resolution:
To consider and if thought fit, to pass with or without 5. To re-appoint M/s. B S R and Co, Chartered Accountants
modification(s), the following resolution as an ordinary as statutory auditors of the Company and to fix their
resolution: remuneration.
“RESOLVED THAT the audited standalone financial To consider and if thought fit, to pass with or without
statements of the Company for the financial year ended modification(s), the following resolution as an ordinary
March 31, 2023 and the reports of the Board of Directors resolution:
and Auditors thereon laid before this meeting, be and are
hereby considered and adopted.” “RESOLVED THAT pursuant to Section 139, 142 and all
other applicable provisions, if any, of the Companies
2. To receive, consider and adopt the Audited Consolidated Act, 2013 read with the Companies (Audit and Auditors)
Financial Statements of the Company for the financial Rules, 2014, (including any statutory modification(s) or re-
year ended March 31, 2023 and the Report of Auditors enactment thereof) and pursuant to the recommendations
thereon. of the Audit Committee and Board of Directors of the
Company, M/s. B S R and Co, Chartered Accountants,
To consider and if thought fit, to pass with or without
Hyderabad, having Firm Registration No. 128510W,
modification(s), the following resolution as an ordinary
who have given their consent letter and confirmed their
resolution:
eligibility for the re-appointment pursuant to Section 141
“RESOLVED THAT the audited consolidated financial of the Companies Act, 2013, be and is hereby re-appointed
statements of the Company for the financial year ended as the Statutory Auditors of the Company, for another
March 31, 2023 and the report of Auditors thereon laid term of five (5) consecutive years, who shall hold office
before this meeting, be and are hereby considered from the conclusion of this 21st Annual General Meeting till
and adopted.” the conclusion of the 26th Annual General Meeting to be
held in the calendar year 2028, at such remuneration as
3. To declare Final Dividend of Re.1/- (100%) per equity may be mutually agreed between the Board of Directors
share of face value of Re.1/- each for the financial year of the Company and the Statutory Auditors in addition
ended March 31, 2023. to applicable taxes, reimbursement of all out-of-pocket
expenses as may be incurred in connection with the audit
To consider and if thought fit, to pass with or without of the accounts of the Company.”
modification(s), the following resolution as an
ordinary resolution:
SPECIAL BUSINESS:
“RESOLVED THAT a dividend at the rate of Re.1/- (Rupee
One Only) per equity share of Re. 1/- (one rupee) each 6. To consider and ratify the remuneration of Cost auditor
fully paid-up equity share be and is hereby declared for for the financial year 2023-24.
the financial year ended March 31, 2023 and the same
To consider and if thought fit, to pass with or without
be paid as recommended by the Board of Directors of
modification(s), the following resolution as an
the Company, out of the profits of the Company for the
ordinary resolution:
financial year ended March 31, 2023.”
“RESOLVED THAT pursuant to the provisions of
Section 148 and other applicable provisions, if any, of
the Companies Act, 2013 read with Companies (Audit
39
Annual Report 2022-23
and Auditors) Rules, 2014 and the Companies (Cost “RESOLVED FURTHER THAT the Board of Directors be
Records and Audit) Rules, 2014, (including any statutory and is hereby severally authorized to take all such steps
modification(s) or re-enactment thereof, for the time being as may be necessary, proper and expedient to give effect
in force, remuneration of H30,000/- (Thirty Thousand only) to this Resolution.”
plus applicable GST & reimbursement of out of pocket
expenses, if any, as approved by the Board of Directors be “RESOLVED FURTHER THAT any Director and Company
paid to M/s. TSSV Santhosh Kumar, Cost and Management Secretary of the Company be and are hereby severally
Accountant, (Firm Registration No. 003955) appointed by authorised to issue a certified true copy of the above
the Board of Directors as Cost Auditor of the Company for resolution to various authorities, as may be required.”
the financial year 2023-24, be and is hereby ratified.” 8. To consider and revise the limit under Section 180(1)(a)
“RESOLVED FURTHER THAT the Board of Directors of the of the Companies Act, 2013, for creation of charge on
the assets of the Company, both present and future, in
Company be and are hereby severally authorized to do all
respect of its borrowings.
such acts, matters, deeds and things as may be necessary
to give effect to the above resolution.” To consider and if thought fit, to pass with or
7. To consider and revise the borrowing limit under Section without modification(s), the following resolution as a
180(1)(c) of the Companies Act, 2013. special resolution:
To consider and if thought fit, to pass with or “RESOLVED THAT in supersession of earlier resolution
without modification(s), the following resolution as a passed by the members of the Company at their
special resolution: Extraordinary General Meeting held on October 01, 2014
and pursuant to the provisions of Section 180(1)(a) and
“RESOLVED THAT in supersession of earlier resolution
other applicable provisions, if any, of the Companies Act,
passed by the members of the Company at their
2013 (“the Act”) read with rules made thereunder and all
Extraordinary General Meeting held on October 01, 2014
other applicable provisions, if any, of any other law for the
and pursuant to the provisions of Section 180(1)( ) and
other applicable provisions, if any, of the Companies Act time being in force (including any statutory modification or
2013 (“the Act”) and the Rules made thereunder and all amendment thereto or re-enactment thereof for the time
other applicable provisions, if any, of any other law for the being in force) and in terms of Memorandum & Articles of
time being in force (including any statutory modification or Association of the Company, as amended or restated, from
amendment thereto or re-enactment thereof for the time time to time and all other provisions of applicable laws,
being in force) and in terms of Memorandum & Articles consent of the members of the Company be and is hereby
of Association of the Company, as amended or restated, accorded to the Board of Directors of the Company to
from time to time, and all other provisions of applicable create charge(s), mortgage(s), hypothecation(s) or provide
laws, consent of the members of the Company be and is security in addition to the existing charge(s), mortgage(s),
hereby accorded to the Board of Directors of the Company hypothecation(s), security created by the Company on
for borrowing any sum or sums of money from time to any of its assets (movable, immovable etc.) both present
time (including external commercial borrowings from any and future, together with any or all substantial assets of
foreign source / countries as prescribed by guidelines, the Company in certain events and in such manner as the
if any, in this respect) from any one or more bankers or Board may deem fit, in favor of banks/financial institutions,
consortium of bankers and /or from any one or more other investing agencies and trustees for the holders of
persons, firms, bodies corporate, financial institutions, debentures/bonds/other instruments to secure rupee/
banks or other acceptable source whether by way of foreign currency loans and/ or the issue of debentures
advances, deposits, letter of credit, loans, debentures, and/or rupee/foreign currency convertible bonds and/
bonds or otherwise and whether unsecured or secured or foreign currency bonds and/ or bonds with share
notwithstanding that the moneys to be borrowed together warrants attached etc. (hereinafter collectively referred
with the moneys already borrowed by the Company to as “Loans”) subject however that the aggregate value
(apart from the temporary loans obtained from the of such charge(s), mortgage(s) and hypothecation(s)
Company’s Bankers in the ordinary course of business in addition to the existing charge(s), mortgage(s) and
or as permitted, from time to time, under the applicable hypothecation(s) created by the Company, on the assets
laws) will or may exceed the aggregate of paid-up share of the Company, both present and future, etc. shall not
capital, free reserves and securities premium of the exceed the aggregate of the paid-up share capital, free
Company, subject however that the total amount up to reserves and securities premium account as per the latest
which the money may be borrowed as above by the Board audited financial statements of the Company in line with
and outstanding at any point of time shall not exceed the borrowing limit of the Company or otherwise, approved
the aggregate of the paid-up share capital, free reserves or amended from time to time.”
and securities premium account as per the latest audited
financial statements of the Company as prescribed under “RESOLVED FURTHER THAT the Board of Directors be
Section 180(1)( ) of the Act or as amended from time and is hereby authorized to take all such steps as may
to time.” be necessary, proper and expedient to give effect to this
Resolution.”
40
Corporate Overview Statutory Reports Financial Statements
“RESOLVED FURTHER THAT any Director and Company and encashment of leave, if any, shall be as per
Secretary of the Company be and are hereby severally the rules of the company, and be in addition to the
authorised to issue a certified true copy of the above remuneration under (A) above.
resolution to various authorities, as may be required.”
C. In addition to the remuneration under (A) above, Ms.
9. To consider and approve the appointment of Ms. Sura Suprita Reddy, during her tenure as the MD &
Sura Suprita Reddy (DIN: 00263618) as, Managing CEO of the company, shall be entitled to the following
Director and Chief Executive Officer (MD & CEO) of the perquisites, allowances, and reimbursement of
Company, not liable to retire by rotation and approve the expenses, wherever applicable:
remuneration payable to her.
i. Company maintained car with driver for the use
To consider and if thought fit, to pass with or of Company’s business.
without modification(s), the following resolution as a ii. Expenses incurred for travelling, boarding
special resolution: and lodging during business trips and
“RESOLVED THAT pursuant to the provisions of section communication expenses for telephone /
160, 161 and other applicable provisions of the Companies internet / mobile / fax at residence shall be
Act, 2013 and the rules made thereunder and pursuant reimbursed at actuals.
to any other law for the time being in force, Ms. Sura iii. Medical reimbursement expenses incurred for
Suprita Reddy (DIN: 00263618) who was appointed as self and family as per the companies’ group
additional director of the Company with effect from 01st medical insurance policy.
July 2023 and who holds office till the date of this Annual
General Meeting and whose candidature is proposed for iv. Personal Accident Insurance: As per Company’s
directorship of the Company be and is hereby appointed policy.
as director not liable to retire by rotation.”
v. Keyman Insurance.
“RESOLVED FURTHER THAT pursuant to the provisions vi. Club Fee: Fee of clubs subject to maximum of
of Section 149, 152, 196, 197, 198, and 203 of the two clubs.
Companies Act, 2013 and other applicable provisions, if
any, of the Companies Act, 2013, read with the Companies vii. Reimbursement of reasonable expenses
(Appointment and Qualification of Directors) Rules, 2014, actually and properly incurred in connection
Companies (Appointment and Remuneration of Managerial with the business of the Company.
Personnel) Rules, 2014 and Schedule V of the Companies
viii. Ms. Sura Suprita Reddy shall not, so long as
Act, 2013 (including any statutory modification(s) or re-
she functions as the MD & CEO, be entitled to
enactment thereof for the time being in force) collectively
receive any fee for attending any meeting of the
referred to as, the “Act”), the applicable provisions of
Board or Committee thereof.
Regulation 17(6) of Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) D. Annual Increment: During her tenure as MD & CEO,
Regulations, 2015, as amended from time to time, such Ms. Sura Suprita Reddy, be paid an annual increment
other provisions as may be applicable, in accordance not exceeding 12% of the salary, which shall be
with the provisions of the Articles of Association, and subject to the company’s policy, and the approval of
Nomination and Remuneration Policy of the Company, and the Nomination and Remuneration Committee and
recommendation of the Nomination and Remuneration the Board of Directors of the company.
Committee, the consent of the shareholders of the
Company be and is hereby accorded for the appointment E. General:
of Ms. Sura Suprita Reddy, as Managing Director and Chief i. The MD & CEO shall perform such duties as
Executive Officer (MD & CEO) of the Company for a term of shall from time to time be entrusted to her by the
five (5) consecutive years with effect from 01st July 2023 Chairman/Board, subject to superintendence,
and whose term of office shall not be liable to retire by guidance and control of the Chairman/Board.
rotation on such terms and conditions as mentioned below
and to pay the annual remuneration to Ms. Sura Suprita ii. The MD & CEO shall act in accordance with the
Reddy (DIN: 00263618) in the capacity of Managing Articles of Association of the Company and shall
Director and Chief Executive Officer of the Company for a abide by the provisions contained in Section 166
period from 01st July 2023 up to 30th June 2028 as set out of the Act with regard to duties of directors.
in the statement herein below:
iii. The MD & CEO shall adhere to the Company’s
A. Salary – H 2.75 Crores per annum. Code of Conduct.
41
Annual Report 2022-23
“RESOLVED FURTHER THAT the above may be treated “RESOLVED FURTHER THAT the Board of Directors,
as a written memorandum setting out the terms of Chief Financial Officer and Company Secretary of the
appointment of Ms. Sura Suprita Reddy under Section 190 Company, be and are hereby severally authorized to take
of the Act.” such necessary steps as may be required in relation to
the above and to all matters arising out of and incidental
“RESOLVED FURTHER THAT notwithstanding to the thereto and to sign and to execute deeds, applications,
above, in the event of any loss or inadequacy of profits documents and file necessary forms with the Registrar
in any financial year of the Company during the tenure of Companies and with such other regulatory authorities,
of Ms. Sura Suprita Reddy (DIN: 00263618), MD & CEO, and to do the necessary entries in the statutory records
the remuneration approved herewith shall be treated and register of Directors and Key Managerial Personnel.”
as minimum remuneration and be payable to her,
notwithstanding that the above specified remuneration “RESOLVED FURTHER THAT any Director and Company
may be in excess of the limits specified in Section 197 of the Secretary of the Company be and are hereby severally
Companies Act, 2013, and Section II of Part II of Schedule V authorised to issue a certified true copy of the above
of the Act and rules made thereunder, or any amendments resolution to various authorities, as may be required.”
thereto.”
42
Corporate Overview Statutory Reports Financial Statements
43
Annual Report 2022-23
kfintech.com by 5 p.m. IST till 11th September, 2023. Where The Institute of Company Secretaries of India (‘Secretarial
any entity/person is entitled for exemption from TDS, TDS Standard’) are annexed hereto and forms part of the
will not be deducted/deducted at lower rates provided Notice.
such shareholder/entity provides valid self-attested
documentary evidence (e.g. relevant copy of registration, 17. For Members who have not registered their email address,
notification, order, etc. issued by the Indian tax authorities) the Annual Report, Notice of AGM and e-voting instructions
by email to [email protected] by 5 p.m. IST till cannot be serviced. In such case, member may send an
11th September, 2023. Any documents / communication e-mail request at the mail id [email protected]
on the tax determination / deduction received after along with scanned copy of the signed request letter
11th September, 2023 shall not be considered. Members are providing the email address, mobile number, self- attested
requested to note that in case their PAN is not registered, PAN copy and Client Master copy in case of electronic
the tax will be deducted at a higher rate of 20%. folio for sending the Annual report, Notice of AGM and the
e-voting instructions along with User id and password, as
In case tax on dividend is deducted at a higher rate in applicable.
the absence of receipt of the aforementioned details /
18. IEPF RELATED INFORMATION:
documents, the concerned Shareholder may still have the
option of claiming refund at the time of filing the income a) Shareholders/Members are requested to note that
tax return (provided a valid PAN is registered with the RTA dividends remaining unclaimed for a consecutive
or DP). No claim shall lie against the Company for such period of seven years from the date of transfer to the
taxes deducted. In the event of any income tax demand Company’s Unpaid Dividend Account, are liable to be
(including interest, penalty, etc.) on the Company arising transferred to the Investor Education and Protection
due to any declaration, misrepresentation, inaccurate or Fund (“IEPF”). In addition, all shares in respect of such
omission of any information provided by the shareholder, unclaimed dividends are also liable to be transferred
such shareholder would be responsible to indemnify the to the demat account of the IEPF Authority.
Company and provide the Company with all information /
documents and co-operation in any appellate proceedings. b) In view of above Shareholders/Members are
requested to claim their dividends from the Company,
13. In line with the aforesaid MCA Circulars and SEBI Circulars, within the stipulated time line as prescribed under
Notice of the AGM along with the Annual Report 2022- the Companies act 2013 (‘the Act’). In the event of
23 is being sent only through electronic mode to those transfer of shares and the unclaimed dividends to
Members whose e-mail addresses are registered with the IEPF, Members may claim the same by making an
Company/Depositories. Members may note that the Notice online application to the IEPF Authority in web Form
and Annual Report 2022-23 will also be available on the No. IEPF-5 available on www.iepf.gov.in.
Company’s website viz. https://www.vijayadiagnostic.com/
investors/annual-reports, and on the website of the Stock c) Members intending to claim their unclaimed
Exchanges i.e. BSE Limited at www.bseindia.com and NSE dividends are requested to correspond with the
at www.nseindia.com. The AGM Notice is also available on KFinTech at [email protected] or write to the
the website of Kfin at https://evoting.kfintech.com. Company at [email protected]
14. As per the provisions of the Act and SEBI Circulars, the 19. PROCEDURE FOR E-VOTING:
facility for making nomination is available for the members
in respect of the shares held by them. All the shares of the a) Pursuant to the provisions of Section 108 of the Act,
Company are held in dematerialized form. Pursuant to the read with Rule 20 of the Companies (Management
aforesaid SEBI circulars, all the existing trading and demat and Administration) Rules, 2014 (as amended) and
account holders shall update their choice of nomination Regulation 44 of SEBI (Listing Obligations & Disclosure
on or before October 01, 2023, failing which the trading Requirements) Regulations 2015 (as amended), the
accounts shall be frozen for trading and demat account Company is providing facility to its members holding
shall be frozen for debits. shares as on Cut-off date i.e., 13th September, 2023 to
exercise their right to vote by way of electronic means
15. SEBI has mandated the submission of the Permanent on all the resolutions as set forth in the accompanying
Account Number (PAN) by every participant in the AGM Notice through e-Voting service provider Kfin
securities market. Members holding shares in electronic Technologies Limited (“Kfin”).
form are therefore requested to submit their PAN to their
depository participant(s). b) The remote e-Voting period commences on Saturday,
16th September, 2023 from 9:00 a.m. and ends on
16. The relevant details of the Director(s) seeking re- Tuesday, 19th September, 2023 till 5:00 p.m. The
appointment/appointment at this AGM under item no. 4 e-voting module shall be disabled by Kfin for voting
and item no. 9 of the accompanying Notice as required thereafter. Once the shareholder casts the vote on a
under Regulation 36(3) of the SEBI Listing Regulations resolution, the shareholder shall not be allowed to
and Secretarial Standard on General Meetings issued by change it subsequently.
44
Corporate Overview Statutory Reports Financial Statements
c) Members may cast their vote during the above-referred g) The Board of Directors has appointed Mr. D. Balarama
remote e-voting period. Further, the facility to e-vote at Krishna, Practicing Company Secretary (FCS: 8168,
the AGM will be provided to the Members who have not CP No. 22414) as the Scrutinizer to scrutinize the
cast their vote during remote e-voting period. remote e-voting process and voting during the AGM
in a fair and transparent manner.
d) A member may participate in the AGM even after
exercising his right to vote through remote e-voting h) The Scrutinizer shall, immediately after the
prior to the AGM but shall not be allowed to vote completion of the scrutiny of the e-voting (votes
again at the AGM. cast during the AGM and votes cast through remote
e-voting), not later than 48 hours from the conclusion
e) Any person holding shares in physical form and Non of the AGM, submit a consolidated scrutinizer report
Individual shareholders, who acquires shares of the of the total votes cast in favor and against the
Company and becomes a Member of the Company resolution(s) has/have been carried or not, to the
after dispatch of the Notice and holding shares as of chairman or any other person authorised by him
cut-off date, may obtain the login id and password in writing.
by sending a request to [email protected].
However, if he/she is already registered for remote i) The result declared along with the Scrutinizer’s
e-voting then he/she can use his/her existing User Report shall be placed on the Company’s website
ID and password for casting the vote. www.vijayadiagnostic.com and on the website
of Kfin https://evoting.kfintech.com immediately
f) In case of Individual Shareholders holding securities after the result is declared. The Company shall
in demat mode and who acquires shares of the simultaneously forward the results to NSE and BSE
Company and becomes a Member of the Company where the securities of the Company are listed.
after sending of the Notice and holding shares as of
the cut-off date may follow steps mentioned below j) Subject to the receipt of requisite number of votes,
under “Login method for remote e-Voting and joining the Resolutions shall be deemed to be passed on the
virtual meeting for Individual shareholders holding date of the Meeting i.e., 20th September, 2023
securities in demat mode.”
The detailed process and manner for remote e-Voting and e-AGM are explained herein below:
STEP 1: Access to Depositories (NSDL / CDSL) e-Voting system in case of individual shareholders holding shares in demat
mode.
STEP 2: Access to KFintech e-Voting system in case of shareholders holding shares in physical and non-individual shareholders
in demat mode.
STEP 3: Access to join virtual meetings (e-AGM) of the Company on KFin system to participate in e-AGM and vote at the AGM.
STEP 1: Login method for remote e-Voting for Individual shareholders holding securities in demat mode:
Individual Shareholders holding 1. User already registered for IDeAS facility may follow the following procedure:
securities in demat mode with
i. Visit URL: https://eservices.nsdl.com
NSDL
ii. Click on the “Beneficial Owner” icon under “Login” under ‘IDeAS’ section.
iii. On the new page, enter User ID and Password. Post successful authentication,
click on “Access to e-Voting.
iv. Click on company name or e-Voting service provider and you will be re-directed to
e-Voting service provider website for casting the vote during the remote e-Voting
period.
v. Click on “Active E-voting Cycles” option under E-voting.
vi. You will see Company Name: “Vijaya Diagnostic Centre Limited” on the next
screen. Click on the e-Voting link available against Vijaya Diagnostic Centre Ltd.
or select e-Voting service provider “KFintech” and you will be redirected to the
e-Voting page of KFintech to cast your vote without any further authentication.
45
Annual Report 2022-23
2. User not registered for IDeAS e-Services may follow the following procedure:
i. To register click on link: https://eservices.nsdl.com
ii. Select “Register Online for IDeAS” or click at https://eservices.nsdl.com/SecureWeb/
IdeasDirectReg.jsp
iii. Proceed to complete registration using your DP ID, Client ID, Mobile Number etc.
iv. After successful registration, please follow steps given under point 1 above, to
cast your vote.
3. Alternatively the users may directly access the e-Voting website of NSDL:
i. Open URL: https://www.evoting.nsdl.com
ii. Click on the icon “Login” which is available under ‘Shareholder/Member’ section.
iii. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit
demat account number held with NSDL), Password/OTP and a Verification Code
as shown on the screen
iv. Post successful authentication, you will be requested to select the name of the
Company and the e-Voting Service Provider name, i.e. Kfintech
v. On successful selection, you will be redirected to KFintech e-Voting page for
casting your vote during the remote e-Voting period
Individual Shareholders holding 1. Existing user who have opted for Easi /Easiest may follow the following procedure:
securities in demat mode with
i. Visit URL: https://web.cdslindia.com/myeasinew/home/login
CDSL
ii. Click on New System Myeasi
iii. Login with your registered user id and password
iv. The user will see the e-Voting Menu. The Menu will have links of e-voting service
provider i.e. Kfintech e-Voting portal.
v. You will see Company Name: “Vijaya Diagnostic Centre Limited” on the next
screen. Click on the e-Voting link available against Vijaya Diagnostic Centre Ltd.
or select e-Voting service provider “KFintech” and you will be re-directed to the
e-Voting page of KFintech to cast your vote without any further authentication.
Click on e-Voting service provider name to cast your vote.
2. User not registered for Easi/Easiest may follow the following procedure:
i.
Option to register is available at https://web.cdslindia.com/myeasinew/
Registration/EasiRegistration
ii. Proceed to complete registration using your DP IDClient ID (BO ID), etc.
iii. After successful registration, please follow steps given under point 1 above to cast
your vote
3. Alternatively, by directly accessing the e-Voting website of CDSL
i. Visit URL: www.cdslindia.com
ii. Provide your Demat Account Number and PAN No
iii. System will authenticate user by sending OTP on registered Mobile & Email as
recorded in the Demat Account
iv. After successful authentication, you will enter the e-voting module of CDSL.
Click on the e-Voting link available against Vijaya Diagnostic Centre Ltd. or select
e-Voting service provider “KFintech” and you will be redirected to the e-Voting
page of KFintech to cast your vote without any further authentication.
46
Corporate Overview Statutory Reports Financial Statements
Individual Shareholders (holding i. You can also login using the login credentials of your demat account through
shares in demat mode) login your DP registered with NSDL /CDSL for e-Voting facility.
through their demat accounts/
Website of Depository Participant. ii. Once logged-in, you will be able to see e-Voting option.
Once you click on e-Voting option, you will be redirected to NSDL / CDSL
Depository site after successful authentication, wherein you can see
e-Voting feature.
iii. Click on options available against Vijaya Diagnostic Centre Ltd. or e-Voting service
provider – KFintech and you will be redirected to e-Voting page of KFintech to cast
your vote during the remote e-Voting period without any further authentication.
Important note: Members who are unable to retrieve User ID/Password are advised to use Forgot user ID and Forgot Password
option available at respective websites.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through
Depository i.e. NSDL and CDSL:
Securities held with NSDL Please contact NSDL helpdesk by sending a request at [email protected] or call at toll free
no.: 1800 1020 990 and 1800 22 44 30
Securities held with CDSL Please contact CDSL helpdesk by sending a request at [email protected] or
contact at 022 - 23058738 or 022 -23058542-43
STEP 2: Login method for e-Voting for shareholders other change your password. The new password
than Individual shareholders holding securities in demat shall comprise of minimum 8 characters with at
mode and shareholders holding securities in physical least one upper case (A- Z), one lower case (a-z),
mode: one numeric value (0-9) and a special character
(@,#,$, etc.,). The system will prompt you to
A) Members whose email IDs are registered with the
change your password and update your contact
Company/Depository Participants (s), will receive
details like mobile number, email ID etc. on first
an email from KFintech which will include details
login. You may also enter a secret question and
of E-Voting Event Number (EVEN), USER ID and
answer of your choice to retrieve your password
password. They will have to follow the following
in case you forget it. It is strongly recommended
process:
that you do not share your password with any
i. Launch internet browser by typing the URL: other person and that you take utmost care to
https:// evoting.kfintech.com keep your password confidential.
ii. Enter the login credentials (i.e. User ID and v. You need to login again with the new credentials
password). In case of physical folio, User ID
vi. On successful login, the system will prompt
will be EVEN (E-Voting Event Number) xxxx,
you to select the “EVEN” i.e. ‘Vijaya Diagnostic
followed by folio number. In case of Demat
Centre Ltd. – AGM” and click on “Submit”
account, User ID will be your DP ID and Client
ID. However, if you are already registered with vii. On the voting page, enter the number of shares
KFintech for e-voting, you can use your existing (which represents the number of votes) as
User ID and password for casting the vote. If on the Cut-off Date under “FOR/AGAINST”
required, please visit https://evoting.kfintech. or alternatively, you may partially enter any
com or contact toll-free numbers 1800309 number in “FOR” and partially “AGAINST” but the
4001 (from 9:00 a.m. to 6:00 p.m. on all working total number in “FOR/ AGAINST” taken together
days) for assistance on your existing password shall not exceed your total shareholding as
mentioned herein above. You may also choose
iii. After entering these details appropriately, click
the option ABSTAIN. If the Member does not
on “LOGIN”
indicate either “FOR” or “AGAINST” it will be
iv. You will now reach password change Menu treated as “ABSTAIN” and the shares held will
wherein you are required to mandatorily not be counted under either head.
47
Annual Report 2022-23
viii. Members holding multiple folios/demat by KFin. Members may access the same at https://
accounts shall choose the voting process emeetings.kfintech.com by using the e-voting login
separately for each folio/ demat account. credentials provided in the email received from the
Company/ KFintech. After logging in, click on the
ix. Voting has to be done for each item of the notice
Video Conference tab and select the EVEN of the
separately. In case you do not desire to cast
Company or the company name and click on the
your vote on any specific item, it will be treated
video symbol and accept the meeting etiquettes to
as abstained.
join the meeting. Please note that the members who
x. You may then cast your vote by selecting an do not have the User ID and Password for e-Voting
appropriate option and click on “SUBMIT”. or have forgotten the User ID and Password may
retrieve the same by following the remote e-Voting
xi. A confirmation box will be displayed. Click “OK” instructions mentioned above.
to confirm else “CANCEL” to modify. Once you
have voted on the resolution (s), you will not be ii. Facility for joining AGM though VC / OAVM shall
allowed to modify your vote. During the voting open at least 30 minutes before the commencement
period, Members can login any number of times of the Meeting.
till they have voted on the Resolution(s).
iii. Members are encouraged to join the Meeting through
xii. Corporate/Institutional Members (i.e. other than Laptops/ Desktops with Google Chrome (preferred
Individuals, HUF, NRI etc.) are also required to browser), Safari, Internet Explorer, Microsoft Edge,
send scanned certified true copy (PDF Format) Mozilla Firefox 22.
of the Board Resolution/Authority Letter etc.,
iv. Members will be required to grant access to the
authorizing its representative to attend the
webcam to enable VC / OAVM. Further, Members
AGM through VC / OAVM on its behalf and to
connecting from Mobile Devices or Tablets or
cast its vote through remote e-voting, together
through Laptop, connecting via Mobile Hotspot may
with attested specimen signature(s) of the duly
experience Audio/Video loss due to fluctuation in
authorised representative(s), to the Scrutinizer
their respective network. It is therefore recommended
at email id [email protected] with
to use Stable Wi-Fi or LAN Connection to mitigate
a copy marked to [email protected].
any kind of aforesaid glitches.
The scanned image of the above-mentioned
documents should be in the naming format v. As the AGM is being conducted through VC / OAVM,
“Corporate Name_ EVEN No.” for the smooth conduct of proceedings of the AGM,
Members are encouraged to express their views/
B) Members whose email IDs are not registered
send their queries in advance mentioning their name,
with the Company/Depository Participants(s), and
demat account number/ folio number, email id,
consequently the Annual Report, Notice of AGM and
mobile number at [email protected] Questions /
e-voting instructions cannot be serviced, will have to
queries received by the Company till 16th September,
follow the following process:
2023 shall only be considered and responded during
i. Member may send an e-mail request at the the AGM.
email id [email protected] along with Instructions for e-voting during AGM:
scanned copy of the signed request letter
providing the email address, mobile number, i. The e-Voting “Thumb sign” on the left hand corner of
self-attested PAN copy and Client Master copy the video screen shall be activated upon instructions
in case of electronic folio and copy of share of the chairman during the AGM proceedings.
certificate in case of physical folio for sending Shareholders shall click on the same to take them to
the Annual report, Notice of AGM and the the “instapoll” page.
e-voting instructions.
ii. Members need to click on the “Instapoll” icon to
ii. After receiving the e-voting instructions, please reach the resolution page and follow the instructions
follow all steps above to cast your vote by to vote on the resolutions.
electronic means.
iii. Only those shareholders, who are present in the
STEP 3: Instructions for all the shareholders, including AGM and have not casted their vote through remote
Individual, other than Individual and Physical, for e-Voting and are otherwise not barred from doing
attending the AGM of the Company through VC / OAVM so, shall be eligible to vote through e-Voting system
and e-Voting during the meeting.
available during the AGM.
i. Members will be provided with a facility to attend
the AGM through VC / OAVM platform provided
48
Corporate Overview Statutory Reports Financial Statements
49
Annual Report 2022-23
eSign Facility: Common and simplified norms for to ensure that shareholders have the requisite
processing investor’s service requests by RTAs information regarding their folios.
and norms for furnishing PAN, KYC details and
Nomination requires that eSign option be provided URL:https://ris.kfintech.com/clientservices/isc/
to Investors for raising service requests. KFIN is the kycqry.aspx
only RTA which has enabled the option and can be
KPRISM: A mobile application as well as a webpage
accessed via the link below.
which allows users to access Folio details, Interest
URL:https://ris.kfintech.com/clientservices/isr/isr1. and Dividend status, FAQs, ISR Forms and full suite
aspx?mode=f3Y5zP9DDNI%3d of other investor services.
50
Corporate Overview Statutory Reports Financial Statements
EXPLANATORY STATEMENT
PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND ADDITIONAL INFORMATION AS REQUIRED UNDER THE
SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS,
2015 AND CIRCULARS ISSUED THEREUNDER
The following Explanatory Statement sets out all material facts M/s. B S R and Co, have confirmed that they have subjected
relating to Item No’s. 5 to 9 mentioned in the accompanying themselves to the peer review process of the Institute of
Notice and should be taken as forming part of the Notice. Chartered Accountants of India (ICAI) and hold a valid certificate
issued by the Peer Review Board of the ICAI.
In view of the above, the Board of Directors of the Company Item No. 6:
at their meeting held on May 29, 2023, pursuant to the
recommendation of Audit Committee, have approved the re- As per the provisions of Section 148 of the Act and relevant
appointment of M/s. B S R and Co, Chartered Accountants (Firm Rules made thereunder, Company is required to get the
Registration No. 128510W) as Statutory Auditors for a term of cost accounting records audited by a Cost & Management
five (5) years, until the conclusion of 26th AGM to be held in the Accountant. Accordingly the Board of Directors of the Company,
calendar year 2028. on recommendation of the Audit Committee, has approved the
appointment of the Cost Auditors namely M/s. Santhosh &
B S R and Co (‘the firm’) was constituted on 01st September 2007 Associates, (Firm Registration No.003955), Cost Accountants,
as a partnership firm having firm registration no. as 128510W. to conduct the audit of the cost records of the Company for the
The registered office of the firm is at 14th Floor, Central B Wing financial year ending March 31, 2024, at a remuneration of H
and North C Wing, Nesco IT Park 4, Nesco Centre, Western 30,000/- (Rupees Thirty Thousand only) plus applicable taxes
Express Highway, Goregaon (East), Mumbai- 400063. B S and out-of-pocket expenses incurred in connection with the
R and Co is a member entity of B S R & Affiliates, a network Cost Audit.
registered with the Institute of Chartered Accountants of India.
B S R and Co is registered in Mumbai, Gurgaon, Bangalore and Pursuant to Rule 14 of the Companies (Audit and Accounts)
Hyderabad. rules, 2014, the members of the Company have to ratify the
remuneration payable to Cost Auditor, as approved by the Board
In accordance with the provisions of Section 139, 141 and other of Directors. Accordingly the member’s approval, to ratify the
applicable provisions, if any of the Companies Act, 2013 read with remuneration as approved or fixed by the Board for FY 2023-24,
the Companies (Audit and Auditors) Rules, 2014 and the SEBI is sought at item no. 6 of the accompanying notice.
(Listing Obligations and Disclosure Requirements) Regulations,
2015, M/s. B S R and Co, Chartered Accountants, have provided None of the Directors and/or Key Managerial Personnel’s of
their consent and eligibility certificate to that effect that, their the Company and their relatives are concerned or interested,
re-appointment, if made, would be in compliance with the financially or otherwise, in the resolution set out at item no. 6
applicable laws. of this AGM Notice.
51
Annual Report 2022-23
The Board recommends the Ordinary Resolutions as set out at As per Section 161 of the Act, Ms. Sura Suprita Reddy would
item no. 6 of the Notice for approval of the Members. hold office up to the conclusion of this annual general meeting.
As per the provisions of Regulation 17(1C) of SEBI (LODR)
Regulations, 2015, as amended, a listed entity should obtain
Item No. 7 & 8:
the approval of shareholders for appointment of a person on
On the recommendation of Board of Directors, the members of the Board of Directors within three months from the date of
the Company at their Extra-Ordinary General Meeting held on appointment.
October 01, 2014 had approved the following limits by way of
Accordingly, the Nomination & Remuneration Committee, at
special resolutions:
their meeting held on May 29, 2023, considered the matter and
Borrowing powers of the Company and creation of security in recommended the Board to seek the approval of Shareholders
favor of the lenders respectively, over and above the aggregate at this Annual General Meeting for appointment of Ms. Sura
of paid up share capital, free reserves (that is to say, reserve Suprita Reddy as Managing Director & Chief Executive Officer
not set apart for any specific purpose) and securities premium effective from July 01, 2023 in accordance with the provisions
of the Company in terms of Section 180(1)( ) and 180(1)(a) of the of Articles of Association, Nomination and Remuneration Policy
Act, provided that the total amount of such borrowings/charge of the Company and the Act.
& mortgage together with the amounts already borrowed/
The Board of Directors at their meeting held on May 29,
charge & mortgage created and outstanding at any point of time
2023, accepted the recommendation of the Nomination &
shall not be in excess of H 200 Crores (Rupees Two Hundred
Remuneration Committee and passed resolutions appointing
Crores Only).
Ms. Sura Suprita Reddy (DIN: 00263618) as Additional Director
Taking into consideration the growth in the business operations, in the category of Managing Director & Chief Executive Officer
foreseeable future plans and the existing credit facilities for a period of five years from July 01, 2023 subject to the
availed by the Company if any, it would be in the interest of the shareholders’ approval.
Company to enhance the borrowing limits for the Board and
Ms. Sura Suprita Reddy is related to Dr. Sura Surendranath
authorise the Board of Directors to borrow monies and creation
Reddy, Mrs. Sura Geeta Reddy and Mr. Sunil Chandra
of security in favor of the lenders in terms of Section 180(1)( )
Kondapally, directors of the company.
and 180(1)(a), such that the total amount up to which the money
may be borrowed and creation of security/mortgage on assets The Company has received notice in writing pursuant to Section
as above by the Board and outstanding at any point of time 160 of the Companies Act, 2013, from a member proposing the
shall not exceed the aggregate of the paid-up share capital, appointment of Ms. Sura Suprita Reddy for the office of Director
free reserves and securities premium account as per the latest of the company. She is not disqualified from being appointed
audited financial statements of the Company. as Director in terms of Section 164 of the Act. Ms. Sura Suprita
Reddy satisfies all the conditions set out in Part-I of Schedule V
The approval sought before the members for the aforesaid
of the Act as also conditions set out under Section 196(3) of the
limits to authorise the Board of Directors to exercise the powers
Act for being eligible for her appointment.
as per Section 180(1)(a) and 180(1)( ) of the Act shall also ensure
that the debt equity ratio is always maintained and it does not Brief resume of Ms. Sura Suprita Reddy, nature of her expertise
cross 1:1. In this way, the company will always maintain the in specific functional areas, names of companies in which she
optimum balance of debt and equity and be well within the holds directorships and memberships / chairmanships of Board
acceptable industry standards. Committees and shareholding etc. as stipulated under the
Listing Regulations and incremental details as per Secretarial
None of the Directors and/or Key Managerial Personnel’s of
Standards-2, are given in Annexure to the notice.
the Company and their relatives are concerned or interested,
financially or otherwise, in the resolutions set out at item no. 7 Pursuant to provisions of sections 152, 160, 162 and all other
& 8 of this AGM Notice. applicable provisions of the Companies Act, 2013, the resolution
No. 9 is now being placed before the members in the 21st AGM
The Board recommends the Special Resolutions as set out at
for their approval by way of a Special Resolution.
item no. 7 & 8 of the Notice for approval of the Members.
Except, Ms. Sura Suprita Reddy, being the appointee, Dr.
Item No. 9: Sura Surendranath Reddy, Executive Chairman, Mrs. Sura
Geeta Reddy, Non-Executive Director and Mr. Sunil Chandra
The Board of Directors, on the recommendation of the Kondapally, Executive Director, none of the other directors, Key
Nomination & Remuneration Committee, had approved the Managerial Personnel’s of the Company or their relatives, are
appointment of Ms. Sura Suprita Reddy (DIN: 00263618) as an concerned or interested, financially or otherwise, in the passing
Additional Director in the category of Managing Director & Chief of the Resolutions set out at Item No. 9 of the Notice.
Executive Officer effective from July 01, 2023.
The Board recommends the Special Resolutions as set out at
item no. 9 of the Notice for approval of the Members.
52
Corporate Overview Statutory Reports Financial Statements
2. Date of commencement of commercial production: The Company was incorporated on June 05, 2002 and started its business
operations in the same year.
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
5. Foreign investments or collaborations, if any: For details in relation to foreign investment in the Company, refer to the
shareholding pattern of the Company available on the website of the Company & that of the Stock Exchanges on which the
Shares of the Company are listed.
II. Information about the appointee: from Osmania University, she was able to use her skills
to help the company grow. Because of her, in less than
1. Background details: 2 decades, the company was able to earn revenue of
over INR 4500 million from INR 70 million. Her business
Ms. Sura Suprita Reddy is the CEO of our Company.
acumen and deep understanding of the industry has
She has been associated with our Company since its
helped the company remain competitive and offer the
incorporation. Since then, she has been heading the overall
latest technology in diagnostics at an affordable price.
strategy, clinical excellence, operations, and expansion of
the company. Ms. Reddy also believes in helping the needy and spares
adequate time in her busy schedule for the welfare of
2. Past Remuneration: H 2.75 crores per annum received as
the society. Her contribution towards education and
the CEO of the company.
healthcare in rural area were remarkable.
3. Recognition or Awards: She has been awarded the
5. Remuneration proposed: As stated in the resolution at
‘Women Leadership Award in Healthcare’ by ABP in 2019.
item no. 9. There is no change in the remuneration being
4. Job profile and his suitability: Ms. Sura Suprita Reddy proposed as the MD & CEO of the company.
is the Chief Executive Officer of Vijaya Diagnostic Centre
6. Comparative remuneration profile with respect to
Limited. She has been associated with the Company since
industry, size of the company, profile of the position and
inception. Since then, she has been heading the overall
person (in case of expatriates the relevant details would
strategy, clinical excellence, operations, and expansion of
be with respect to the country of his origin): Taking into
the company in its home markets and beyond. With return
consideration of the size of the Company, the profile of Ms.
metrics and best in class profitability, Ms. Reddy has been
Sura Suprita Reddy and the responsibilities shouldered on
driving its growth giving the centre the lead in the market.
her, the aforesaid remuneration package is commensurate
Ms. Reddy is known for her entrepreneurial skills and with the remuneration package paid to managerial position
conscientiousness. She took a keen interest in the in other companies.
business at a very early age. After studying commerce
53
Annual Report 2022-23
7. Pecuniary relationship directly or indirectly with the 3. Expected increase in productivity and profits in
company, or relation with the managerial personnel, measurable terms: It is difficult to forecast the productivity
if any: Ms. Sura Suprita Reddy, is holding 91,76,933 and profitability in measurable terms. However, the
equity shares of the Company and is a part of Promoter & Company expects that productivity and profitability
Promoter Group of the company. Ms. Sura Suprita Reddy may improve and would be comparable with the
is the daughter of Dr. Sura Surendranath Reddy, Executive industry average.
Chairman and Ms. Sura Geeta Reddy, Director, of the
company. Further, Ms. Sura Suprita Reddy is also the
IV. Disclosures:
sister of Mr. Sunil Chandra Kondapally, Executive Director,
of the company. All elements of remuneration package of the Directors
have been given in the Report on Corporate Governance
Except as stated above, Ms. Sura Suprita Reddy, does
under the head Remuneration paid to Directors for the
not have any other pecuniary relationship directly or
Financial Year 2022-2023.
indirectly with the company, directors or relation with the
managerial personnel.
54
Corporate Overview Statutory Reports Financial Statements
ANNEXURE TO NOTICE
The details of the Director seeking re-appointment at the ensuing AGM as required under Secretarial Standard on General Meetings
issued by The Institute of Company Secretaries of India (‘Secretarial Standard’) is provided hereunder:
Name of Director Mrs. Sura Geeta Reddy Ms. Sura Suprita Reddy
55
Annual Report 2022-23
Name of Director Mrs. Sura Geeta Reddy Ms. Sura Suprita Reddy
Directorships held in other Companies She holds Directorship in three (3) private She holds Directorship in two (2) private
as on March 31, 2023 limited companies i.e. Namrata Diagnostic limited companies i.e. Kshetra Agritech
Centre Private Limited, Doctorslab Private Limited & Vijaya Hospitals Private
Medical Services Private Limited & Vijaya Limited
Hospitals Private Limited
Chairman / Member of the Committee of Nomination & Remuneration Committee Risk Management Committee - Member
the Board of Directors of the Company - Member
Corporate Social Responsibility
Committee - Member
No. of Board Meetings attended during She has attended Five (5) Board Meetings She has attended Three (3) Board
the financial year during the financial year 2022-23. Meetings during the financial year 2022-
23.
56
Corporate Overview Statutory Reports Financial Statements
BOARD’S REPORT
Dear Shareholders,
Your Directors have pleasure in presenting the Twenty First (21st) Annual Report on the business and operations of Vijaya Diagnostic
Centre Limited (‘the Company’ or ‘VDCL’) and the Audited Financial Statements for the financial year ended March 31, 2023.
FINANCIAL SUMMARY
The financial performance of the Company for the year ended March 31, 2023, is summarized below:
(H in Lakhs)
Standalone Consolidated
Particulars
2022-23 2021-22 2022-23 2021-22
57
Annual Report 2022-23
Regulations, 2015 (‘SEBI Listing Regulations’), the Company has There was no material change in the nature of the business
adopted a Dividend Distribution Policy which is available on the carried on by the subsidiaries during the year under review.
website of the Company at https://images.vijayadiagnostic.com/
investor/corporategovernance/DIVIDEND-DISTRIBUTION- As per the provisions of Section 129 of the Companies Act, 2013
POLICY.pdf read with the Companies (Accounts) Rules, 2014, a separate
statement containing the salient features of the financial
The dividend declared by the Company for the financial year statements of the Subsidiary Companies is prepared in Form
ended March 31, 2023 is in compliance with the Dividend AOC-1 and is annexed herewith as Annexure – I.
Distribution Policy of the Company.
Your Company does not have any Associate Company or Joint
Venture as on March 31, 2023. None of the Companies have
TRANSFER TO GENERAL RESERVES become or ceased to become subsidiary, associate and joint
ventures during the year under review.
During the year under review, H 75.52 Lakhs have been
transferred to the General Reserves of the Company. The Company has placed separately, the audited accounts of
its subsidiaries on its website at https://www.vijayadiagnostic.
SUBSIDIARY COMPANIES com/investors/financials-subsidiaries in compliance with the
provisions of Section 136 of the Companies Act, 2013. Audited
Your Company has the following five (5) subsidiaries (including financial statements of the Company’s subsidiaries will be
step down subsidiaries) as on March 31, 2023. provided to the Members, on request.
1. Medinova Diagnostic Services Limited The Company has formulated a policy for determining material
2. Doctorslab Medical Services Private Limited subsidiaries. The said policy is also available on the website of
the Company at https://images.vijayadiagnostic.com/investor/
3. Namrata Diagnostic Centre Private Limited
corporategovernance/MATERIAL-SUBSIDIARY-POLICY.pdf
4. VDC Diagnostics (Karnataka) LLP
5. Medinova Millennium MRI Services, LLP
As on April 1, 2022:
Equity Share 12,05,00,000 1/- 12,05,00,000/- 10,19,65,926 1/- 10,19,65,926/-
Total 12,05,00,000 12,05,00,000/- 10,19,65,926 10,19,65,926/-
Changes during the year under review:
*Allotment of equity shares under Employee Stock Option plan 2018 (ESOP 2018):
June 06, 2022 64,832 1/- 64,832/-
July 25, 2022 13,989 1/- 13,989/-
September 17, 2022 19,049 1/- 19,049/-
November 07, 2022 5,466 1/- 5,466/-
February 13, 2023 1,913 1/- 1,913/-
Total no. of equity shares allotted under ESOP 2018 1,05,249 1,05,249/-
As on March 31, 2023:
Equity Share 12,05,00,000 1/- 12,05,00,000/- 10,20,71,175 1/- 10,20,71,175/-
Total 12,05,00,000 12,05,00,000/- 10,20,71,175 10,20,71,175/-
*During the Financial Year 2022-23, your Company has allotted 1,05,249 (One Lakh Five Thousand Two Hundred and Forty Nine only) Equity Shares of Face Value of
Re.1/- (Rupees One only) each under the VDCL Employees Stock Option Plan, 2018 (“ESOP 2018”), pursuant to exercise of options by Eligible Employees under ESOP 2018.
58
Corporate Overview Statutory Reports Financial Statements
The aforementioned 1,05,249 (One Lakh Five Thousand Two Directors on the Board of the Company have been debarred or
Hundred and Forty Nine only) Equity Shares rank pari passu disqualified from being appointed or continuing as Directors of
with the existing Equity Shares of the Company and have the Company, by SEBI, MCA or any such statutory authorities, is
been listed for trading on the National Stock Exchange of India annexed to the Corporate Governance report which is forming
Limited (NSE) and BSE Limited (BSE). part of the Annual Report.
Apart from the above, your company has not issued equity Apart from the above, there have been no changes in the
shares with differential rights as to dividend, voting or otherwise. Directors.
59
Annual Report 2022-23
· Macro-economic view of the industry in which the The details of all the Committees along with their charters,
Company operates. composition and meetings held during the year, are provided
in the “Report on Corporate Governance”, which forms part
· Budgets, operations and performance of the business of this Annual Report. During the year under review, all the
and relevant regulatory/legal updates in the statutes recommendations of the Audit committee were accepted by
applicable to the Company. the Board.
The Board Committees are set up by the Board and are The Notes on financial statements referred to in the Auditor’s
governed by its terms of reference which exhibit the scope, Report are self-explanatory and do not call for any further
composition, tenure, functioning and reporting parameters. comments. The Auditor’s Report does not contain any
The Board Committees play a crucial role in the governance qualification, reservation, adverse remark, or disclaimer.
structure of the Company and they deal with specific areas
No fraud has been reported by the Auditors under Section
of concern for the Company that needs a closer review. The
143(12) of the Companies Act, 2013 requiring disclosure in the
Committees operate under the direct supervision of the Board
Board’s Report.
and Chairpersons of the respective Committees report to the
Board about the deliberations and decisions taken by the
Committees. The recommendations of the Committees are COST RECORDS AND COST AUDITORS
submitted to the Board for approval.
M/s. Santhosh & Associates, Cost Accountants, Hyderabad
The Board of Directors of your Company has formed various (Firm Registration No.: 003955) was appointed by the Board
Committees, as per the provisions of the Companies Act, 2013 of Directors at its Meeting held on May 26, 2022, as the “Cost
and SEBI Listing Regulations. The various committees of the Auditors” of the Company for the Financial Year 2022-23,
Board are as provided hereunder: for all the applicable products, pursuant to the provisions of
Section 148 of the Companies Act, 2013 and the Companies
1. Audit Committee
(Cost Records and Audit) Rules, 2014. The Shareholders of the
2. Stakeholders Relationship Committee Company, at their 20th AGM held on September 28, 2022, had
3. Nomination and Remuneration Committee ratified the remuneration payable to the Cost Auditors in terms
4. Corporate Social Responsibility Committee of Rule 14 of the Companies (Audit & Auditors) Rules, 2014.
60
Corporate Overview Statutory Reports Financial Statements
The Company has prepared and maintained cost accounts and INTERNAL FINANCIAL CONTROLS AND THEIR
records for the Financial Year 2022-23, as per sub-section (1) ADEQUACY
of Section 148 of the Companies Act, 2013 and the Companies
(Cost Records and Audit) Rules, 2014. Your Company has in place an adequate internal financial
controls commensurate with the size, scale and complexity of
The Cost Auditor has submitted the Cost Audit Report for the its operations. The Company has policies and procedures in
financial year 2022-2023 to the Board of Directors and the place for ensuring proper and efficient conduct of its business,
Board of Directors considered and examined the said report. The safeguarding of its assets, the prevention and detection of frauds
Cost audit report does not contain any qualification, reservation,
the accuracy and completeness of the accounting records and
adverse remark, or disclaimer.
the timely preparation of reliable financial information.
M/s. Santhosh & Associates, Cost Accountants, Hyderabad has
The internal control is supplemented by an extensive
been re-appointed by the Board of Directors, at its Meeting held
programme of internal, external audits and periodic review by
on May 29, 2023, as the “Cost Auditors” of the Company for the
the Management. This system is designed to adequately ensure
Financial Year 2023-24, for all the applicable products, pursuant
to the provisions of Section 148 of the Companies Act, 2013 that financial and other records are reliable for preparing
and the Companies (Cost Records and Audit) Rules, 2014. The financial statements and other data and for maintaining
Shareholders are requested to ratify the remuneration payable accountability of assets.
to the Cost Auditors at their ensuing 21st AGM, in terms of Rule
The Statutory Auditors and the Internal Auditors are, inter alia,
14 of the Companies (Audit & Auditors) Rules, 2014. There is no
invited to attend the Audit Committee Meetings and present
change in the remuneration payable to the cost auditor for the
their observations on adequacy of Internal Financial Controls
FY 2023-2024.
and the steps required to bridge gaps, if any. Accordingly, the
Audit Committee makes observations and recommendations to
SECRETARIAL AUDITOR AND SECRETARIAL the Board of Directors of your Company.
AUDIT REPORT
The Board of Directors of your Company, at its Meeting held on LOANS, GUARANTEES OR INVESTMENTS
August 9, 2022, had appointed Mr. D Balaramakrishna, Practicing
Company Secretary (C.P. No. 22414), as the “Secretarial Auditor” As required to be reported pursuant to the provisions of
of the Company, to conduct the Secretarial Audit for the Section 186 and Section 134(3)(g) of the Companies Act,
Financial Year 2022-23, pursuant to the provisions of Section 2013, the particulars of loans, guarantees and investments
204 of the Companies Act, 2013 and Rule 9 of the Companies by your Company under the aforesaid provisions during the
(Appointment & Remuneration of Managerial Personnel) Financial Year 2022-23, have been provided in the notes to the
Rules, 2014. Financial Statement.
61
Annual Report 2022-23
62
Corporate Overview Statutory Reports Financial Statements
The statement containing particulars of employees as required amendment, with effect from the financial year 2022-23,
under Section 197(12) of the Act read with Rule 5(2) and 5(3) of reporting of BRSR is made mandatory for the top 1000 listed
the Companies (Appointment and Remuneration of Managerial companies (by market capitalization).
Personnel) Rules, 2014, forms part of this Annual Report. In
terms of the provisions of the first proviso to Section 136 (1) of The BRSR of the Company for financial year 2022-23 as
the Companies Act, 2013, the Annual Report is being sent to required under SEBI Listing Regulations is presented as a
Shareholders, excluding the aforementioned information. Any separate section and forms part of this Annual Report.
shareholder interested in obtaining a copy of such statement
may write to the Company Secretary of the Company at CORPORATE SOCIAL RESPONSIBILITY
[email protected]
In accordance with the provisions of Section 135 of the Companies
Act, 2013 read with CSR Rules, the Company has constituted the
CORPORATE GOVERNANCE Corporate Social Responsibility (CSR) Committee. The details of
In accordance with Regulation 34 of the Securities and CSR Committee are detailed in the Corporate Governance Report,
Exchange Board of India (Listing Obligations and Disclosure which forms part of this Annual Report.
Requirements) Regulations, 2015 (“SEBI Listing Regulations”),
The Board, on the recommendation of the CSR Committee,
a detailed report on Corporate Governance is included in the
adopted a CSR Policy. The aid CSR Policy is available on the
Annual Report.
website of the Company at https://images.vijayadiagnostic.
Mr. D. Balaramakrishna, Practicing Company Secretary, com/website/CSR-POLICY.pdf
who is also the “Secretarial Auditor” of your Company, has
The Annual Report on Corporate Social Responsibility as per
certified your Company’s compliance with the requirements of
Rule 8 of the Companies (Corporate Social Responsibility
Corporate Governance in terms of Regulation 34 of the SEBI
Policy) Rules, 2014 is annexed herewith as Annexure-V to
Listing Regulations and their Compliance Certificate is annexed
this Report.
to the Report on Corporate Governance.
The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The ICC at the Head Office level comprised
of the following Members as on March 31, 2023:
63
Annual Report 2022-23
The Company has adopted a policy against sexual harassment The details in respect of ESOPs as required under Companies
in line with the provisions of Sexual Harassment of Women at Act, 2013 and ESOP Regulations are annexed herewith as
Workplace (Prevention, Prohibition and Redressal) Act, 2013 Annexure-VI and available on the website of the company at
and the Rules framed thereunder. The Company has constituted https://www.vijayadiagnostic.com/investors/disclosure-of-events
Internal Complaints Committee for redressal of complaints
on sexual harassment. During the year, the Company had not Further the certificate from the Secretarial Auditors of the
received any complaints on sexual harassment. Company certifying that the Company’s Stock Option Plan is
being implemented in accordance with the ESOP Regulations
and the resolution passed by the Members, is placed on the
NOMINATION AND REMUNERATION POLICY Company’s Website at https://www.vijayadiagnostic.com/
investors/disclosure-of-events
In compliance with the provisions of Companies Act, 2013 and
SEBI Listing Regulations, the Board had framed a Nomination
and Remuneration Policy for selection and appointment of DIRECTORS’ RESPONSIBILITY STATEMENT
Directors, Key Managerial Personnel, senior management and
their remuneration. The Company affirms that the remuneration Pursuant to the requirement under Section 134(5) of the
paid is as per Nomination and Remuneration Policy of the Companies Act, with respect to Directors’ Responsibility
Company. The said Policy is available on the website of the Statement, the Directors, to the best of their knowledge and
Company at https://images.vijayadiagnostic.com/investor/ ability, hereby confirm that:
corporategovernance/NOMINATION-REMUNERATION-
a) In the preparation of the annual accounts, the applicable
POLICY.pdf
accounting standards had been followed along with
Further, neither the Managing Director nor the Whole-time proper explanation relating to material departures;
Directors of the Company receive any remuneration or
b) Directors have selected such accounting policies and
commission from any of its subsidiaries.
applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give
WHISTLE BLOWER / VIGIL MECHANISM a true and fair view of the state of affairs of the Company
as at March 31, 2023 and of the profit and loss of the
The Company has established a Vigil Mechanism, which Company for the year ended on that date;
includes a Whistle Blower Policy, for its Directors and
Employees, to provide a framework to facilitate responsible and c) Directors have taken proper and sufficient care for
secure reporting of concerns of unethical behaviour, actual or the maintenance of adequate accounting records in
suspected fraud or violation of the Company’s Code of Conduct accordance with the provisions of this Act for safeguarding
& Ethics. All employees shall be protected from any adverse the assets of the Company and for preventing and
action for reporting any unacceptable or improper practice and/ detecting fraud and other irregularities;
or any unethical practice, fraud, or violation of any law, rule
d) The annual accounts have been prepared on a going
or regulation.
concern basis;
This Policy is also applicable to your Company’s Directors
e) The Company had laid down internal financial controls
and employees and it is available on the website of your
to be followed by the Company and that such internal
Company at https://images.vijayadiagnostic.com/investor/
financial controls are adequate and were operating
corporategovernance/WHISTLE-BLOWER-POLICY.pdf
effectively; and
EMPLOYEE STOCK OPTION PLAN f) Directors have devised proper systems to ensure
compliance with the provisions of all applicable laws
VDCL Employee Stock Option Plan 2018 (“ESOP Plan”) has and that such systems were adequate and operating
been formulated and approved by the Board of Directors effectively.
and Shareholders of the Company on May 3, 2018 and
subsequently amended on March 25, 2021 and August 16, 2021
to be in line with the SEBI (Share Based Employee Benefits
DISCLOSURE RELATED TO INSOLVENCY AND
and Sweat Equity) Regulations, 2021 (“ESOP Regulations”). The BANKRUPTCY
said ESOP Plan have also been ratified subsequently by the
During the year under review, neither any application was
shareholders through postal ballot post listing of shares, on
made, nor is any proceeding pending under the Insolvency and
January 11, 2022 in terms of ESOP Regulations. The Nomination
Bankruptcy Code, 2016 against the Company.
and Remuneration Committee of the Board of Directors of the
Company, inter alia, administers and monitors the ESOP Plan
of the Company. During the year under review, no new ESOPs
were granted to any employees of the Company.
64
Corporate Overview Statutory Reports Financial Statements
65
Annual Report 2022-23
Annexure - I
FORM AOC – 1
[Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of the Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statements of subsidiaries as on March 31, 2023
(H in lakhs)
Subsidiary Company Step down Subsidiary Company / LLP
Doctorslab Namrata
Medinova VDC Medinova
Particulars Medical Diagnostic
Diagnostic Diagnostics Millennium
Services Centre
Services (Karnataka) MRI
Private Private
Limited LLP Services LLP
Limited Limited
Reporting period for the subsidiary concerned, 31-03-2023 31-03-2023 31-03-2023 31-03-2023 31-03-2023
if different from the holding company’s
reporting period
Reporting currency and Exchange rate as on Not Not Not Not Not
the last date of the relevant Financial year in Applicable Applicable Applicable Applicable Applicable
the case of foreign subsidiaries
Share capital / Contribution 995.68 1.00 1950.00 1.00 230.27
Other Equity (1278.77) 124.37 (1,514.37) (126.16) (163.94)
Total Assets 633.33 128.43 436.22 0.66 113.38
Total Liabilities 916.42 3.06 0.59 125.83 47.05
Investments 296.82 1.00 - - -
Turnover 775.83 - - - 226.47
Profit before Taxation 87.07 11.38 22.53 (0.22) 102.95
Provision for Taxation 24.07 2.90 - - (0.57)
Profit after taxation 63.00 8.48 22.53 (0.22) 103.53
Proposed Dividend - - - - -
Extent of Shareholding (%) 62.14% 100% 100% 100% 62.14%
2. Names of subsidiaries which have been liquidated or sold during the year – Nil
66
Corporate Overview Statutory Reports Financial Statements
Annexure - II
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Secretarial Audit was conducted in a manner that provided 1.5.4. The Securities and Exchange Board of India (Share
me a reasonable basis for evaluating the corporate conducts/ Based Employee Benefits and Sweat Equity)
statutory compliances and expressing my opinion thereon. Regulations, 2021;
Based on my verification of the Company’s books, papers, minute 1.5.5. The Securities and Exchange Board of India
books, forms and returns filed and other records maintained by (Issue and Listing of Non-Convertible Securities)
the company and also the information provided by the Company, Regulations, 2021; [NOT APPLIACBLE AS THERE
its officers, agents and authorized representatives during the WAS NO NON-CONVERTIBLE SECURITIES LISTED
conduct of secretarial audit, I hereby report that in my opinion, ON THE STOCK EXCHANGE]
the company has, during the audit period covering the financial
1.5.6. The Securities and Exchange Board of India
year ended on 31st March 2023, complied with the statutory
(Registrars to an Issue and Share Transfer Agents)
provisions listed hereunder and also that the Company has
Regulations, 1993 regarding the Companies Act and
proper Board-processes and compliance-mechanism in place
dealing with client;
to the extent, in the manner and subject to the reporting made
hereinafter: 1.5.7. The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2021;[NOT
1. I have examined the books, papers, minute books, forms
APPLICABLE AS THERE WAS NO DELISTING OF
and returns filed and other records maintained by the
EQUITY SHARES DURING THE YEAR]and
Company for the financial year ended on 31st March 2023,
according to the provisions of: 1.5.8. The Securities and Exchange Board of India (Buyback
of Securities) Regulations, 2018;[NOT APPLICABLE
1.1. The Companies Act, 2013 (the Act) and the rules
AS THERE WAS NO BUYBACK OF SECURITIES BY
made there under;
THE COMPANY DURING THE YEAR]
1.2. The Securities Contracts (Regulation) Act, 1956
2. I have also examined compliance with the applicable
(‘SCRA’) and the rules made there under;
clauses of the following:
1.3. The Depositories Act, 1996 and the Regulations and
2.1. Secretarial Standards issued by The Institute of
Bye-laws framed there under;
Company Secretaries of India.
1.4. Foreign Exchange Management Act, 1999 and
2.2. SEBI (Listing Obligations and Disclosure
the rules and regulations made there under to the
Requirements) Regulations, 2015.
extent of Foreign Direct Investment, Overseas Direct
Investment and External Commercial Borrowings; 3. The Company is engaged in the Business of Medical
diagnostic services. Accordingly, the following Industry
1.5. The following Regulations and Guidelines prescribed
Specific Acts are applicable to the Company, in view of the
under the Securities and Exchange Board of India
Management and as per the Guidance Note issued by the
Act, 1992 (‘SEBI Act’): -
ICSI. Based on the explanation given, there are adequate
67
Annual Report 2022-23
system and process in the company to monitor and 4. I further report that:
ensure the compliance of following sector specific law,
rule, regulation and guidelines: 4.01. The Board of Directors of the Company is duly
constituted with proper balance of Executive
3.01. Pre-Conception and Pre-Natal Diagnostic Directors, Non-Executive Directors and Independent
Techniques Act, 1994 read with the relevant rules and Directors. The changes in the composition of the
amendments. Board of Directors that took place during the period
under review were carried out in compliance with the
3.02. The Clinical Establishments (Registration and provisions of the Act.
Regulations) Act, 2010.
4.02. Adequate notice is given to all directors to schedule
3.03. The Clinical Establishments (Central Government) the Board Meetings, agenda and detailed notes on
Rules, 2012 (“CECG Rules”). agenda were sent at least seven days in advance,
and a system exists for seeking and obtaining further
3.04. Telangana Allopathic Private Medical Care
information and clarifications on the agenda items
Establishments (Registration and Regulation) Act,
before the meeting and for meaningful participation
2002and rules there under, as applicable.
at the meeting.
3.05. Andhra Pradesh Allopathic Private Medical Care
4.03. Majority decision is carried through while the
Establishments (Registration and Regulation) Act,
dissenting members’ views, if any, are captured and
2002 and rules there under, as applicable.
recorded as part of the minutes.
3.06. Indian Atomic Energy Act 1962 & Atomic Energy
4.04. There are adequate systems and processes in
(Radiation Protection) Rules 2004.
the company commensurate with the size and
3.07. Atomic Energy (Safe Disposal of Radioactive Wastes) operations of the company to monitor and ensure
Rules, 1987 (“Radioactive Waste Rules”). compliance with applicable laws, rules, regulations
and guidelines.
3.08. Radiation Surveillance Procedures for Medical
Application of Radiation, 1989 (“Surveillance 5. I further report that during the audit period there were
Procedures”). following specific events / actions having a major bearing
on the company’s affairs in pursuance of the above
3.09. Safety Code for Medical Diagnostic X-Ray Equipment referred laws, rules, regulations, guidelines, standards:
and Installations, 2001 (the “X-Ray Safety Code”).
5.01. The Company has allotted 64,832 shares on 06th
3.10. Atomic Energy Regulatory Board- Safety Code on June, 2022, against the options exercised under
Safe Transport of Radioactive Material AERB/NRF- VDCL Employee Stock Option Plan 2018.
TS/SC- 1, 2015 (“Transport Code”).
5.02. The Company has allotted 13,989 shares on 25th
3.11. Atomic Energy Regulatory Board - Safety code on July, 2022, against the options exercised under VDCL
Nuclear Medicine Facilities dated November 4, 2010 Employee Stock Option Plan 2018.
(“Nuclear Medicine Code”).
5.03. The Company has allotted 19,049 shares on 17th
3.12. Radiation Surveillance Procedure for Medical September, 2022, against the options exercised
Applications of Radiation, 1989 (“RSPM Notification”). under VDCL Employee Stock Option Plan 2018.
3.13. The Environment Protection Act, 1986 (the 5.04. The Company has allotted 5,466 shares on 07th
“Environment Protection Act”) and The Environment November, 2022, against the options exercised under
(Protection) Rules, 1986(the “Environment VDCL Employee Stock Option Plan 2018.
Protection Rules”).
5.05. The company has shifted its registered office
3.14. Bio-Medical Waste Management Rules, 2016 from “3-6-16 & 17, Street No. 19, Himayat Nagar,
(“BMW Rules”). Hyderabad, Telangana – 500029” to “6-3-883/F,
FPA Building, Near Topaz Building, Punjagutta,
3.15. National Accreditation Board for Testing and
Hyderabad, Telangana – 500082” with effect from
Calibration Laboratories (“NABL”).
10th November, 2022.
3.16. Guidelines for Exchange of Human Biological
5.06. Ms. Anusha Kanumuru has resigned from the position
Material for Biomedical Research Purposes, 1997
of Company Secretary and Compliance Officer of the
(“HBM Guidelines”).
Company w.e.f. 03rd December, 2022.
3.17. Consumer Protection Act, 2019 (“COPRA, 2019”).
68
Corporate Overview Statutory Reports Financial Statements
5.07. Mr. Hansraj Singh Rajput, a qualified Company 5.08. The Company has allotted 1,913 shares on 13th
Secretary has been appointed as the Compliance February, 2023, against the options exercised under
Officer of the Company w.e.f. 22nd December, 2022 VDCL Employee Stock Option Plan 2018.
and as the Company Secretary of the Company w.e.f.
13th February, 2023.
UDIN: F008168E000408986
Balaramakrishna Desina
Company Secretary in Practice
M. No.: FCS 8168
Date: 29.05.2023 C.P No.: 22414
Place: Hyderabad. Peer Reviewed UIN. 12019TL1988700
69
Annual Report 2022-23
Note: This letter is to be read with our letter of even date, which is annexed, and form an integral part of this report.
ANNEXURE
To,
The Members,
Vijaya Diagnostic Centre Limited,
CIN: L85195TG2002PLC039075
Hyderabad.
1. Maintenance of secretarial records is the responsibility of the management of the Company. My responsibility is to express an
opinion on these secretarial records based on my audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness
of the contents of the secretarial records. The verification was done to ensure that correct facts are reflected in secretarial
records. I believe that the processes and practices followed, provide a reasonable basis for my opinion.
3. I have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Wherever required, I have obtained the Management representation about the compliance of laws, rules and regulations and
happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
the Management. My examination was limited to the verification of procedures.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.
UDIN: F008168E000408986
Balaramakrishna Desina
Company Secretary in Practice
M. No.: FCS 8168
Date: 29.05.2023 C.P No.: 22414
Place: Hyderabad. Peer Reviewed UIN. 12019TL1988700
70
Corporate Overview Statutory Reports Financial Statements
Annexure –III
The details regarding Energy Conservation, Technology Absorption, Foreign Exchange Earnings and Outgo as required by
section 134(3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 are given as below.
71
Annual Report 2022-23
Annexure –IV
1. The percentage increase in the median remuneration of employees during the Financial Year:
Median remuneration of employees of the Company as at the end of the year under review was H 2,63,676/- and increased by
7.68% over the previous year.
2. The ratio of the remuneration of each Director to the median remuneration of employees for the
Financial Year 2022-23; and the percentage increase in remuneration of each Director, Chief Financial
Officer, Chief Executive Officer, Company Secretary or Manager, during the Financial Year 2022-23:
72
Corporate Overview Statutory Reports Financial Statements
3. The number of permanent employees on rolls of the Company as on March 31, 2023: 1996
4. Average percentile increase already made in salaries of employees other than the managerial
personnel in the last financial year and its comparison with the percentile increase in the managerial
remuneration and justification thereof and point out if there are any exceptional circumstances for
increase in the managerial remuneration.
The average percentage increase in the salaries paid to employees other than the managerial personnel in the last financial
year is 9.8%. Further, there was no increase in the salary of Managerial Personnel during the FY 2022-23.
Annual increments to employees is based on their individual performance, potential and contribution to the Company while
remuneration to managerial personnel is based on the relevant approvals of the Nomination and Remuneration committee,
Board and Shareholders considering the market competitiveness, industry standards and their contribution to the growth of the
Company. The increase in the managerial remuneration is also primarily governed by their terms of appointment, company’s
policy and as per the remuneration policy of the company.
5. Affirmation that the remuneration is as per the Remuneration Policy of the Company.
The Company affirms that the remuneration paid is as per the Remuneration Policy of the Company.
73
Annual Report 2022-23
Annexure -V
3. Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved
by the board are disclosed on the website of the company:
CSR Committee: https://images.vijayadiagnostic.com/investor/corporategovernance/Constitution-of-Board-Committee-
Members.pdf
4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule
(3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable
(attach the report):
Impact assessment report was not applicable for the year under review for the CSR projects undertaken by the Company.
74
Corporate Overview Statutory Reports Financial Statements
5.
(H in lakhs)
(a) Average net profit of the company as per sub-section (5) of section 135 11,257.12
(b) Two percent of average net profit of the company as per sub-section (5) of section 135 225.14
(c) Surplus arising out of the CSR Projects or programmes or activities of the previous financial years Nil
(d) Amount required to be set-off for the financial year, if any. Nil
(e) Total CSR obligation for the financial year [(b) + (c) - (d)]. 225.14
6.
(a) CSR amount spent or unspent for the financial year:
(H in lakhs)
Total Amount transferred to Unspent Amount transferred to any fund specified under
Total Amount Spent CSR Account as per section 135(6). Schedule VII as per second proviso to section 135(5).
for the Financial Year Date of
Amount Date of Transfer Name of the Fund Amount
Transfer
(b) Details of CSR amount spent against ongoing projects for the financial year: Not Applicable
(c) Details of CSR amount spent against other than ongoing projects for the financial year:
Item from
Location of the project Amount Mode of
the list of Local Mode of
spent for implementation-
Sl. Name of the activities in area implementation
the Through
No. project schedule (Yes / -Direct
project implementing
VII to the No). (Yes/No)
State District (in H) agency
Act.
1. Purchase & supply Promoting Yes Telangana Hyderabad 19,312/- Yes Not applicable
of furniture for education
a Govt. School
at Nampally,
Hyderabad
2. Purchase & Promoting Yes Telangana Khammam 1,41,600/- Yes Not applicable
supply of Digital education
interactive smart
board (Senses
Intelligent 65”
panel- Windows
10 professional) to
ZP High School,
Padillapalli village,
Khammam district
3. Construction Promoting Yes Telangana Yadadri 25,00,000/- Yes Not applicable
of kitchen and education
dining hall for
students at Mandal
Parishad Primary
School (MPPS),
a Govt. School at
Raghunathapuram
Village, Yadadri
District
75
Annual Report 2022-23
Item from
Location of the project Amount Mode of
the list of Local Mode of
spent for implementation-
Sl. Name of the activities in area implementation
the Through
No. project schedule (Yes / -Direct
project implementing
VII to the No). (Yes/No)
State District (in H) agency
Act.
(f) Total amount spent for the financial year [ a + b + c]: H 225.14 lakhs
(H in lakhs)
Sl.
Particulars Amount
No.
i. Two percent of average net profit of the company as per section 135(5) 225.14
ii. Total amount spent for the financial year 225.14
iii. Excess amount spent for the financial year [(ii) – (i)] Nil
iv. Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any Nil
v. Amount available for set off in succeeding financial years [(iii) – (iv)] Nil
76
Corporate Overview Statutory Reports Financial Statements
7.
(a) Details of Unspent CSR amount for the preceding three financial years:
(H in lakhs)
Amount transferred to any fund
Amount Amount Amount
specified under Schedule VII as per
Preceding transferred to spent in the remaining to
Sl. section 135(6), if any
Financial Unspent CSR reporting be spent in
No.
Year Account under Financial Name of Date of succeeding
section 135(6) Year Amount financial years
the fund transfer
Not applicable
(b) Details of CSR amount spent in the financial year for on-going projects of the preceding financial year(s):
(H in lakhs)
Sl. Project Name Financial Year Project Amount Cumulative Status of the
No. ID of the in which the duration spent on the amount spent at Project –
Project project was project in the end of Completed /
commenced the reporting on-going
reporting Financial Year
Financial
Year
Not applicable
8. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created
or acquired through CSR spent in the financial year:
Not applicable
9. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per
section 135(5):
Not applicable
Dr. Sura Surendranath Reddy Mr. Shekhar Prasad Singh Ms. Sura Suprita Reddy
Executive Chairman Chairman of CSR Committee Chief Executive Officer
77
Annual Report 2022-23
Annexure –VI
The Company views Employee Stock Options as instruments that would enable the Employees to share the value they would create
and contribute to the Company in the years to come.
The ESOP Plan 2018 and Schemes framed thereunder is in compliance with the provisions of the Companies Act, 2013 and
the Securities and Exchange Board of India (Share Based Employee Benefit and Sweat Equity) Regulations, 2021 (“SEBI ESOP
Regulations”).
A. Relevant disclosures in terms of the accounting standards prescribed by the Central Government in terms of section 133 of the
Companies Act, 2013 (18 of 2013) including the ‘Guidance note on accounting for employee share-based payments’ issued in
that regard from time to time.
The disclosures are provided in the Note No. 29 to the Standalone Financial Statements of the Company for the year ended
March 31, 2023.
B. Diluted EPS on issue of shares pursuant to all the schemes covered under the regulations shall be disclosed in accordance
with ‘Accounting Standard 20 - Earnings Per Share’ issued by Central Government or any other relevant accounting standards
as issued from time to time: H 8.12
1) A description of each ESOS that existed at any time during the year, including the general terms and conditions of each ESOS,
including
78
Corporate Overview Statutory Reports Financial Statements
secondary or combination)
Variation in terms of options There was no variation in terms of options outstanding during 2022-2023.
3) Where the company opts for expensing of the options using the intrinsic value of the options, the difference between the
employee compensation cost so computed and the employee compensation cost that shall have been recognized if it had used
the fair value of the options shall be disclosed. The impact of this difference on profits and on EPS of the company shall also
be disclosed - Not applicable.
Particulars Details
5) Weighted-average exercise prices and weighted-average fair values of options shall be disclosed separately for options whose
exercise price either equals or exceeds or is less than the market price of the stock.
6) Employee wise details (name of employee, designation, number of options granted during the year, exercise price) of options
granted to –
Senior managerial personnel as defined under Regulation 16(d) of the Securities and Exchange Board of India Nil
(Listing Obligations and Disclosure Requirements) Regulations, 2015
any other employee who receives a grant in any one year of option amounting to 5% or more of option granted Nil
during that year
identified employees who were granted option, during any one year, equal to or exceeding 1% of the issued Nil
capital (excluding outstanding warrants and conversions) of the company at the time of grant
79
Annual Report 2022-23
7) A description of the method and significant assumptions used during the year to estimate the fair value of options including the
following information:
Disclosures in respect of grants made in three years prior to IPO under each ESOS
All the disclosures provided above pertains to the options granted in the three years prior to the IPO
80
Corporate Overview Statutory Reports Financial Statements
5.4
5.2
5.0
4.7
4.5
4.2
4.0
3.9
3.4
3.0
3.0
2.8
2.7
1.4
1.3
Indian economy The Union Budget for 2023 provides a positive outlook for the
Consumer Products and Retail sector1 . Consumer spending has
picked up post-COVID, leading to an increase in imports which
Despite an uncertain global economic outlook, India has
is expected to reach USD 70 billion by the end of FY23. Greater
experienced macroeconomic and financial stability. The country
focus on financial inclusion, measures to boost rural demand,
has recorded an uptrend in its growth momentum by clocking
the 'Make in India' initiative and start-ups are expected to spur
a growth of 7.2% in FY23 (Source- the National Statistical
employment opportunities, increase disposable incomes and
Organisation). This indicates a sound macroeconomic policy
fuel consumer demand.
environment as well as the economy's inherent resilience,
which shielded it against global shocks. India has been one
of the world's fastest-growing major economies, contributing
more than 12% to global growth on average during the last five April 2023 GST revenue collection
years (Source- the Reserve Bank of India).
reaches record high of Rs 1.87
lakh crore.
1
https://www.ey.com/en_in/alerts-hub/2023/02/budget-2023-consumer-products-and-retail-sector
81
Annual Report 2022-23
9%
8.7%
7.2%
20%
6.5%
3.7%
61%
10%
Strong credit growth, stable financial markets and the When compared to other sectors, the healthcare sector in
Government's focus on infrastructure and capex are likely to India has been lagging primarily due to a lack of innovation.
pitch in substantial investments. Notwithstanding the grim The pandemic has revealed the significance of remote medical
global outlook, the fact that the Government of India and services, backed by digitisation and automation. As a densely
RBI have been able to safeguard the Indian economy from populated nation, India needs technologically advanced, high-
an impending global recession underscores India’s strong quality medical services available at affordable price points
economic fundamentals. India shows signs of recovery and across the country.
pent-up credit demand over the last two years offers hope for
new growth opportunities in the domestic market. The fundamental growth drivers of India's healthcare market
include rapid urbanisation, an ageing population and increasing
incidences of chronic diseases. The healthcare sector,
Industry overview comprising hospitals, diagnostic centres, pharmaceutical
companies and health insurance organisations, is growing at a
India’s healthcare sector
swift pace owing to a higher number of health complications
The healthcare delivery market in India is posed to record strong affecting people of all age groups.
growth in the medium term. According to CRISIL Research, the
Successful vaccination drive
industry is projected to surpass pre-Covid levels in FY22 and
achieve a compound annual growth rate (CAGR) of 10-12% Following the COVID vaccine rollout, the healthcare industry
between FY22 and FY27. This growth can be attributed to long- wholly participated and partnered with the Government for its
term structural factors, robust fundamentals and improving successful execution. One of the notable accomplishments in
affordability. The expansion of the Ayushman Bharat scheme the history of Indian healthcare has been the administration of
for the sector is also expected to drive growth. Additionally, the more than 2 billion vaccine doses to the country's citizens.2
resurgence of high-revenue medical tourism may lead to positive
prospects due to the relaxation of international travel restrictions.
https://timesofindia.indiatimes.com/blogs/voices/indian-healthcare-2022-looking-ahead-to-2023/
2
82
Corporate Overview Statutory Reports Financial Statements
Improved life expectancy and shifting demographic profiles programme in FY 2022-23. The enhanced funding aims
to support the sustained implementation and expansion
With the steady increase in life expectancy, the demographic of AB-PMJAY, thereby ensuring improved access to
composition of the nation is undergoing a significant healthcare services for the beneficiaries of the scheme.
transformation. According to the 2011 data, approximately 8%
of the Indian populace consisted of individuals aged 60 years or • An allocation of INR 33 crore has been made for the
older, and it is projected to rise to 12.5% by 2026. Unfortunately, development of nursing services in the current fiscal year.
there is a lack of comprehensive documentation regarding This marks a substantial increase of 67% compared to the
the healthcare requirements of the elderly population. budget allocation of INR 20 crore in FY23. The augmented
Nonetheless, it is widely acknowledged that this age group funding is especially intended to fortify and enhance the
is more susceptible to health-related concerns due to their nursing sector in alignment with the establishment of 157
heightened vulnerability. new nursing colleges across the country. The aim is to
strengthen the nursing workforce and enhance the quality
Government policies and initiatives of nursing education and services.
India’s healthcare sector is poised allocated INR 134 crore with the objective of ensuring
universal access to high-quality mental healthcare services.
for robust growth with advanced This allocation aims to support the implementation of 24x7
3
https://www.techsciresearch.com/report/india-diagnostic-labs-market/7649.html#:~:text=India%20diagnostic%20labs%20market%20stood,is%20susceptible%20
to%20various%20diseases.
83
Annual Report 2022-23
the diagnosis of diseases through examination. Radiology is diagnostic services, particularly in rural areas, where there is a
the process of diagnosis, which uses radiations such as X-ray, lack of adequate healthcare facilities.
MRI, CT scan, ultrasonography and many more. The segment
of radiology constitutes 43% of the market in the domestic Opportunities
diagnostic sector. 4
The diagnostic market has a huge scope of becoming a
Segment-wise breakup of Indian diagnostic market profitable business with plethora of growth opportunities.
With advancements in technology and increased demand for
personalised treatment, there is a growing need for innovative
Pathology Radiology diagnostic solutions that can accurately and efficiently detect
diseases.
980
As the diagnostic market continues to evolve, companies that
can adapt to changing trends and provide valuable solutions
43% -44%
will be well-positioned to capitalise on these opportunities. Due
to the increased reliance of medical experts and professionals
684
+14% are now extra cautious about their health and well-being, have
CAGR also helped the diagnostic industry solidify its position as a key
component of the healthcare segment.
41%
Threats
56%-57%
+12% -13%
+12%
57%
Most of the leading diagnostic chains are offering wellness Venturing into new geographies: India being a diverse country
packages in their test catalogues, offering multiple related tests in terms of its demography, disease profile and healthcare
at a discounted rate. This helps identify any disease at an early system creates a challenge for the large diagnostic players to
stage before it becomes chronic. establish their footprint across the country. Local players have
a strong market presence due to their familiarity with market
Rising trend of AI integration in medical imaging dynamics.
There is wider acceptance for point-of-care (POC) diagnostic Huge capital investment: With ongoing advancements in
tools that combine AI, data analytics and other smart features to technology, medical devices and analysers are prone to
provide quicker and more accurate diagnostic results. Improved upgrade and change. To stay relevant in the diagnostic market,
accessibility to these tools also suggests that preventive companies need to incur huge capital investments and high
screening is preferred. POC devices can prove to be the game maintenance costs.
changers for early detection of chronic disorders such as
(Source:https://bwhealthcareworld.businessworld.in/article/Diagnostic-
diabetes, heart diseases and cancer. One of the crucial points, Industry-Getting-Ready-To-Overcome-Challenges-To-Outshine-In-The-Indian-
is that the smart digital solutions often act as the first line of Healthcare-Space/29-01-2022-419157/)
https://www.fortuneindia.com/enterprise/indian-diagnostics-market-set-to-double-to-20-billion-by-fy26/108938
4
84
Corporate Overview Statutory Reports Financial Statements
Outlook
40+ 20
the diagnostic market in India is expected to witness steady
growth. This will create opportunities for local players and new
businesses planning to enter the market. Additionally, greater
focus on preventive healthcare and rising prevalence of chronic Years of experience Cities across India
diseases will further drive the demand for diagnostic services
in the country.
Company overview
Vijaya Diagnostic Centre, one of the largest integrated diagnostic
~3.2Mn 200+
chain in South India, has a legacy spanning over four decades.
The Company’s objective is to provide fast and transparent,
pathology and radiology services to its patients at an affordable
Footfalls Radiologists,
price range. The Company has a broad network, spread across
pathologists and
20 cities in India with over 121 centres. These centres are
microbiologists
equipped with cutting-edge equipment and are operated by
skilled technologists, radiologists, pathologists, microbiologists,
and doctors. It has onboarded over 200 doctors in the field of
radiology, pathology and microbiology. With more than 3.2
million footfalls, Vijaya Diagnostic Centre has conducted 10.1
million+ tests during the FY 2022-23.
Performance review
Operational Highlights
• The Company’s B2C revenue accounts for 95% of the total revenue.
Financial Performance
(D in Lakhs)
Standalone Consolidated
Particulars
2022-23 2021-22 2022-23 2021-22
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Annual Report 2022-23
(D in Lakhs)
Standalone Consolidated
Particulars
2022-23 2021-22 2022-23 2021-22
2400+
Mitigation- To stay abreast of the recent developments or changes
in regulations, the Company monitors government policies
regularly and takes necessary actions whenever required.
Staff
Competition Risk- With healthcare industry being among the
Risks and concerns fastest growing sectors in India, and a low barrier for entry,
many large to medium level players are entering the market,
Pricing Risk-The Company is subject to government restrictions creating intense competition.
in terms of price ceilings on the services provided. This may
adversely impact its revenue and profitability. Mitigation-The Company has established a strong footprint
across South India along with building a robust brand recall. It
Mitigation-The Company broadly focuses on providing the best has become a go-to brand for a majority of its clients by providing
quality diagnostic services by leveraging high-end technology to advanced radiological and pathological services, gaining an edge
become the first choice of patients. over its competitors.
86
Corporate Overview Statutory Reports Financial Statements
Human resource risk- With consistent technological The scope and coverage of audits include:
advancements, the personnel need to constantly update their
skills and knowledge to keep up with the changing demands • Reviewing and reporting of key process risks
of the job market. This poses a risk as the Company needs to
• Adhering to operating guidelines and statutory compliances
ensure that its workforce remains competent and adaptable to
new technologies. • Recommending improvements for monitoring and
enhancing efficiency of operations
Mitigation-The Company grants ESOP to its employees along with
providing regular training and development programme which • Ensuring reliability of financial and operational information
helps them gather requisite skills to excel in their respective roles.
The Audit Committee periodically monitors and reviews
Outlook the significant internal audit observations. It also reviews
compliance with accounting standards, risk management and
Despite the macroeconomic headwinds, the Company is
control systems.
hopeful about realising its strategic objectives for the year. The
management remains optimistic about its growth potential and
is closely monitoring market trends and making adjustments Cautionary statement
to its operations to mitigate any potential risks. The Company’s
informed strategy of digital transformation, market research Statements in this report on Management Discussion and
backed approach for new market expansion and concentration Analysis, describing the Company’s objectives, projections,
on enhancement of its existing network of centres will ensure estimates, expectations or predictions may be ‘forward-
sustainable year-on-year growth. It plans on adopting the looking statements’ within the meaning of applicable laws
highest standards of quality and to deliver a holistic customer and regulations. Such statements represent the intention of
experience while employing the advanced technology. the Management and the efforts being put into place by them
to achieve certain goals. These assertions are predicated
Through optimum workforce management, strategic moves to on a number of assumptions and future activities. Since the
address intense-competition and foraying into underserved Company's operations are impacted by several internal and
locations in Tier II and Tier III cities, the Company is making external factors outside of its control, actual results could
sincere efforts to achieve robust growth. significantly differ from those stated or inferred. Any forward-
looking statement published here only speaks as of the date it
was made and only reflects the Company's current intentions,
Internal control systems and their adequacy beliefs, or assumptions. The Company disclaims any obligation
The Company has an efficient internal control system in place. to update or modify any forward-looking statements, whether
The policies and procedures, covering financial and operating as a result of new data, unexpected developments, or other
functions, are also documented. The system controls are factors. Readers are urged to use their best judgement when
designed to provide reasonable assurance for maintaining determining the risks connected to the Company.
proper accounting records. This reinforces reliability of financial
reporting, monitoring of operations, protection of assets from
unauthorized use or losses and compliance of regulations.
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Annual Report 2022-23
2. BOARD OF DIRECTORS:
1.
COMPANY’S PHILOSOPHY ON CODE OF
i. Your Company has an optimum combination of Executive
GOVERNANCE:
and Non-Executive Directors including a Woman Director.
Corporate Governance reflects the efficient conduct of As at the end of March 31, 2023, the Board of Directors of
affairs of the Company in a transparent manner, which the Company comprised of 7 (Seven) Directors out of which
helps in maximizing the stakeholder’s value. At VDCL, 2 (Two) are Executive Directors, 1 (One) Non-Executive Non-
we strive to conduct our business and strengthen our Independent Director and 4 (four) Non-Executive Independent
relationships in a manner that is dignified, distinctive and Directors, including 1 (One) Woman Independent Director. The
responsible. We adhere to ethical standards to ensure composition of the Board is in conformity with Regulation 17
integrity, transparency, independence and accountability of Listing Regulations read with Section 149 and 152 of the
in dealing with all stakeholders. Companies Act 2013 (“the act”). The Composition of the Board
as of March 31, 2023, is given below:
ii. Board Meetings: meetings was within the limit prescribed under Section
173(1) of the Act and Regulation 17(2) of the SEBI Listing
The Board meets at regular intervals to discuss and Regulations.
decide on various business matters, business policies
and strategies of the Company. The Board/Committee iii.
Details of the attendance of Directors and other
Meetings are timely scheduled and informed to all Directorship/Committee positions, etc.:
Directors well in advance to facilitate them to plan their
(a) The names and categories of the Directors on the Board,
schedule and to ensure meaningful participation in
their attendance at the Board meetings held during the
the meetings.
year and at the last Annual General meeting (“AGM”)
During the financial year 2022-23, Five (5) meetings of the held through Video-Conferencing/Other Audio-Visual
Board were held. The said meetings were held on May Means and the number of Directorships and Committee
05, 2022, May 26, 2022, August 09, 2022, November 10, Chairmanships/Memberships held by them in other public
2022 and February 13, 2023. The gap between two Board limited companies as on March 31, 2023 are given below:
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Corporate Overview Statutory Reports Financial Statements
(b) The composition and category of Directors, the number of Directorships and Committee Chairpersonships / Memberships
held by them and Directorships held by them in other listed entities as on March 31, 2023:
#Only Audit Committee and Stakeholders’ Relationship Committee are considered for reckoning committee positions as per Regulation 26(1)(b) of the SEBI Listing
Regulations.
*Regulation 17A of the Listing Regulations provides for the inclusion of only equity listed entities reckoning the directorship in the listed entity.
89
Annual Report 2022-23
iv. Disclosure of relationships between directors inter-se: The details of the familiarization programmes imparted
to Independent Directors is hosted on the website of the
None of the Director(s) is related to each other except Mr. Company and can be accessed through the following
Sunil Chandra Kondapally, Dr. S. Surendranath Reddy and web link at https://www.vijayadiagnostic.com/investors/
Mrs. S. Geeta Reddy. Dr. S. Surendranath Reddy and Mrs. S governance-policies
Geeta Reddy are husband and wife and Mr. Sunil Chandra
Kondapally is the son of Dr. S. Surendranath Reddy and vi. Skills/expertise/competencies identified by the Board
Mrs. S. Geeta Reddy. of Directors:
v. Familiarisation program for Independent Directors: At VDCL, we strongly believe that it is the collective
effectiveness of the Board that influences the Company’s
The Company has put in place a system to familiarize performance and therefore members of the Board should
its Independent Directors with the Company’s business have a balance of skills, experience and diversity. Given
model, their roles, rights & responsibilities in the Company, the Company’s size, scale and nature of business, the
nature of the industry in which the Company operates, Board has identified skills/ expertise/ competencies in
business dynamics and amendment(s) in any law/ the area of leadership/ operations, strategic planning,
rules/regulations as relevant to the Company and/or to industry experience, technical, research and development,
Independent Directors, etc. innovation, global business, finance, legal, corporate
governance and risk management etc. as those necessary
for its members.
The Board has identified the following core skills/expertise/competencies as required in the context of its business(es) and
sector(s) for it to function effectively and those actually available with the Board.
Mr.
Dr. S Mr. Sunil Mrs. S. Mr. C. Dr. D. Dr.
Shekhar
Core Skill/Expertise Surendranath Chandra Geeta Satyanarayana Nageshwar Manjula
Prasad
Reddy Kondapally Reddy Murthy Reddy Anagani
Singh
Exposure and
understanding of
corporate governance,
systems and control
Proven business
capability, people
of integrity and
reputation
Experience in
healthcare industry
Experience in
handling senior level
responsibility
Background in finance, -
risk management and
control
Business Development -
Experience in
understanding the
dynamics of the legal
and regulatory aspects
90
Corporate Overview Statutory Reports Financial Statements
vii. Independent Directors: (b) reviewed the performance of the Chairman of the
Company
The Independent Directors of the Company have been
appointed in terms of the requirements of the Act, the (c) assessed the quality, quantity and timeliness of
Listing Regulations and the Governance Guidelines flow of information between the Management of
for Board Effectiveness adopted by the Company. the Company and the Board of Directors that is
Formal letters of appointment have been issued to the necessary for the Board of Directors to effectively
Independent Directors and the terms and conditions and reasonably perform their duties
of their appointment are disclosed on the Company’s
website at the web link: https://www.vijayadiagnostic. The Independent Directors expressed their satisfaction to
com/investors/terms-appointment the desired level on the governance of the Board.
During the year ended March 31, 2023, the Committee met 5 (Five) times on May 05, 2022, May 26, 2022, August 09, 2022,
November 10, 2022 and February 13, 2023. The composition and attendance of the members in the meetings are as follows:
The Company Secretary acts as the Secretary of the It reports to the Board of Directors about its findings &
Committee. Head of Finance & Accounts Department, recommendations pertaining to above matters.
Statutory Auditors and Internal Auditors were invited
to attend the meetings of the Audit Committee. The The brief terms of reference of Audit Committee are as under:
Committee deals with the various aspects of financial
• Oversight of our Company’s financial reporting
statements including quarterly, half yearly and annual
process and the disclosure of its financial information
financial results, adequacy of internal controls & internal
to ensure that the financial statement is correct,
audit functions, compliance with accounting standards
sufficient and credible;
and Company’s financial & risk management policies, etc.
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Annual Report 2022-23
• Reviewing, with the management, the statement of uses/ • Approval of appointment of Chief Financial Officer after
application of funds raised through an issue (public issue, assessing the qualifications, experience and background,
rights issue, preferential issue, etc.), the statement of funds etc. of the candidate;
utilized for purposes other than those stated in the issue
• Carrying out any other function as may be required
document/ prospectus/notice and making appropriate
/ mandated as per the provisions of the Companies
recommendations to the Board to take up steps in this
Act, 2013, Listing Agreements and/or any other
matter;
applicable laws;
• Reviewing and monitoring the auditor’s independence and
• Reviewing the utilization of loan and/or advances from
performance, and effectiveness of audit process;
investment by the holding company in the subsidiary
• Approval or any subsequent modification of transactions exceeding H100 crore or 10% of the asset size of the
of the Company with related parties; subsidiary, whichever is lower including existing loans /
advances / investments;
• Scrutiny of inter-corporate loans and investments;
• Considering and commenting on rationale, cost benefits
and impact of schemes involving merger, demerger,
amalgamation etc., on the Company and its shareholders.
92
Corporate Overview Statutory Reports Financial Statements
The Nomination and Remuneration Committee has been duly constituted as per Regulation 19 of the SEBI Listing Regulations
and Section 178 of the Companies Act, 2013.
During the year ended March 31, 2023, the Committee met 2 (Two) times on May 26, 2022 and February 13, 2023. The
composition and attendance of the members of the Committee are as follows:
The brief terms of reference of Nomination and • Extending or continuing the term of appointment of
Remuneration Committee are as under: the independent director, on the basis of the report of
performance evaluation of independent directors;
• Formulating the criteria for determining qualifications,
positive attributes and independence of a director • Recommending to the board, all remuneration, in
and recommend to the board of directors a policy whatever form, payable to senior management;
relating to, the remuneration of the directors, key
managerial personnel and other employees; • Administering, monitoring and formulating detailed
terms and conditions of the ESOP Plan 2018 and
The Nomination and Remuneration Committee, while ESOP Schemes 2018 including any amendments
formulating the above policy, should ensure that: — made thereto, and any other employee stock option
plan that the Company adopts in the future;
(a) the level and composition of remuneration be
reasonable and sufficient to attract, retain and • Carrying out any other function as is mandated
motivate directors of the quality required to run by the Board from time to time and / or enforced/
our Company successfully; mandated by any statutory notification, amendment
or modification, as may be applicable;
(b) relationship of remuneration to performance
is clear and meets appropriate performance • Performing such other functions as may be
benchmarks; and necessary or appropriate for the performance of its
duties as prescribed under applicable laws;
(c) remuneration to directors, key managerial
personnel and senior management involves • Framing suitable policies, procedures and systems to
a balance between fixed and incentive pay ensure that there is no violation of securities laws, as
reflecting short and long-term performance amended from time to time, including:
objectives appropriate to the working of the
Company and its goals; (a) the Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations,
• Formulating criteria for evaluation of performance of 2015, as amended; and
independent directors and the Board of Directors;
(b) the Securities and Exchange Board of India
• Devising a policy on diversity of board of directors; (Prohibition of Fraudulent and Unfair Trade
Practices relating to the Securities Market)
• Identifying persons who are qualified to become Regulations, 2003, as amended, by the Company
directors and who may be appointed in senior and its employees, as applicable
management in accordance with the criteria laid
down, and recommend to the Board of directors their
appointment and removal;
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Annual Report 2022-23
The brief terms of reference of Stakeholders’ Relationship • Giving effect to all transfer/transmission of shares
Committee are as under: and debentures, dematerialisation of shares and re-
materialisation of shares, split and issue of duplicate/
• To resolve the grievances of the security holders consolidated share certificates, compliance with all
of the Company including complaints related to the requirements related to shares, debentures and
transfer/transmission of shares, non-receipt of other securities from time to time;
annual report, non-receipt of declared dividends,
issue of new/duplicate certificates, general meetings • To review of the various measures and initiatives
etc. and assisting with quarterly reporting of such taken by the Company for reducing the quantum of
complaints; unclaimed dividends and ensuring timely receipt of
dividend warrants/annual reports/statutory notices
• To review of measures taken for effective exercise of by the shareholders of the Company; and
voting rights by shareholders;
• Carrying out such other functions as may be
• To review of adherence to the service standards specified by the Board from time to time or specified/
adopted by the Company in respect of various provided under the Companies Act or the SEBI Listing
services being rendered by the Registrar & Share Regulations or by any other regulatory authority.
Transfer Agent;
94
Corporate Overview Statutory Reports Financial Statements
Mr. Hansraj Singh, Company Secretary and Compliance During the financial year ended March 31, 2023, the
Officer Company has received and resolved 2 complaints from
investors. Number of complaints not resolved to the
Contact No.: +91 40 23420411 satisfaction of shareholders is nil and there were no
pending complaints at the year end.
Email ID for investor grievances: [email protected]
The Risk Management Committee of the Company is constituted in line with the provisions of Regulation 21 of the SEBI Listing
Regulations. As on March 31, 2023, the Risk Management Committee comprised of 1 (One) Independent Director, 1 (One)
Executive Director and 1 (One) senior level employee.
During the year ended March 31, 2023, the Committee met 2 (Two) times on September 03, 2022 and March 02, 2023. The
composition and attendance of the members of the Committee are as follows:
The brief terms of reference of Risk Management Committee • To monitor and oversee implementation of the
are as under: risk management policy, including evaluating the
adequacy of risk management systems;
• To formulate a detailed risk management policy this
shall include: • To periodically review the risk management policy,
at least once in two years, including by considering
(a) A framework for identification of internal the changing industry dynamics and evolving
and external risks specifically faced by the complexity;
listed entity, in particular including financial,
operational, sectoral, sustainability (particularly, • To keep the board of directors informed about
ESG related risks), information, cyber security the nature and content of its discussions,
risks or any other risk as may be determined by recommendations and actions to be taken;
the Committee.
• The appointment, removal and terms of remuneration
(b) Measures for risk mitigation including systems of the Chief Risk Officer (if any) shall be subject to
and processes for internal control of identified review by the Risk Management Committee;
risks.
The Risk Management Committee shall coordinate its
(c) Business continuity plan activities with other committees, in instances where there
is any overlap with activities of such committees, as per
• To ensure that appropriate methodology, processes the framework laid down by the board of directors.
and systems are in place to monitor and evaluate
risks associated with the business of the Company;
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Annual Report 2022-23
The Corporate Social Responsibility (CSR) Committee has been constituted by the Board in compliance with the requirements
of Section 135 of the Act.
During the year ended March 31, 2023, the Committee met once on May 26, 2022. The composition and attendance of the
members of the Committee are as follows:
The brief terms of reference of Corporate Social The detailed CSR Policy is available on the website of the
Responsibility Committee are as under: Company and can be accessed through the following web link:
https://images.vijayadiagnostic.com/website/CSR-POLICY.pdf
• Formulation of a corporate social responsibility
policy to the Board, indicating the activities to be
undertaken by the Company in areas or subject 4. REMUNERATION OF DIRECTORS:
specified in the Companies Act, 2013. The activities
(a) Disclosures with respect to remuneration:
should be within the list of permitted activities
specified in the Companies Act, 2013 and the rules The details of remuneration paid to Directors for the
there under; Financial Year ended March 31, 2023 is given below:
• Monitoring the corporate social responsibility policy Mr. C. Satyanarayana Murthy 12,00,000/-
from time to time and issuing necessary directions Mr. Shekhar Prasad Singh 12,00,000/-
as required for proper implementation and timely Dr. D. Nageshwar Reddy 12,00,000/-
completion of corporate social responsibility Dr. Manjula Anagani 12,00,000/-
programmes;
• The details of fixed component and performance
• Identifying corporate social responsibility policy linked incentives, along with the performance criteria:
partners and corporate social responsibility The shareholders of the Company have approved
policy programmes; the payment of fixed remuneration to Executive
Directors. There have been no performance linked
• Identifying and appointing the corporate social
incentive payable to them.
responsibility team of the Company including
corporate social responsibility manager, wherever • Service contracts, notice period, severance fees:
required; and Company doesn’t have any service contracts with
any of the Directors. There is no separate provision
• Performing such other duties and functions as the
for payment of severance fee to Directors. The notice
Board may require the corporate social responsibility
period for their employments will be governed by the
committee to undertake to promote the corporate
rules of the company.
social responsibility activities of the Company.
96
Corporate Overview Statutory Reports Financial Statements
• Stock option details, if any and whether issued at a (c) Criteria for making payments to Non-Executive Directors:
discount as well as the period over which accrued
Non-Executive Independent Directors of the Company
and over which exercisable: None of the Directors
are being paid consolidated remuneration by way of
have been allotted any stock options under the ESOP
Commission at the rate of 0.5% of consolidated net profits
Plan of the Company.
of the Company subject to maximum of H12,00,000/-
(b) During the year under review, there was no pecuniary p.a. Currently Company have one Non- Executive Non-
relationship or transaction between the Company and Independent Director and no amount is being paid to the
any of its Non-Executive Independent Directors apart said Director.
from payment of consolidated remuneration by way
The Nomination and Remuneration Policy of the Company,
of commission. Mrs. Sura Geeta Reddy, Non-Executive
inter alia, disclosing detailed criteria of making payments
Non-Independent Director of the Company has given
to Non-Executive Directors of the Company is placed on
certain premise(s) on lease to the Company, for operating
Company’s website under the web link: https://images.
diagnostic centres in earlier years. The Company has paid
vijayadiagnostic.com/investor/corporategovernance/
her lease rentals for the aforesaid leased premises at
NOMINATION-REMUNERATION-POLICY.pdf
regular intervals. The details of the same are provided in
notes to financial statements.
Date September 28, 2020 August 04, 2021 September 28, 2022
Time 03:30 p.m. 03:30 p.m. 03:00 p.m.
Venue Corporate office, 6-3- Corporate office, 6-3- Held through Video
883/F, FPA Building, Near 883/F, FPA Building, Near Conferencing (VC)/ Other
Topaz Building, Punjagutta, Topaz Building, Punjagutta, Audio-Visual Means (OAVM).
Hyderabad-500082, Hyderabad-500082,
Telangana, India. Telangana, India.
(b) Postal Ballot: Regulations. The financial results are displayed on BSE and
NSE websites. The Financial Results are also published in
During the Financial Year 2022-23, pursuant to the ‘Financial Express’ (English) and ‘Nava Telangana’ (Telugu)
provisions of Section 110 and other applicable provisions, newspapers and posted on the Company’s website at www.
if any, of the Companies Act read together with Rule 20 vijayadiagnostic.com. In terms of the Listing Regulations,
& 22 of the Companies (Management and Administration) the Company has a designated email ID for dealing with
Rules, 2014 (“Rules”) and Listing Regulations, no special Investors’ complaints viz., [email protected]
resolutions were passed by the company through
postal ballot. The results along with presentations made by the Company
to Analysts/Investors are also intimated to the Stock
Currently, there are no forseen businesses that may be Exchanges and hosted on the website of the Company
transacted through Postal Ballot. Special resolutions, if viz. https://www.vijayadiagnostic.com/investors/financial-
any, required to be passed in future through Postal ballot results
would be decided at the relevant time and would be
accordingly communicated to the shareholders. The Company organizes quarterly investor earnings call(s)
to discuss the financial results and investor queries were
answered by the Senior Management of the Company
6. MEANS OF COMMUNICATION:
during such call. The audio recording and transcripts
The quarterly, half yearly and annual financial results of of the said earnings calls were disclosed to the Stock
the Company are uploaded on NSE Electronic Application Exchanges and hosted on our website viz. https://www.
Processing System (NEAPS) and BSE Listing Centre vijayadiagnostic.com/investors/financial-results All the
in accordance with the requirements of SEBI Listing official news releases will be displayed at website of the
Company.
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Annual Report 2022-23
7. GENERAL SHAREHOLDER INFORMATION: • Annual General Meeting for the year March 31, 2024:
on or before September 30, 2024
(a) Annual General Meeting (AGM):
(c) he Dividend, if declared at the AGM, will be paid on or
T
Day & Date:Wednesday, 20th September, 2023
before 30 (thirty) days from the date of the AGM.
Time: 03:00 P.M. (IST) (d) tock Exchanges where company’s share are listed and
S
Venue: through Video Conferencing (VC)/ Other Audio- Scrip code:
Visual Means (OAVM) National Stock Exchange of India Limited – Exchange
(b) Financial Year (01st April 2023 to 31st March, 2024) Plaza, C-1, Block G, Bandra-Kurla Complex, Bandra (East),
Mumbai - 400 051, Trading Symbol – VIJAYA
• First Quarterly Results : on or before August 14, 2023
BSE Limited - Phiroze Jeejeebhoy Towers, Dalal Street,
• Second Quarterly Results: on or before November Mumbai - 400 001 Scrip Code: 543350
14, 2023
The Company has paid the Annual Listing fees for the
• Third Quarterly Results: on or before February 14, 2024 financial year 2023-24 to each of the Stock exchanges,
• Audited Yearly Results for the year ending March 31, where the equity shares of the Company are listed.
2024: on or before May 30, 2024
(e) Market price of the Company’s equity shares (closing share price) in comparison to BSE SENSEX and NSE NIFTY during
each month in the FY 2022-23:
BSE Limited:
SENSEX VIJAYA
Month
High Low High Low
66,000.00 600
64,000.00 500
62,000.00
400
60,000.00
300
58,000.00
200
56,000.00
54,000.00 100
52,000.00 0
22 23
2
2
23
22
2
2
2
n-
22
3
-2
22
g-
-2
r-2
t-2
-2
-2
b-
ly
v-
ne
Ja
p-
c-
Au
ay
ar
Oc
Ap
Ju
No
Fe
De
Se
Ju
M
M
98
Corporate Overview Statutory Reports Financial Statements
NIFTY VIJAYA
Month
High Low High Low
19,500.00 600
19,000.00
500
18,500.00
400
18,000.00
17,500.00 300
17,000.00
200
16,500.00
100
16,000.00
15,500.00 0
22 23
2
2
3
22
2
2
2
n-
22
3
-2
22
g-
-2
-2
r-2
t-2
-2
-2
ly
v-
ne
Ja
p-
c-
Au
b
ay
ar
Oc
Ap
Ju
No
Fe
De
Se
Ju
M
M
99
Annual Report 2022-23
Sl. No. Category (Amount) Cases % of Cases Total Shares Amount % of Amount
(k)
Outstanding GDR/ADR/warrants or any convertible (n) Address for correspondence:
instruments, conversion date and likely impact on
equity: Registered Office:
The Company has not issued any GDR/ADR and there are 6-3-883/F, FPA Building, Near Topaz building, Punjagutta,
no outstanding warrants or any convertible Instruments. Hyderabad 500082, Telangana. (changed w.e.f. November
10, 2022)
(l)
Commodity price risk or foreign risk and hedging
activities: (o) Credit Ratings:
The Company does not have commodity price risk nor The Company hasn’t issued any debt instruments and
does the Company engage in hedging activities. didn’t require obtaining any credit ratings for such debt
instruments.
(m) Plant Locations:
100
Corporate Overview Statutory Reports Financial Statements
under review, Company didn’t not enter into any materially (g)
Proceeds of preferential issues and qualified
significant related party transactions that may have institutional placement
potential conflict with the interests of the Company.
The Company has not raised any fund through public,
(b) Details of non-compliance by the company, penalties, rights, Preferential Allotment or Qualified Institutions
strictures imposed on the company by stock exchange(s) Placement, during the financial year under review.
or the board or any statutory authority, on any matter
related to capital markets, during the last three years (h) Certificate from a Company Secretary in Practice
No penalties / fines were imposed on the Company by A certificate from Mr. D. Balarama Krishna, Company
the Stock Exchanges or SEBI or any Statutory Authority Secretary in Practice have been obtained certifying that
on any matter related to Capital Markets during last none of the directors on the Board of the Company have
three years. been debarred or disqualified from being appointed or
continuing as directors of the Company by Securities and
(c) Disclosure of vigil mechanism/ whistle blower policy Exchange Board of India/Ministry of Corporate Affairs or
and access to the Audit committee
any such statutory authority and the same is annexed
The Company has adopted a Whistle Blower Policy and herewith as Annexure A to this Report.
has established the necessary vigil mechanism as defined (i) Recommendations of the Committees
under Regulation 22 of the SEBI Listing Regulations
to provide a formal mechanism to the Directors and There were no instances during the financial year
employees to report their concerns about unethical under review, wherein the Board had not accepted any
behaviour, actual or suspected fraud or violation of the recommendations made by any Committee of the Board.
Company’s Code of Ethics. Company affirm that no
(j) Statutory Auditor Fee
personnel has been denied access to the Audit committee.
(d)
Details of compliance with mandatory requirements The total fee paid by the Company, on a consolidated basis,
on Corporate Governance under the SEBI (Listing to the statutory auditor and all entities in the network firm
Obligations and Disclosure Requirements) Regulations, / network entity of which Statutory Auditor is a part, for all
2015 the services during the Financial Year 2022-23 is H 87.32
lakhs.
The Company has complied with the mandatory
requirements on Corporate Governance under the SEBI (k) Disclosure in relation to Sexual Harassment of Women
Listing Regulations and in process of implementing the at workplace (Prevention, Prohibition and Redressal)
non-mandatory requirements. Act, 2013
101
Annual Report 2022-23
10. The Company has complied with the requirement of hosted on the website of the Company. All Board Members
corporate governance report as specified in sub paras (2) and Senior Management Executives have affirmed
to (10) of clause C of Schedule V of SEBI Listing Regulations. compliance with the Code of Conduct for the Financial
Year 2022-23.
11.
The Company is in compliance with the applicable
corporate governance requirements specified in An annual declaration signed by the Chief Executive
Regulations 17 to 27 and clause (b) to (i) of Regulation Officer of the Company affirming compliance to the Code
46(2) of SEBI Listing Regulations as on date of this report. by the Board of Directors and the Senior Management is
annexed to this Report as Annexure - B.
12.
Disclosures with respect to unclaimed
Suspense Account: 14. Certificate on Corporate Governance:
As required by Schedule V of the SEBI Listing Regulations,
i. Aggregate number of shareholders and 0 the Certificate on Corporate Governance issued by
the outstanding shares in the suspense Practicing Company Secretary is annexed to the Board’s
account lying at the beginning of the year report as Annexure C.
ii. Number of shareholders who approached 0
listed entity for transfer of shares from
suspense account during the year
15. CEO/CFO Certification:
iii. Number of shareholders to whom shares 0 The Chief Executive Officer & Chief Financial Officer (CEO
were transferred from suspense account & CFO) of the Company have certified to the Board with
during the year regard to the compliance made by them in terms of
iv. Aggregate number of shareholders and 0 Regulation 17(8) read with Part B of schedule II of SEBI
the outstanding shares in the suspense Listing Regulations and the said certificate is annexed to
account lying at the end of the year this Report as Annexure-D.
v. That the voting rights on these shares shall 0
remain frozen till the rightful owner of such
shares claims the shares By order of the Board
For Vijaya Diagnostic Centre Limited
13. Code of Conduct:
Dr. Sura Surendranath Reddy
The Board of Directors has laid down a ‘Code of Conduct’
Place: Hyderabad Executive Chairman
(the Code) for all the Board members and the senior Date: May 29, 2023 DIN: 00108599
management personnel of the Company and this Code is
102
Corporate Overview Statutory Reports Financial Statements
Annexure A
To
The Members of
Vijaya Diagnostic Centre Limited
CIN: L85195TG2002PLC039075
Hyderabad.
I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Vijaya Diagnostic Centre
Limited having CIN: L85195TG2002PLC039075 and having registered office at No. 6-3-883/F, FPA Building, Near Topaz building,
Punjagutta, Hyderabad, Telangana – 500082 (hereinafter referred to as ‘the Company’), produced before me by the Company for the
purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In my opinion and to the best of my information and according to the verifications (including Directors Identification Number (DIN)
status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its officers,
I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st
March, 2023 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and
Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.
Sr. No. Name of the Director DIN *Date of appointment as Director in the Company
Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the
Company. My responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to
the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of
the Company.
UDIN: F008168E000409131
Balaramakrishna Desina
Company Secretary in Practice
M. No.: FCS 8168
Date: 29.05.2023 C.P No.: 22414
Place: Hyderabad Peer Reviewed UIN. 12019TL1988700
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Annual Report 2022-23
Annexure B
DECLARATION
I, S. Suprita Reddy, Chief Executive Officer of the company, hereby declare that as provided under the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Board Members and the senior management personnel have confirmed compliance
with the Code of Conduct and Ethics for the year ended March 31, 2023.
104
Corporate Overview Statutory Reports Financial Statements
Annexure C
I have examined the compliance of the conditions of Corporate Governance by Vijaya Diagnostic Centre Limited (‘the Company’) for
the year ended on March 31, 2023, as stipulated under Regulations 17 to 27, clauses (b) to (i) of sub- regulation (2) of Regulation 46
and para-C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“SEBI Listing Regulations”).
The compliance of the conditions of Corporate Governance is the responsibility of the management of the Company. My examination
was limited to the review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with
conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In my opinion and to the best of my information and according to the explanations given to me, I certify that the Company has
complied with the conditions of Corporate Governance as stipulated in the SEBI Listing Regulations for the financial year ended on
March 31, 2023.
I further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the company.
UDIN: F008168E000409131
Balaramakrishna Desina
Company Secretary in Practice
M. No.: FCS 8168
Date: 29.05.2023 C.P No.: 22414
Place: Hyderabad Peer Reviewed UIN. 12019TL1988700
105
Annual Report 2022-23
Annexure D
COMPLIANCE CERTIFICATE
To
The Board of Directors
Vijaya Diagnostic Centre Limited
A. We have reviewed audited financial statements (Standalone and Consolidated) of the Company, for the financial year ended
March 31, 2023 and that to the best of our knowledge and belief:
1) These statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading.
2) These statements together present a true and fair view of the listed entity’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
B. To the best of our knowledge and belief, there are no transactions entered into by the Company during the financial year ended
March 31, 2023 which are fraudulent, illegal or violative of the Company’s code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated
the effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the
auditors and the audit committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware
and the steps they have taken or propose to take to rectify these deficiencies.
D. We have indicated to the auditors and the Audit committee, wherever applicable;
1) There haven’t been any significant changes in internal control over financial reporting during the financial year ended
March 31, 2023.
2) There haven’t been any significant changes in accounting policies during the financial year ended March 31, 2023, except
for the change in the accounting estimate as mentioned below and that the same have been disclosed in the notes to the
annual financial statements, wherever applicable.
“With effect from 01 January 2023, the Company has changed its method of depreciation on all Property, Plant and
Equipment from Written Down Value (“WDV”) method to Straight Line Method (“SLM”), based upon the technical
assessment of expected pattern of consumption of the future economic benefits embodied in the assets. Consequently,
the depreciation on such assets has been charged as per WDV method from 01 April 2022 to 31 December 2022. However,
with effect from 01 January 2023, the carrying value of the assets as on 31 December 2022 has been depreciated as per
SLM over the remaining useful lives of the assets.”
3) There haven’t been any Instances of significant fraud of which they have become aware and the involvement therein,
if any, of the management or an employee having a significant role in the listed entity’s internal control system over
financial reporting.
106
Corporate Overview Statutory Reports Financial Statements
Sl.
Particulars Response
No.
2) PRODUCTS/SERVICES
Sl. % of Turnover
Description of Main Activity Description of Business Activity
No. of the entity
14. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover):
Sl. % of total
Product/Service NIC Code
No. Turnover contributed
107
Annual Report 2022-23
3) OPERATIONS
15. Number of locations where plants and/or operations/offices of the entity are situated:
Location Number
National (No. of States) Telangana, Andhra Pradesh, West Bengal, and NCR
International (No. of Countries) As of now, the Company doesn’t serve in any of the International
Locations
b) Contribution of exports:
c) Type of Customers:
4) EMPLOYEES
108
Corporate Overview Statutory Reports Financial Statements
Board of Directors 7 2 29
Key Management Personnel* 5 1 20
*Includes: 2 Whole-time Director, Chief Executive Officer, Company Secretary, and Chief Financial Officer
Permanent Employees 34.56% 23.67% 30.87% 30.05% 25.76% 33.25% 34.32% 22.34% 31.34%
Permanent Workers -- -- -- -- -- -- -- -- --
5) HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES (INCLUDING JOINT VENTURES)
Sl. Name of the holding/subsidiary/associate Indicate whether % of shares held Does the entity indicated
No. companies/joint ventures (A) holding/ by the listed in column A, participate in
Subsidiary/ entity the Business Responsibility
Associate/ Joint initiatives of the listed
Venture entity? (Yes/No)
1. Medinova Diagnostic Services Limited Subsidiary 62.14 No
2. Doctorslab Medical Services Private Limited Subsidiary 100 No
3. VDC Diagnostic (Karnataka) LLP Subsidiary 100 No
4. Namrata Diagnostic Centre Private Limited Subsidiary 100 No
5. Medinova Millennium MRI Services LLP Subsidiary 62.14 No
6) CORPORATE SOCIAL RESPONSIBILITY (CSR) DETAILS
1. Whether CSR is applicable as per section 135 of Companies Act, 2013: (Yes/No) Yes
4. Turnover (H in Million) 4,495.79
5. Net worth (H in Million) 5,450.88
7) TRANSPARENCY AND DISCLOSURES COMPLIANCES
22. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business
Conduct:
Communities Yes There were not any complaints/grievances received from any specific community.
https://images.
vijayadiagnosticcom/
investor/
corporategovernance/
WHISTLE-BLOWER-
POLICY.pdf
109
Annual Report 2022-23
110
Corporate Overview Statutory Reports Financial Statements
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social
matters that present a risk or an opportunity to your business, rationale for identifying the same, and approach to adapt or
mitigate the risk along with its financial implications, as per the following format:
Sl. Material issue Indicate Rationale for identifying In case of risk, approach Financial implications of
No. identified whether the risk/opportunity to adapt or mitigate the risk or opportunity
risk or (Indicate positive or
opportunity negative implications)
(R/O)
1. Workplace Risk/ Risk: The organization Risk - Lost Time, resulting
Safety Opportunity Insufficient implementation has implemented a from workplace accidents
of proper safety measures comprehensive safety or injuries, can lead to
can result in work-related manual that outlines additional challenges for
safety incidents, leading guidelines applicable to all a laboratory, including
to adverse consequences labs within the company. the need to pay overtime
such as increased Regular health check-ups to compensate for work
absenteeism and a higher are conducted, particularly completion.
Lost Time Rate (LTR) for individuals in technical
or sample handling roles,
Opportunity:
to proactively monitor
By prioritizing workplace their well-being.
safety, the Company
can optimise employee - Necessary safety
performance and achieve equipment are provided to
staff, including items such
higher levels of productivity
as eye wash stations,
gloves, lab coats, goggles,
fire sprinklers, and fire
extinguishers.
- Periodic fire drills are
conducted to ensure
that employees are
familiar with evacuation
procedures and
understand their roles in
emergency situations.
- Adheres to the BMW
(Biomedical Waste
management rules
established by the Central
Pollution Control Board
(CPCB) guidelines.
- Rigorous disinfection
protocols are
implemented within the
laboratories, ensuring
a clean and hygienic
working environment.
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Annual Report 2022-23
Sl. Material issue Indicate Rationale for identifying In case of risk, approach Financial implications of
No. identified whether the risk/opportunity to adapt or mitigate the risk or opportunity
risk or (Indicate positive or
opportunity negative implications)
(R/O)
2. Occupational Risk Sample collection from The Company has taken Negative
hazard affecting infectious disease patients initiatives to ensure the The company may face
health of well-being of its staff the challenge of revenue
employees members. Periodic loss, as well as difficulties
vaccination is conducted in filling positions due to
according to the guidelines. a shortage of available
Medical insurance is manpower, which can
provided to mitigate health negatively impact the
and financial risks for staff quality of clinical care
members. The company provided to patients and
offers financial support to increase recruitment
the relatives of staff who costs.
have lost their lives while
treating patients. The
company also deploys
rotating staff involved
in sample collection. All
the collection outlets
follow safety norms as
prescribed by the ICMR
and MoHFW.
3. Risk Risk/ Risk: The Company engages Positive
Management Opportunity Businesses face the risk with key stakeholders The Company can
of experiencing adverse in the risk management establish a more resilient
effects across multiple process to ensure that and sustainable approach
operational areas if they all relevant parties are to growth by proactively
lack robust controls within aware of potential risks linking material topics with
their risk management and invested in developing risk mitigation strategies.
system. strategies to mitigate them. This approach is grounded
Opportunity: By involving stakeholders in a deep understanding
Integrating risk in this process, the of the risks and
management into a Company fosters a opportunities associated
Company’s overall culture of risk awareness with the Company’s
strategy offers several and accountability, operations, allowing them
opportunities for ultimately leading to more to effectively manage
businesses. It helps successful outcomes in risks and capitalise
protect against potential risk management. on opportunities. By
disruptions and ensures adopting this approach,
that the Company is the Company can improve
better positioned to their overall performance
respond and adapt to a and position themselves
rapidly changing business for long-term success.
landscape. This approach
offers businesses the
opportunity to enhance
their resilience, ensuring
continued success in the
face of challenges.
112
Corporate Overview Statutory Reports Financial Statements
Sl. Material issue Indicate Rationale for identifying In case of risk, approach Financial implications of
No. identified whether the risk/opportunity to adapt or mitigate the risk or opportunity
risk or (Indicate positive or
opportunity negative implications)
(R/O)
4. Waste Risk Generation of Biomedical Disposal is done through If not disposed of properly,
Management Waste due to nature of a Government authorized it could lead to the spread
business partner and the waste is of diseases and affect the
segregated into different social license to operate.
color bags with barcodes.
It is weighed before
being handed over to an
authorized vendor. All
safety norms are followed
from generation until
handover to Authority.
The Company provides diagnostics services wherein sustainability issues pertaining to the environment are negligible.
Being conscious of environmental concerns, we are always committed to reducing the impact on the environment while we
deliver our services to customers, without compromising on the quality of our deliverables. As part of such measures, we
do buy advanced radiology and/or laboratory equipment, which emits lesser radiation & co2 and reduces the exposure of
patient to the radiation while undergoing medical diagnostic procedures.
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Annual Report 2022-23
114
Corporate Overview Statutory Reports Financial Statements
115
Annual Report 2022-23
11. Independent assessment/ evaluation of the working of its policies by an external agency:
P1 P2 P3 P4 P5 P6 P7 P8 P9
Has the entity carried out independent assessment/ evaluation No, however all policies and processes are subject to
of the working of its policies by an external agency? (Yes/No). If audits / reviews done internally in the Company from time
yes, provide name of the agency. to time.
12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
The entity does not consider the Principles material to its - - - - - - - - -
business (Yes/No)
The entity is not at a stage where it is in a position to formulate - - - - - - - - -
and implement the policies on specified principles (Yes/No)
The entity does not have the financial or/human and technical - - - - - - - - -
resources available for the task (Yes/No)
It is planned to be done in the next financial year (Yes/No) - - - - - - - - -
Any other reason (please specify) - - - - - - - - -
116
Corporate Overview Statutory Reports Financial Statements
PRINCIPLE 1: BUSINESSES SHOULD CONDUCT AND GOVERN THEMSELVES WITH INTEGRITY, AND IN A MANNER THAT IS
ETHICAL, TRANSPARENT AND ACCOUNTABLE
Essential Indicators
1. Percentage coverage by training and awareness programmes on any of the Principles during the financial year:
Segment Total number of training and Topics / principles covered % age of persons in respective
awareness programmes held under the training and category covered by the
its impact awareness programmes
Note:
1. During FY2023, various updates were made at the Board and Committee meetings. Independent Directors in their capacity
as members of various Committees of the Board were informed on developments relating to diverse topics such as
regulatory, economic and operating environmental changes, new business initiatives, Corporate Governance, Information
Technology and various risk indicators. Strategic presentations were made to the Directors, regularly on Company strategy,
performance and growth plans. These presentations covered the entire range of business activities including macro-
economic and market review, equity performance, earnings outlook, operational efficiencies, service and product offerings,
update on sales performance, digitisation initiatives, customer engagement strategies, risk management framework, fraud
prevention, cyber security, CSR initiatives, business sustenance and employee practices.
Further, updates on performance review, strategy and key regulatory developments are presented at the quarterly
board meetings and annual Board strategy meeting. Independent Directors who are members of various Committees are
presented with the necessary information to enable them to review and grant approvals as per the terms of reference of
the respective Committees.
The Board and Audit Committee is updated on key compliance, risk and audit observations, impact arising out of the issues
along with management action plans.
Considering all of the above, approximately fourteen (14) hours have been spent during FY2023 by the Board of Directors
on various familiarisation programmes during Board/Committee meetings including four one-on-one/group sessions.
2. The Company’s DNA articulates ‘Compliance with Conscience’ as a key threshold behaviour. Every employee of the Company
is expected to work with ‘Compliance with Conscience’ in their work and their interactions with customers and stakeholders.
The Company has zero tolerance towards any violation or misconduct on grounds on non-compliance. Our employee
value proposition – PLEDGE also emphasises on creating an environment which protects against any kind of biases and
facilitates professionalism in all engagements. The Company has a Code of Conduct (Code) which defines the professional
and ethical standards that employees and Directors need to adhere to in compliance with all applicable statutory laws,
regulations and internal policies. The Code is published on the Company’s website, https://www.vijayadiagnostic.com/
investors/code-conduct and Intranet. Employees forming part of the senior management including Whole-time Directors
are required to annually confirm that they have read and understood the Code. All new employees are also required to
confirm that they have read and understood the Code at the time of their induction. In addition, the Company has instituted
several policies to ensure adherence to existing statutory laws and regulations such as The Whistle Blower (WB) policy,
The Prevention of Sexual Harassment (POSH) at the Workplace policy, Framework for managing Conflict of Interest etc. The
Company regularly conducts awareness campaigns to familiarise employees with the various policies to ensure adherence
to the highest standards of ethical behaviour. Regular communications via Intranet, SMS campaigns, mails, etc. are sent to
sensitise employees around governance and ethical practices.
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Annual Report 2022-23
2. Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by
directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the following format:
(Note: the Company shall make disclosures based on materiality as specified in Regulation 30 of SEBI (Listing Obligations and
Disclosure Obligations) Regulations, 2015 and as disclosed on the Company’s website):
MONETARY
Particulars NGRBC Name of the regulatory/ Amount Brief of the Has an appeal
Principle enforcement agencies/ (In INR) Case been preferred?
judicial institutions (Yes/No)
Penalty/ Fine
Settlement Nil
Compounding fee
NON-MONETARY
Particulars NGRBC Name of the regulatory/ Brief of the Has an appeal
Principle enforcement agencies/ Case been preferred?
judicial institutions (Yes/No)
Imprisonment
Nil
Punishment
3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-
monetary action has been appealed:
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-
link to the policy.
The Company places a strong emphasis on conducting business in a transparent and ethical manner. To ensure compliance with
ethical standards, the Company strictly follows all relevant laws, treaties, and regulations that prohibit bribery and other corrupt
activities. The Whistle blower and Code of Conduct Policies, which address ethics, bribery, and corruption, apply to all Vijaya Group,
subsidiaries, and entities. The same can be accessed at: https://www.vijayadiagnostic.com/investors/governance-policies
The Company complies with all applicable statutory obligations and fully supports the law of the land. It has internal policies
and procedures in place for ensuring compliance in letter and spirit.
5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency
for the charges of bribery/ corruption:
Case Details FY 2022-23 (Current Financial Year) FY 2021-22 (Previous Financial Year)
Directors Nil Nil
KMPs Nil Nil
Employees Nil Nil
Workers Nil Nil
7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/
law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest: Nil.
118
Corporate Overview Statutory Reports Financial Statements
PRINCIPLE 2: BUSINESSES SHOULD PROVIDE GOODS AND SERVICES IN A MANNER THAT IS SUSTAINABLE AND SAFE
Essential Indicators
1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and
social impacts of product and processes to total R&D and capex investments made by the entity, respectively:
2. Sustainable sourcing:
(a) Does the entity have procedures in place for sustainable sourcing? (Yes/No)
The Company works towards sustainable sourcing and ensure that its social and environmental performance extends to
its supply chain by sharing its expectations with the vendors from time to time. The Company also promotes localization of
business by giving preferences to local vendors.
The Company is committed to do business with environmentally responsible vendors with an objective to minimize the adverse
effects on the community, the environment and natural resources while safeguarding health and safety of the public.
The Company is currently evaluating projects/designing a program for implementation in FY24 which will emphasize Company’s
initiatives towards sustainable sourcing.
3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a)
Plastics (including packaging) (b) E-waste ( c ) Hazardous waste and (d) other waste.
The Company is a provider of Diagnostic Services and hence reusing, recycling of wastes is not applicable to the industry in
which it operates. However, as a responsible corporate citizen, the Company has entered into agreements with authorized
vendors for disposal of bio-medical wastes generated during sample collection and testing of samples and for RO water
recycling.
4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes, whether the waste
collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not,
provide steps taken to address the same:
The Extended Producer Responsibility is not applicable since the Company does not qualify to be a Producer under the Plastic
Waste Management Rules, 2016.
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Annual Report 2022-23
PRINCIPLE 3: BUSINESSES SHOULD RESPECT AND PROMOTE THE WELL-BEING OF ALL EMPLOYEES, INCLUDING THOSE IN
THEIR VALUE CHAINS
Essential Indicators
1. a) Details of measures for the well-being of employees:
Permanent employees
Male 1183 1183 100% Nil Nil Nil Nil 1183 100% Nil Nil
Female 813 813 100% Nil Nil 813 100% Nil Nil Nil Nil
Total 1996 1996 100% Nil Nil 813 40.73% 1183 59.27% Nil Nil
Other than Permanent Employees**
Male Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil
Female Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil
Total Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil
*includes ESI coverage for applicable staff
**Includes trainees and consultant doctors, who are given benefits as per the company's policy.
Permanent workers
Male
Female Not Applicable
Total
Other than Permanent workers
Male
Female Not Applicable
Total
PF 100% NA Y 100% NA Y
Gratuity 100% NA N.A. 100% NA N.A.
ESI 47% NA Y 48% NA Y
Others – please specify NA NA NA NA NA NA
3. Accessibility of workplaces:
Are the premises / offices of the entity accessible to We are committed to build an accessible inclusive workplace
differently abled employees and workers, as per the and welcome the skills and talent of differently abled people.
requirements of the Rights of Persons with Disabilities Over the year, we have identified appropriate roles to on-board
Act, 2016? If not, whether any steps are being taken by the more differently abled team members through our inclusive
entity in this regard. hiring practices. We are working progressively to increase their
participation in the organization.
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Corporate Overview Statutory Reports Financial Statements
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-
link to the policy:
Yes, the Company is committed to maintaining a policy of non-discrimination and enforcing a strong stance against any
behaviours that contravene its ethics and Code of Conduct. These standards are clearly outlined in the Business Responsibility
Policy, demonstrating the Company's dedication to promoting a culture of fairness, respect and accountability. The same can be
accessed at: https://images.vijayadiagnostic.com/investor/corporategovernance/Business-Responsibility-Policy.pdf
5. Return to work and Retention rates of permanent employees and workers that took parental leave:
6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If
yes, give details of the mechanism in brief:
The Company has a Grievance Redressal policy, which address all kinds of issues an employee may face while at work. The
grievance may include:
Wage Payments
Working Conditions
Medical Facilities
Recoveries of Dues
Leave
Seniority
Transfers
Promotions
Employees need to report to all/any grievance in the prescribed format to the grievance Redressal committee at the email id:
[email protected] for the grievance Redressal process to get activated.
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FY 2022-23 FY 2021-22
Category
(Current Financial Year) (Previous Financial Year)
On Skill On Health and On Skill
On Health and safety
Total Upgradations Total safety measures Upgradations
(A) Number % Number % (D) Number % Number %
(B) (B/A) (C) (C/A) (E) (E/D) (F) (F/D)
Employees
Male 1183 1183 100% 1183 100% 1144 1144 100% 1144 100%
Female 813 813 100% 813 100% 715 715 100% 715 100%
Total 1996 1996 100% 1996 100% 1859 1859 100% 1859 100%
Workers
Male
Female Not Applicable
Total
FY 2022-23 FY 2021-22
Category
(Current Financial Year) (Previous Financial Year)
Total (A) No. (B) % (B / A) Total (C) No. (D) % (D / C)
Employees
Male 1183 1183 100% 1144 1144 100%
Female 813 813 100% 715 715 100%
Total 1996 1996 100% 1859 1859 100%
Workers
Male
Female Not Applicable
Total
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Corporate Overview Statutory Reports Financial Statements
12. Describe the measures taken by the entity to ensure a safe and healthy work place:
General guidelines have been formulated pertaining to personal protection, safety equipment, emergency procedures, fires,
chemical hygiene, electrical safety, waste disposal, laboratory equipment’s.
• Safety gears are provided to staff - e.g. Eye Wash, Gloves, Lab Coat, and Goggles.
• Fire Sprinklers and Fire extinguishers are installed at the work place.
• Fire drills are conducted on periodic basis and there are designated safety supervisors.
• Health check-ups are conducted and Immunization for all those in technical / sample handling roles.
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FY (2022-23) FY (2021-22)
Current Financial Year Previous Financial Year
Filed during Pending resolution Remarks Filed during Pending resolution Remarks
the year at the end of year the year at the end of year
Particulars % of your plants and offices that were assessed (by entity or statutory authorities or third
parties)
Health and safety practices 1. Periodic internal audits are conducted by the Quality team of health and safety practices
Working Conditions 2. Before all the new labs are made operational, the project and lab operations teams
conduct a safety audit of the setups. There are safety trainings conducted regularly.
3. Fire drills are undertaken to make all employees aware of the safety requirements and
what needs to be done in case of non-compliance.
4. Accrediting bodies like NABL, NABH, ISO audit our various labs and evaluate the health
& safety practices / policies and the overall working conditions every year.
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks
/ concerns arising from assessments of health & safety practices and working conditions:
• The Lab safety manual serves as a guiding document for all safety related issues.
• In case of any safety incident, specific corrective protocols are defined which are being followed
• Training of all staff is being done on a periodic basis.
• Risk management guide has been defined for all labs.
PRINCIPLE 4: BUSINESSES SHOULD RESPECT THE INTERESTS OF AND BE RESPONSIVE TO ALL ITS STAKEHOLDERS
Essential Indicators
1. Describe the processes for identifying key stakeholder groups of the entity:
Our approach towards responsible and sustainable business practices involves regular engagement with internal and external
stakeholders. This practice helps the Company measure its performance based on the value it brings to its stakeholders and to
prioritize key sustainability issues in terms of relevance to its business and stakeholders.
Such stakeholder engagement helps not only in identifying opportunities but also in assessing emerging risks which may
increase in magnitude at a later stage in future.
2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group:
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Corporate Overview Statutory Reports Financial Statements
Essential Indicators
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following
format:
FY 2022-23 FY 2021-22
Category
(Current Financial Year) (Previous Financial Year)
Total No. of employees / % Total No. of employees / %
(A) workers covered (B) (B / A) (C) workers covered (D) (D / C)
Employees
Permanent 1996 1996 100% 1859 1859 100%
Other than permanent 648 648 100% 652 652 100%
Total Employees 2644 2644 100% 2511 2511 100%
Workers
Permanent
Other than permanent Not Applicable
Total Workers
2. Details of minimum wages paid to employees and workers, in the following format:
Employees
Permanent 1996 553 28% 1443 72% 1859 150 8% 1709 92%
Male 1183 256 22% 927 78% 1144 78 7% 1066 93%
Female 813 297 37% 516 63% 715 72 10% 643 90%
Other than The Company engages trainees and consultants who are governed by their respective contracts
Permanent
Male -- -- -- -- -- -- -- -- -- --
Female -- -- -- -- -- -- -- -- -- --
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Annual Report 2022-23
Workers
Permanent
Male
Female
Other than Not Applicable
Permanent
Male
Female
Male Female
Number Median *remuneration/ Number Median *remuneration/
salary/ wages of respective salary/ wages of respective
category (in J) category (in J)
**Comprising Chairman, Whole-time Director, Chief Executive Officer, Chief Financial Officer and Company Secretary.
4. Do you have a focal point (Individual/Committee) responsible for addressing human rights impacts or issues caused or
contributed to by the business? (Yes/No):
Yes, the Company is committed to honesty, fairness, and transparency, and it strives to maintain the highest standards of ethical
behaviour and practise. It actively encourages professionalism and ethical behaviour among its employees and has put in place
strong measures to foster and support this culture. To guarantee a safe and ethical working environment for all, the Company's
management takes quick action to investigate and address the issue in accordance with its policy.
5. Describe the internal mechanisms in place to redress grievances related to human rights issues:
The Company is firmly committed to internationally accepted human rights principles and standards. To ensure compliance
with this commitment, the Company has established rigorous procedures and processes to prevent any human rights violations
across all its operations. Additionally, the Company has implemented a whistle-blower policy to encourage and facilitate the
reporting grievances or complaints by its employees. The Company ensures that all received grievances are thoroughly
investigated and appropriate measures are taken to address the issue or complaint.
FY 2022-23 FY 2021-22
(Current Financial Year) (Previous Financial Year)
Filed during Pending resolution Remarks Filed during Pending resolution Remarks
the year at the end of year the year at the end of year
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Corporate Overview Statutory Reports Financial Statements
FY 2022-23 FY 2021-22
(Current Financial Year) (Previous Financial Year)
Filed during Pending resolution Remarks Filed during Pending resolution Remarks
the year at the end of year the year at the end of year
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases:
The Company has implemented a Code of Conduct, gender-neutral prevention of sexual harassment, and BRR policies to
encourage and facilitate the reporting of any grievances or complaints by its employees. In case of any human right issue the
Company's management will take strict action to investigate and address the issue in accordance with its policy, to ensure a safe
and ethical working environment for all.
All our policies ensure that employees who raise concerns/violations are protected from any form of retaliation or threat to
employment. The Company is committed to protect employees upholding the principles by notifying violations from any form
of retaliation or adverse action due to their disclosure.
8. Do human rights requirements form part of your business agreements and contracts? (Yes/No):
Yes, the requisite clauses are part of all relevant business agreements/contracts.
Particulars % of your plants and offices that were assessed (by entity or statutory authorities or third
parties)
Child labour No case reported for the period. The Company’s systems have inbuilt checks to validate any
hiring of employee who is less than 14 years of age. The system will give an alert to the team.
Forced/involuntary labour No case reported for the period. Any such incidence raised shall be addressed by the
redressal mechanism.
Sexual harassment All cases of POSH are handled by the respective committees and the reports are submitted to
the management. The annual report has the details on the cases received and their closures.
Discrimination at workplace No case reported for the period. Any such incidence raised shall be addressed by the
redressal mechanism.
Wages No case reported for the period. Additionally, compliance to minimum wage requirement is
audited by the Statutory and the Internal auditors.
Others – please specify -
10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments
at Question 9 above:
Not Applicable, since there were no cases which were received for principle mentioned under Question 9 above.
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PRINCIPLE 6: BUSINESSES SHOULD RESPECT AND MAKE EFFORTS TO PROTECT AND RESTORE THE ENVIRONMENT
Essential Indicators
1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:
FY 2022-23 FY 2021-22
Parameter
(Current Financial Year) (Previous Financial Year)
Total electricity consumption (A) (in Giga Joules) 38,840 35,363
Total Fuel consumption (B) (in Giga Joules) 2,519 2,057
Energy consumption through other sources ( ) Nil Nil
Total energy consumption (A+B+C) 41,359 37,420
Energy intensity per rupee of turnover (Total energy consumption/ 0.0000092 0.0000083
turnover in rupees)
Energy intensity (optional) – the relevant metric may be selected by Nil Nil
the entity
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and
Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been
achieved. In case targets have not been achieved, provide the remedial action taken, if any: No
3. Provide details of the following disclosures related to water, in the following format:
FY 2022-23 FY 2021-22
Parameter
(Current Financial Year) (Previous Financial Year)
Water withdrawal by source (in kilolitres)
(i) Surface water Nil Nil
(ii) Groundwater Nil Nil
(iii) Third party water 2,121 1,929
(iv) Seawater / desalinated water Nil Nil
(v) Others Nil Nil
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v) 2,121 1,929
Total volume of water consumption (in kilolitres)* 2,121 1,929
Water intensity per rupee of turnover (Water consumed / turnover) 0.00000047 0.00000043
Water intensity (optional) – the relevant metric may be selected by Nil Nil
the entity
*Total volume of water withdrawal and water consumption has been assumed the same.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
4.
Has the Company implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation. – Nil
5. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
FY 2022-23 FY 2021-22
Parameter Please specify unit
(Current Financial Year) (Previous Financial Year)
NOx -- -- --
SOx -- -- --
Particulate matter (PM) -- -- --
Persistent organic pollutants (POP) -- -- --
Volatile organic compounds (VOC) -- -- --
Hazardous air pollutants (HAP) -- -- --
Others – please specify -- -- --
Note: Being in the service industry, the Company’s only source of air emissions is the use of diesel generators at its centres and
office units. All of these generators are regularly maintained and operate within permissible emission limits.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
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Corporate Overview Statutory Reports Financial Statements
6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:
The Company is not into manufacturing and therefore the possibility of releasing GHG emissions into the atmosphere is
negligible/not applicable.
FY 2022-23 FY 2021-22
Parameter Please specify unit
(Current Financial Year) (Previous Financial Year)
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
7. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details: No
8. Provide details related to waste management by the entity, in the following format:
FY 2022-23 FY 2021-22
Parameter
(Current Financial Year) (Previous Financial Year)
Total Waste generated (in metric tonnes)
Plastic waste (A) -- --
(Plastic Waste is included in the Bio Medical Waste)
E-waste (B) -- --
Bio-medical waste ( ) 101.56 86.32
Construction and demolition waste (D) -- --
Battery waste (E) -- --
Radioactive waste (F) -- --
Other Hazardous waste. Please Specify (G) -- --
Other Non-hazardous waste generated (H). Please specify, if any. -- --
(Break-up by composition i.e. by materials relevant to the sector)
Total 101.56 86.32
(A+ B + C + D + E + F + G + H)
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations
(in metric tonnes)
Category of waste
(i) Recycled - -
(ii) Re-used - -
(iii) Other recovery operations - -
Total - -
Bio Medical generated by the Company in the course of its operations cannot be recovered through recycling or reusing by
the Company
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i) Incineration - -
(ii) Landfilling - -
(iii) Other disposal operations – i.e., handing over of bio medical waste 101.56 86.32
to authorised service provider for further processing
Total 101.56 86.32
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
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Annual Report 2022-23
9. riefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your
B
company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to
manage such wastes:
The Company follows the CPCB BMW rules of 2016 policy for the disposal of Biomedical waste (BMW). PCB authorised
collectors are employed for segregation and disposal. Under the provisions and guidelines issued by MoEF, the Company has
adopted an e-waste policy that covers all electronic and electrical goods. The e-waste and waste oil are disposed of through
authorised vendors. General waste, which includes papers, cardboard boxes, day-to-day plastic waste, tins, and general scrap,
is disposed of on a need basis. Additionally periodic visits by the Company officials are made to ensure that the vendor is
following all due compliances.
We have also implemented strong measures for digitising processes to reduce the need for paper. Further minimising the usage
of paper across offices is an on-going activity.
10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries,
biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals /
clearances are required, please specify details in the following format:
Sl. Location of operations/offices Type of operations Whether the conditions of environmental approval /
No. clearance are being complied with? (Y/N) If no, the reasons
thereof and corrective action taken, if any.
-- -- --
11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current
financial year:
The Company has not undertaken any EIA project during the year.
Name and brief EIA Date Whether conducted by Results Relevant web
details of project Notification independent external communicated in link
No. agency public domain
(Yes / No) (Yes / No)
-- -- --
12. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention
and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, and Environment protection act and rules thereunder
(Y/N). If not, provide details of all such non-compliances, in the following format:
Based on the nature of its business, the Company complies with applicable environmental norms.
PRINCIPLE 7: BUSINESSES, WHEN ENGAGING IN INFLUENCING PUBLIC AND REGULATORY POLICY, SHOULD DO SO IN A
MANNER THAT IS RESPONSIBLE AND TRANSPARENT
Essential Indicators
1. a) Number of affiliations with trade and industry chambers/associations: The Company was a member of one (1) trade and
industry chambers/ associations during FY2023.
b) List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity
is a member of/ affiliated to:
Sl. Name of the trade and industry chambers/ Reach of trade and industry chambers/ associations
No. associations (State/National)
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Corporate Overview Statutory Reports Financial Statements
2. Provide details of corrective action taken or underway on any issues related to anticompetitive conduct by the entity, based
on adverse orders from regulatory authorities:
Essential Indicators
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
financial year:
Not Applicable as there were no projects that required SIA to be undertaken under Law.
2. Provide information on project(s) for which on-going Rehabilitation and Resettlement (R&R) is being undertaken by your
entity, in the following format:
S. No. Name of Project State District No. of Project Affected % of PAFs covered Amounts paid
for which R&R is Families (PAFs) by R&R to PAFs in the FY
on-going (In INR)
Not Applicable as there were no projects that required Rehabilitation and Resettlement (R&R)
The Company strives to create and maintain an inclusive environment where all stakeholders feel heard and respected. The
Company has a whistle blower channel to receive and redress grievances of the community.
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
FY 2022-23 FY 2021-22
Category
(Current Financial Year) (Previous Financial Year)
PRINCIPLE 9: BUSINESSES SHOULD ENGAGE WITH AND PROVIDE VALUE TO THEIR CONSUMERS IN A RESPONSIBLE
MANNER
Essential Indicators
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback:
We receive client queries and complaints through 2 channels i.e. Call / Email. Calls are handled at our Customer Care Department
and emails are in-house. The First Call Resolution (FCR) is provided wherever possible and in case the call / email is not FCR,
the request is been raised and tagged internally to ensure close tracking of complaints and queries. If the client is not satisfied
with the resolution provided then the complaint is thereafter discussed with the concerned internal stakeholders for effective
closure to the satisfaction of the consumer. The average span of closure is within 48 hours.
2. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:
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Annual Report 2022-23
FY 2022-23 FY 2021-22
Category
(Current Financial Year) (Previous Financial Year)
Received Pending resolution Remarks Received Pending resolution Remarks
during the year at end of year during the year at end of year
Data privacy - - - - - -
Advertising - - - - - -
Cyber-security - - - - - -
Delivery of essential Please refer to Q-23 of Section A for complaints/queries received for delivery/non-delivery of
services essential services.
Restrictive Trade - - - - - -
Practices
Unfair Trade Practices - - - - - -
Other - - - - - -
5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a
web-link of the policy:
Yes, the Company is committed to respecting the privacy of every person who shares information or data with the Company.
The web link for the privacy policy can be accessed on Company’s website at https://www.vijayadiagnostic.com/privacy-policy
6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential
services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action taken
by regulatory authorities on safety of products / services:
There weren’t any material issues arising relating to advertising, delivery of essential services; cyber security and data privacy
of customers which required corrective action to be taken. Also there was no penalty imposed / action taken by any regulatory
authority during the period under review.
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Financial
Statements
Annual Report 2022-23
Revenue Recognition
Refer note 3A of the summary of significant accounting policies and note 14 to the standalone financial statements
The key audit matter How the matter was addressed in our audit
Revenue from diagnostics services is recognised at In view of the significance of the matter we applied the following audit
a point in time when the tests are conducted and procedures in this area, among others to obtain sufficient and appropriate
samples are processed. audit evidence:
The Company’s revenue relates to sales through 1. We obtained an understanding of the systems, processes and
large number of diagnostic centres with high controls implemented by the Company. We evaluated the design and
volume of sales that are made primarily on cash implementation and the operating effectiveness of key internal financial
and carry basis which increases the risk of revenue controls with respect to revenue recognition including those related to
being recognised inappropriately and which the reconciliation of sales to cash / credit card receipts.
highlights the criticality of sound internal processes 2. We tested the reconciliation of revenue generated through cash / credit
of summarising and recording sales revenue to card and the amount deposited into the bank statements.
mitigate error and fraud risk.
3. We performed substantive testing on samples selected using
There is also risk of unapproved sales price being statistical sampling of revenue transactions recorded during the year
charged to patients, on account of high volume of by testing the underlying documents to assess whether criteria for
transactions which may result into misstatement in revenue recognitions are met. Further, we verified the accuracy of the
revenue recognition. sales price by comparing the rates with the approved price list and
In view of the above, we identified revenue discount policy.
recognition as a key audit matter.
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Corporate Overview Statutory Reports Financial Statements
The key audit matter How the matter was addressed in our audit
The key audit matter How the matter was addressed in our audit
During the year ended 31 March 2023, the Company In view of the significance of the matter, we applied the following audit
has made significant capital expenditure. The procedures in this area:
Company has incurred Rs. 13,509.79 lakhs towards 1. We obtained an understanding of the systems, processes and controls
additions of PPE, including expanding its operations implemented by the Company
by opening new centres.
2. We evaluated the design, implementation and the operating
This has been determined as a key audit matter due to: effectiveness of key internal financial controls in relation to PPE
• the significance of the capital expenditure during process.
the year; and 3. We performed substantive testing on a sample basis wherein, we:
• judgement involved in determining the eligibility a. inspected the approvals for the costs incurred;
of costs for capitalisation as per the criteria set
out in Ind AS 16 Property, Plant and Equipment. b. checked direct and indirect costs capitalised with underlying
documents to assess the nature of costs;
c. analysed the nature of the costs incurred meets the criteria for
capitalisation in accordance with the relevant standard;
d. evaluated other costs debited to statement of profit and loss eligible
for capitalisation;
e. assessed the costs capitalised are classified in accordance with the
relevant Indian Accounting Standards;
4. Evaluated the adequacy of disclosures made in the standalone financial
statements.
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Annual Report 2022-23
The key audit matter How the matter was addressed in our audit
Effective from 01 January 2023, the Company has In view of the significance of the matter, we applied the following audit
revised the method of depreciation of property, plant procedures in this area:
and equipment assets from Written Down Value 1. Checked the technical assessment performed by the Company and
(WDV) method to Straight Line Method (SLM). Such analysed:
change is based upon the technical assessment
performed by the Company to reflect the future a. past trends of technological obsolescence of property, plant and
economic benefits arising from these assets. equipment
The Company has accounted for the change in b. capacity and tests performed by such assets.
method of depreciation prospectively with effect 2. Challenged the Company’s assessment underlying the change in
from 01 January 2023. The carrying value of expected pattern of consumption of the future economic benefits
Property, plant and equipment as at 31 December arising from property, plant and equipment.
2022 will be depreciated over the remaining useful
3. Inquired about the Company’s discussions with the vendors of the
life of each such asset.
property, plant and equipment in this regard.
4. Compared the method of depreciation applied by the Company with
We identified the change in the method of other companies in the same industry;
depreciation of property, plant and equipment as a
5. Examined the accounting treatment and underlying computation in
key audit matter because the assessment process
accordance with the relevant guidance under the Indian Accounting
involves significant estimates by the Company. It is
Standards.
based on the Company’s expectation of the pattern
of consumption of the future economic benefits 6. Verified the correctness of the computation of depreciation expense for
arising from these assets. the period post change in the method of depreciation.
7. Evaluated the disclosures made in the standalone financial statements
in relation to such change in method of depreciation in accordance with
the relevant Indian Accounting Standards.
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Corporate Overview Statutory Reports Financial Statements
In preparing the standalone financial statements, the ability to continue as a going concern. If we conclude that
Management and Board of Directors are responsible for a material uncertainty exists, we are required to draw
assessing the Company’s ability to continue as a going concern, attention in our auditor’s report to the related disclosures in
disclosing, as applicable, matters related to going concern and the standalone financial statements or, if such disclosures
using the going concern basis of accounting unless the Board are inadequate, to modify our opinion. Our conclusions
of Directors either intends to liquidate the Company or to cease are based on the audit evidence obtained up to the date of
operations, or has no realistic alternative but to do so. our auditor’s report. However, future events or conditions
may cause the Company to cease to continue as a going
The Board of Directors is also responsible for overseeing the concern.
Company’s financial reporting process.
• Evaluate the overall presentation, structure and content
Auditor’s Responsibilities for the Audit of the Standalone of the standalone financial statements, including the
Financial Statements disclosures, and whether the standalone financial
statements represent the underlying transactions and
Our objectives are to obtain reasonable assurance about
events in a manner that achieves fair presentation.
whether the standalone financial statements as a whole are free
from material misstatement, whether due to fraud or error, and We communicate with those charged with governance
to issue an auditor’s report that includes our opinion. Reasonable regarding, among other matters, the planned scope and
assurance is a high level of assurance, but is not a guarantee timing of the audit and significant audit findings, including any
that an audit conducted in accordance with SAs will always significant deficiencies in internal control that we identify during
detect a material misstatement when it exists. Misstatements our audit.
can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be We also provide those charged with governance with a
expected to influence the economic decisions of users taken on statement that we have complied with relevant ethical
the basis of these standalone financial statements. requirements regarding independence, and to communicate
with them all relationships and other matters that may
As part of an audit in accordance with SAs, we exercise reasonably be thought to bear on our independence, and where
professional judgment and maintain professional skepticism applicable, related safeguards.
throughout the audit. We also:
From the matters communicated with those charged with
• Identify and assess the risks of material misstatement of governance, we determine those matters that were of most
the standalone financial statements, whether due to fraud significance in the audit of the standalone financial statements
or error, design and perform audit procedures responsive of the current period and are therefore the key audit matters.
to those risks, and obtain audit evidence that is sufficient We describe these matters in our auditor’s report unless law or
and appropriate to provide a basis for our opinion. The regulation precludes public disclosure about the matter or when,
risk of not detecting a material misstatement resulting in extremely rare circumstances, we determine that a matter
from fraud is higher than for one resulting from error, as should not be communicated in our report because the adverse
fraud may involve collusion, forgery, intentional omissions, consequences of doing so would reasonably be expected to
misrepresentations, or the override of internal control. outweigh the public interest benefits of such communication.
• Obtain an understanding of internal control relevant to
the audit in order to design audit procedures that are Report on Other Legal and Regulatory
appropriate in the circumstances. Under Section 143(3)(i) of Requirements
the Act, we are also responsible for expressing our opinion
on whether the company has adequate internal financial 1. As required by the Companies (Auditor’s Report) Order,
controls with reference to financial statements in place and 2020 (“the Order”) issued by the Central Government
the operating effectiveness of such controls. of India in terms of Section 143(11) of the Act, we give in
the “Annexure A” a statement on the matters specified in
• Evaluate the appropriateness of accounting policies used paragraphs 3 and 4 of the Order, to the extent applicable.
and the reasonableness of accounting estimates and
related disclosures made by the Management and Board 2 A. As required by Section 143(3) of the Act, we report that:
of Directors.
a. We have sought and obtained all the information and
• Conclude on the appropriateness of the Management explanations which to the best of our knowledge and
and Board of Directors use of the going concern basis belief were necessary for the purposes of our audit.
of accounting in preparation of standalone financial
b. In our opinion, proper books of account as required
statements and, based on the audit evidence obtained,
by law have been kept by the Company so far as it
whether a material uncertainty exists related to events or
appears from our examination of those books.
conditions that may cast significant doubt on the Company’s
137
Annual Report 2022-23
c. The standalone balance sheet, the standalone the Company from any person(s) or entity(ies),
statement of profit and loss (including other including foreign entities (“Funding Parties”), with
comprehensive income), the standalone statement of the understanding, whether recorded in writing
changes in equity and the standalone statement of or otherwise, that the Company shall directly
cash flows dealt with by this Report are in agreement or indirectly, lend or invest in other persons or
with the books of account. entities identified in any manner whatsoever by
or on behalf of the Funding Parties (“Ultimate
d. In our opinion, the aforesaid standalone financial Beneficiaries”) or provide any guarantee, security
statements comply with the Ind AS specified under or the like on behalf of the Ultimate Beneficiaries.
Section 133 of the Act.
(iii) Based on the audit procedures performed
e. On the basis of the written representations received that have been considered reasonable and
from the directors as on 01 April 2023 taken on record appropriate in the circumstances, nothing has
by the Board of Directors, none of the directors is come to our notice that has caused us to believe
disqualified as on 31 March 2023 from being appointed that the representations under sub-clause (i) and
as a director in terms of Section 164(2) of the Act. (ii) of Rule 11(e), as provided under (i) and (ii) above,
contain any material misstatement.
f. With respect to the adequacy of the internal financial
controls with reference to financial statements of the e. The final dividend paid by the Company during the
Company and the operating effectiveness of such year, in respect of the same declared for the previous
controls, refer to our separate Report in “Annexure B”. year, is in accordance with Section 123 of the Act to the
extent it applies to payment of dividend.
B. With respect to the other matters to be included in
the Auditor’s Report in accordance with Rule 11 of the As stated in Note 37 to the standalone financial
Companies (Audit and Auditors) Rules, 2014, in our opinion statements, the Board of Directors of the Company
and to the best of our information and according to the have proposed final dividend for the year which is
explanations given to us: subject to the approval of the members at the ensuing
Annual General Meeting. The dividend declared is in
a. The Company has disclosed the impact of pending
accordance with Section 123 of the Act to the extent it
litigations as at 31 March 2023 on its financial position
applies to declaration of dividend.
in its standalone financial statements - Refer Note 22
to the standalone financial statements. f. As proviso to rule 3(1) of the Companies (Accounts)
Rules, 2014 is applicable for the Company only with
b. The Company did not have any long-term contracts
effect from 1 April 2023, reporting under Rule 11(g) of
including derivative contracts for which there were
the Companies (Audit and Auditors) Rules, 2014 is not
any material foreseeable losses.
applicable.
c. There were no amounts which were required to be
C. With respect to the matter to be included in the Auditor’s
transferred to the Investor Education and Protection
Report under Section 197(16) of the Act:
Fund by the Company.
In our opinion and according to the information and
d (i) The management has represented that, to the best
explanations given to us, the remuneration paid by the
of its knowledge and belief, as disclosed in the
Company to its directors during the current year is in
Note 34 to the standalone financial statements, no
accordance with the provisions of Section 197 of the Act.
funds have been advanced or loaned or invested
The remuneration paid to any director is not in excess
(either from borrowed funds or share premium
of the limit laid down under Section 197 of the Act. The
or any other sources or kind of funds) by the
Ministry of Corporate Affairs has not prescribed other
Company to or in any other person(s) or entity(ies),
details under Section 197(16) of the Act which are required
including foreign entities (“Intermediaries”), with
to be commented upon by us.
the understanding, whether recorded in writing or
otherwise, that the Intermediary shall directly or
indirectly lend or invest in other persons or entities
identified in any manner whatsoever by or on For B S R & Associates LLP
behalf of the Company (“Ultimate Beneficiaries”) Chartered Accountants
or provide any guarantee, security or the like on Firm’s Registration No.:116231W/W-100024
behalf of the Ultimate Beneficiaries.
(ii) The management has represented that, to the Amit Kumar Bajaj
best of its knowledge and belief, as disclosed Partner
in the Note 34 to the standalone financial Place: Hyderabad Membership No.: 218685
statements, no funds have been received by Date: 29 May 2023 ICAI UDIN:23218685BGXHIR5462
138
Corporate Overview Statutory Reports Financial Statements
ANNEXURE A
to the Independent Auditor’s Report on the Standalone Financial Statements of Vijaya Diagnostic Centre Limited for the year
ended 31 March 2023
(Referred to in paragraph 1 under ‘Report on Other records that were more than 10% in the aggregate of
Legal and Regulatory Requirements’ section of each class of inventory.
our report of even date) (b) According to the information and explanations given
to us and on the basis of our examination of the
(i) (a) (A) The Company has maintained proper records records of the Company, the Company has not been
showing full particulars, including quantitative sanctioned any working capital limits in excess of five
details and situation of Property, Plant and crore rupees in aggregate from banks and financial
Equipment. institutions on the basis of security of current assets at
any point of time of the year. Accordingly, clause 3(ii)(b)
(B) The Company has maintained proper records
of the Order is not applicable to the Company.
showing full particulars of intangible assets.
(iii) According to the information and explanations given to us
(i) (b) According to the information and explanations given to
and on the basis of our examination of the records of the
us and on the basis of our examination of the records of
Company, the Company has not provided any guarantee or
the Company, the Company has a regular programme
security or granted any loans or advances in the nature of
of physical verification of its Property, Plant and
loans, secured or unsecured, to companies, firms or limited
Equipment by which all property, plant and equipment
liability partnership or any other parties during the year.
are verified in a phased manner over a period of three
The Company has not made any investments in companies,
years. In accordance with this programme, certain
firms, limited liability partnership. The Company has made
property, plant and equipment were verified during
investments in any other parties during the year.
the year. In our opinion, this periodicity of physical
verification is reasonable having regard to the size of (a) Based on the audit procedures carried on by us and
the Company and the nature of its assets. No material as per the information and explanations given to us
discrepancies were noticed on such verification. the Company has not provided any loans or advances
in the nature of loans, secured or unsecured, or stood
(c) According to the information and explanations given
guarantee, or provided security during the year.
to us and on the basis of our examination of the
Accordingly the provisions of clauses 3(iii)(a) are not
records of the Company, the title deeds of immovable
applicable to the Company.
properties (other than immovable properties where
the Company is the lessee and the leases agreements (b) According to the information and explanations given
are duly executed in favour of the lessee) disclosed to us and based on the audit procedures conducted
in the standalone financial statements are held in the by us, in our opinion the investments made during the
name of the Company. year are, prima facie, not prejudicial to the interest of
the Company.
(d) According to the information and explanations given to
us and on the basis of our examination of the records (c) According to the information and explanations given to
of the Company, the Company has not revalued its us and on the basis of our examination of the records
Property, Plant and Equipment (including Right of Use of the Company, in the case of loans given, in our
assets) or intangible assets or both during the year. opinion the repayment of principal and payment of
interest, where applicable, has been stipulated and the
(e) According to the information and explanations given to
repayments or receipts have been regular. The principal
us and on the basis of our examination of the records
amount of loan is not due as at 31 March 2023.
of the Company, there are no proceedings initiated or
pending against the Company for holding any benami (d) According to the information and explanations given to
property under the Prohibition of Benami Property us and on the basis of our examination of the records
Transactions Act, 1988 and rules made thereunder. of the Company, there is no overdue amount for more
than ninety days in respect of loans or advances in
(ii) (a) The inventories have been physically verified by
the nature of loans given except an amount of Rs.
the management during the year. In our opinion,
9.34 lakhs due from wholly owned subsidiary given in
the frequency of such verification is reasonable and
earlier years has been written off during the year. In
procedures and coverage as followed by management
our opinion, reasonable steps have been taken by the
were appropriate. No discrepancies were noticed on
Company for recovery of the principal.
verification between the physical stocks and the book
139
Annual Report 2022-23
(e) According to the information and explanations given to (b) According to the information and explanations given to
us and on the basis of our examination of the records us and on the basis of our examination of the records
of the Company, there is no loan or advance in the of the Company, there are no statutory dues relating
nature of loan granted falling due during the year, to Goods and Service Tax, Provident Fund, Employees
which has been renewed or extended or fresh loans State Insurance, Income-Tax, Duty of Customs or
granted to settle the overdues of existing loans given Cess or other statutory dues, which have not been
to same parties. deposited with the appropriate authorities on account
of any dispute.
(f) According to the information and explanations given to
us and on the basis of our examination of the records of (viii) According to the information and explanations given to us
the Company, the Company has not granted any loans and on the basis of our examination of the records of the
or advances in the nature of loans either repayable on Company, the Company has not surrendered or disclosed
demand or without specifying any terms or period of any transactions, previously unrecorded as income in the
repayment. books of account, in the tax assessments under the Income
Tax Act, 1961 as income during the year.
(iv) According to the information and explanations given to us
and on the basis of our examination of the records of the (ix) (a) According to the information and explanations given
Company, the Company has not provided any guarantee to us and on the basis of our examination of the
or security as specified under Section 185 and 186 of the records of the Company, the Company did not have
Companies Act, 2013 (“the Act”). In respect of the loans any loans or borrowings from any lender during the
given and investments made by the Company, in our year. Accordingly, clause 3(ix)(a) of the Order is not
opinion the provisions of Section 185 and 186 of the Act applicable to the Company.
have been complied with.
(b) According to the information and explanations given to
(v) The Company has not accepted any deposits or amounts us and on the basis of our examination of the records
which are deemed to be deposits from the public. of the Company, the Company has not been declared
Accordingly, clause 3(v) of the Order is not applicable. a wilful defaulter by any bank or financial institution or
government or government authority.
(vi) We have broadly reviewed the books of accounts maintained
by the Company pursuant to the rules prescribed by the (c) According to the information and explanations given to
Central Government for maintenance of cost records under us by the management, the Company has not obtained
Section 148(1) of the Act in respect of the services provided any term loans during the year. Accordingly, clause
by it and are of the opinion that prima facie, the prescribed 3(ix)( ) of the Order is not applicable.
accounts and records have been made and maintained.
However, we have not carried out a detailed examination (d) According to the information and explanations given
of the records with a view to determine whether these are to us and on an overall examination of the balance
accurate or complete. sheet of the Company, we report that no funds raised
on short-term basis have been used for long-term
(vii) (a) The Company does not have liability in respect of purposes by the Company.
Service tax, Duty of excise, Sales tax and Value added
tax during the year since effective 1 July 2017, these (e) According to the information and explanations given
statutory dues has been subsumed into GST. to us and on an overall examination of the standalone
financial statements of the Company, we report that
According to the information and explanations given the Company has not taken any funds from any entity
to us and on the basis of our examination of the or person on account of or to meet the obligations of
records of the Company, in our opinion amounts its subsidiaries as defined under the Act. The Company
deducted / accrued in the books of account in respect does not hold any investments in any associate or joint
of undisputed statutory dues including Goods and ventures (as defined under the Act).
Service Tax, Provident Fund, Employees State
Insurance, Income-Tax, Duty of Customs or Cess or (f) According to the information and explanations given
other statutory dues have been regularly deposited to us and procedures performed by us, we report that
by the Company with the appropriate authorities. the Company has not raised loans during the year
on the pledge of securities held in its subsidiaries (as
According to the information and explanations given to defined under the Act). The Company does not hold
us and on the basis of our examination of the records any investments in any associate or joint ventures (as
of the Company, no undisputed amounts payable in defined under the Act).
respect of Goods and Service Tax, Provident Fund,
Employees State Insurance, Income-Tax, Duty of (x) (a) The Company has not raised any moneys by way of
Customs or Cess or other statutory dues were in initial public offer or further public offer (including debt
arrears as at 31 March 2023 for a period of more than instruments). Accordingly, clause 3(x)(a) of the Order is
six months from the date they became payable. not applicable.
140
Corporate Overview Statutory Reports Financial Statements
(b) According to the information and explanations given to (c) The Company is not a Core Investment Company (CIC)
us and on the basis of our examination of the records as defined in the regulations made by the Reserve
of the Company, the Company has not made any Bank of India. Accordingly, clause 3(xvi)( ) of the Order
preferential allotment or private placement of shares is not applicable.
or fully or partly convertible debentures during the
year. Accordingly, clause 3(x)(b) of the Order is not (d) The Company is not part of any group (as per the
applicable. provisions of the Core Investment Companies (Reserve
Bank) Directions, 2016 as amended). Accordingly, the
(xi) (a) Based on examination of the books and records of requirements of clause 3(xvi)(d) are not applicable.
the Company and according to the information and
explanations given to us, considering the principles of (xvii) The Company has not incurred cash losses in the current
materiality outlined in Standards on Auditing, we report and in the immediately preceding financial year.
that no fraud by the Company or on the Company has
(xviii) There has been no resignation of the statutory auditors
been noticed or reported during the course of the
during the year. Accordingly, clause 3(xviii) of the Order is
audit.
not applicable.
(b) According to the information and explanations given to
(xix) According to the information and explanations given to us
us, no report under sub-section (12) of Section 143 of
and on the basis of the financial ratios, ageing and expected
the Act has been filed by the auditors in Form ADT-4 as
dates of realisation of financial assets and payment of
prescribed under Rule 13 of the Companies (Audit and
financial liabilities, our knowledge of the Board of Directors
Auditors) Rules, 2014 with the Central Government.
and management plans and based on our examination
(c) As represented to us by the management, there are no of the evidence supporting the assumptions, nothing has
whistle blower complaints received by the Company come to our attention, which causes us to believe that
during the year. any material uncertainty exists as on the date of the audit
report that the Company is not capable of meeting its
(xii) According to the information and explanations given to us, liabilities existing at the date of balance sheet as and when
the Company is not a Nidhi Company. Accordingly, clause they fall due within a period of one year from the balance
3(xii) of the Order is not applicable. sheet date. We, however, state that this is not an assurance
as to the future viability of the Company. We further state
(xiii) In our opinion and according to the information and that our reporting is based on the facts up to the date of
explanations given to us, the transactions with related the audit report and we neither give any guarantee nor any
parties are in compliance with Section 177 and 188 of assurance that all liabilities falling due within a period of
the Act, where applicable, and the details of the related one year from the balance sheet date, will get discharged
party transactions have been disclosed in the standalone by the Company as and when they fall due.
financial statements as required by the applicable
accounting standards. Also refer to the Other Information paragraph of our main
audit report which explains that the other information
(xiv) (a) Based on information and explanations provided to us comprising the information included in annual report is
and our audit procedures, in our opinion, the Company expected to be made available to us after the date of this
has an internal audit system commensurate with the auditor’s report.
size and nature of its business.
(xx) (a) In our opinion and according to the information and
(b) We have considered the internal audit reports of the explanations given to us, there is no unspent amount
Company issued till date for the period under audit. under sub-section (5) of Section 135 of the Act
pursuant to any project. Accordingly, clauses 3(xx)(a)
(xv) In our opinion and according to the information and
and 3(xx)(b) of the Order are not applicable.
explanations given to us, the Company has not entered into
any non-cash transactions with its directors or persons
connected to its directors and hence, provisions of Section
192 of the Act are not applicable to the Company.
(xvi) (a) The Company is not required to be registered under For B S R & Associates LLP
Section 45-IA of the Reserve Bank of India Act, Chartered Accountants
1934. Accordingly, clause 3(xvi)(a) of the Order is not Firm’s Registration No.:116231W/W-100024
applicable.
(b) The Company is not required to be registered under Amit Kumar Bajaj
Section 45-IA of the Reserve Bank of India Act, 1934. Partner
Accordingly, clause 3(xvi)(b) of the Order is not Place: Hyderabad Membership No.: 218685
applicable. Date: 29 May 2023 ICAI UDIN:23218685BGXHIR5462
141
Annual Report 2022-23
ANNEXURE B
to the Independent Auditor’s Report on the standalone financial statements of Vijaya Diagnostic Centre Limited for the year
ended 31 March 2023
142
Corporate Overview Statutory Reports Financial Statements
transactions and dispositions of the assets of the company; (2) material misstatements due to error or fraud may occur and not
provide reasonable assurance that transactions are recorded be detected. Also, projections of any evaluation of the internal
as necessary to permit preparation of standalone financial financial controls with reference to financial statements to
statements in accordance with generally accepted accounting future periods are subject to the risk that the internal financial
principles, and that receipts and expenditures of the company controls with reference to financial statements may become
are being made only in accordance with authorisations of inadequate because of changes in conditions, or that the degree
management and directors of the company; and (3) provide of compliance with the policies or procedures may deteriorate.
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 standalone
financial statements. For B S R & Associates LLP
Chartered Accountants
Firm’s Registration No.:116231W/W-100024
Inherent Limitations of Internal Financial Controls
with Reference to Financial Statements
Amit Kumar Bajaj
Because of the inherent limitations of internal financial controls Partner
with reference to financial statements, including the possibility Place: Hyderabad Membership No.: 218685
of collusion or improper management override of controls, Date: 29 May 2023 ICAI UDIN:23218685BGXHIR5462
143
Annual Report 2022-23
As at As at
Particulars Notes
March 31, 2023 March 31, 2022
ASSETS
I Non-current assets
(a) Property, plant and equipment 4 (a) 28,157.05 18,410.71
(b) Capital work-in-progress 4 (b) 2,710.61 3,410.10
(c) Right-of-use assets 4 (c 22,233.92 16,715.25
(d) Investment property 4 (d) 1,100.83 1,110.57
(e) Other intangible assets 5 219.23 135.03
(f) Intangible assets under development 5 63.06 6.84
(g) Financial assets
(i) Investments 6 (a) 487.35 487.35
(ii) Loans 6 (c 575.00 575.00
(iii) Other financial assets 6 (f) 844.48 740.86
(h) Deferred tax assets (net) 7 769.55 826.98
(i) Non-current tax assets (net) 21 (d) 3.73 3.73
(j) Other non-current assets 9 861.51 2,227.81
Total non-current assets 58,026.32 44,650.23
II Current assets
(a) Inventories 8 192.64 409.99
(b) Financial assets
(i) Investments 6 (a) 13,899.32 5,423.55
(ii) Trade receivables 6 (b) 885.13 948.67
(iii) Loans 6 (c - 104.97
(iv) Cash and cash equivalents 6 (d) 2,328.97 1,039.02
(v) Bank balances other than (iv) above 6 (e) 8,813.59 17,566.48
(vi) Other financial assets 6 (f) 359.66 535.12
(c) Other current assets 9 500.65 405.14
Total current assets 26,979.96 26,432.94
TOTAL ASSETS ( I + II ) 85,006.28 71,083.17
EQUITY AND LIABILITIES
I Equity
(a) Equity share capital 10 (a) 1,020.71 1,019.66
(b) Other equity 10 (b) 53,488.09 45,978.38
Total equity 54,508.80 46,998.04
Liabilities
II Non-current liabilities
(a) Financial liabilities
(i) Lease liabilities 4 (c 23,303.01 17,025.97
(b) Provisions 12 684.35 712.04
(c) Other non-current liabilities 13 46.07 11.65
Total non-current liabilities 24,033.43 17,749.66
III Current liabilities
(a) Financial liabilities
(i) Lease liabilities 4 (c 1,452.89 1,256.83
(ii) Trade payables 11 (a)
- Total outstanding dues of micro enterprises and small enterprises; and 51.26 15.59
- Total outstanding dues of creditors other than micro enterprises and small 2,667.98 2,023.67
enterprises
(iii) Other financial liabilities 11 (b) 1,369.72 2,451.38
(b) Provisions 12 335.49 154.65
(c) Current tax liabilities (net) 21 (d) 235.21 89.66
(d) Other current liabilities 13 351.50 343.69
Total current liabilities 6,464.05 6,335.47
Total liabilities ( II + III ) 30,497.48 24,085.13
TOTAL EQUITY AND LIABILITIES ( I + II + III ) 85,006.28 71,083.17
Corporate information 1
Basis of preparation and measurement and Significant accounting policies 2&3
The notes referred to above form an integral part of the standalone financial statements
As per our report of even date attached For and on behalf of the Board of Directors of
For B S R & Associates LLP Vijaya Diagnostic Centre Limited
Chartered Accountants CIN:L85195TG2002PLC039075
ICAI Firm registration number: 116231W/ W-100024
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
144
Corporate Overview Statutory Reports Financial Statements
I Income
(a) Revenue from operations 14 44,957.93 45,087.93
(b) Other income 15 1,457.33 1,291.71
Total income 46,415.26 46,379.64
II Expenses
(a) Cost of materials consumed 16 5,758.71 6,895.21
(b) Employee benefits expense 17 7,649.90 6,867.66
(c) Finance costs 19 2,087.61 1,625.56
(d) Depreciation and amortisation expense 18 6,139.43 5,213.65
(e) Other expenses 20 13,652.31 11,339.48
Total expenses 35,287.96 31,941.56
III Profit before tax ( I - II ) 11,127.30 14,438.08
IV Tax expense 21
(a) Current tax 2,753.00 3,880.61
(b) Deferred tax 50.91 (253.00)
Tax expense 2,803.91 3,627.61
V Profit for the year ( III - IV ) 8,323.39 10,810.47
VI Other comprehensive income
Items that will not be reclassified to profit or loss
(a) Remeasurement gain on defined benefit liability / asset 25.91 25.53
(b) Income tax relating to items that will not be reclassified to 21 (6.52) (6.43)
profit or loss
Other comprehensive income for the year, net of tax 19.39 19.10
VII Total comprehensive income for the year ( V + VI ) 8,342.78 10,829.57
VIIIEarnings per equity share (face value of Re. 1 each, fully paid) 23
- Basic (in Rs.) 8.16 10.60
- Diluted (in Rs.) 8.12 10.54
Corporate information 1
Basis of preparation and measurement and Significant accounting 2&3
policies
The notes referred to above form an integral part of the standalone financial statements
As per our report of even date attached For and on behalf of the Board of Directors of
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
145
Annual Report 2022-23
Note:
(a) The above Statement of Cash Flows has been prepared under the “Indirect Method” as set out in the Indian Accounting Standard
(Ind AS-7) - Statement of Cash Flows.
146
Corporate Overview Statutory Reports Financial Statements
(c) Reconciliation of movements of liabilities to cash flows arising from financing activities:
The notes referred to above form an integral part of the standalone financial statements
As per our report of even date attached For and on behalf of the Board of Directors of
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
147
Annual Report 2022-23
As per our report of even date attached For and on behalf of the Board of Directors of
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
148
Corporate Overview Statutory Reports Financial Statements
149
Annual Report 2022-23
Fair value is the price that would be received to sell Further information about the assumptions made in
an asset or paid to transfer a liability in an orderly the measuring fair values is included in the following
transaction between market participants at the notes:
measurement date. The fair value measurement is
• Note 4: Investment Property.
based on the presumption that the transaction to sell
the asset or transfer the liability takes place either: • Note 29: Share based payments.
- In the principal market for the asset or liability or • Note 33: Financial Instruments.
- In the absence of a principal market, in the most (vii) Current and non-current classification:
advantageous market for the asset or liability
The Company classifies an asset as current when:
The principal or the most advantageous market must - it expects to realise the asset, or intends to sell or
be accessible by the Company. The fair value of an consume it, in its normal operating cycle;
asset or a liability is measured using the assumptions
that market participants would use when pricing the - it expects to realise the asset within twelve
asset or liability, assuming that market participants act months after the reporting period;
in their economic best interest. - it holds the asset primarily for the purpose of
traiding; or
The Company uses valuation techniques that are
appropriate in the circumstances and for which - the asset is cash or cash equivalent unless the
sufficient data is available to measure fair value, asset is restricted from being exchanged or used
maximising the use of relevant observable inputs and to settle a liability for at least twelve months after
minimising the use of unobservable inputs. the reporting period.
Significant valuation issues are reported to the All other assets are classified as non current.
Company’s audit committee.
A liability is classified as a current when-
Fair values are categorised into different levels in a
- it is expected to be settled in the Company’s
fair value hierarchy based on the inputs used in the
normal operating cycle;
valuation techniques as follows.
- the liability is due to be settled within twelve
Level 1: quoted prices (unadjusted) in active markets months from the reporting period;
for identical assets or liabilities.
- it is held primarily for the purposes of being
Level 2: inputs other than quoted prices included in trading;
Level 1 that are observable for the asset or liability,
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Corporate Overview Statutory Reports Financial Statements
All other liabilities are classified as non-current. ii) Sale of Privilege cards
The operating cycle is the time between the acquisition The Company operates a discount scheme where
of assets for processing and realisation in cash or cash certain ‘Privilege cards’ are sold to the customers
equivalents. The Company’s normal operating cycle is against which specified discounts are given on the
twelve months. future diagnostic services availed by the customer
for a specified period. The Company recognises
revenue from the sale of such cards over the
3. Significant accounting policies period for which the card is valid. The difference
in sale consideration received and revenue
A. Revenue from contracts with customers
recognised is recognised as deferred revenue.
Revenue is measured based on the consideration B. Recognition of dividend income, interest income or
specified in a contract with a customer. The Company expense and rental income
recognises revenue when it transfers control over a
good or service to a customer. Dividend income
151
Annual Report 2022-23
152
Corporate Overview Statutory Reports Financial Statements
The Company also derecognises a financial An item of property, plant and equipmnet is
liability when its terms are modified and the cash derecognised upon disposal or when no future
flows under the modified terms are substantially economic benefits are expecteed to arise from the
different. In this case, a new financial liability continued use of asset
based on the modified terms is recognised at
fair value. On derecognition of a financial liability, Subsequent expenditure is capitalized only if it
the difference between the carrying amount is probable that the future economic benefits
extinguished and the consideration paid (including associated with the expenditure will flow to
any non-cash assets transferred or liabilites the Company and the cost of the item can be
assumed) is recognised in profit or loss. measured reliably.
Financial assets and financial liabilities are offset Depreciation is recognised so as to write off the
and the net amount presented in the balance cost of assets (other than freehold land) less
sheet when, and only when, the Company their residual values over their useful lives. The
currently has a legally enforceable right to set off Company has charged depreciation on property,
the amounts and it intends either to settle them plant & equipment (PPE) based on Written Down
153
Annual Report 2022-23
Depreciation is charged over the useful lives of the assets as estimated by the management based on technical
evaluation, which coincide with the useful live prescribed in Schedule II to the Act. Depreciation on additions and
deletions are restricted to the period of use.
The estimated useful lives of items of property, plant and equipment are as follows:
In case of Building on leasehold land, the depreciation less accumulated depreciation and accumulated
is charged based on useful life of the building or impairment losses, if any.
the lease period whichever is lower. In the case of
lease hold building improvements, the depreciation Investment property is derecognised either when
is charged based on useful life of the improvements it has been disposed of or when it is permanently
which is 10 years or lease period including expected withdrawn from use and no future economic
renewal period which ever is lower. benefit is expected from its disposal. Any gain
or loss on disposal of investment property
Residual value is considered to be 5% on all (calculated as the difference between the net
the assets, as technically estimated by the proceeds from disposal and the carrying amount
management. of the item) is recognised of profit or loss.
154
Corporate Overview Statutory Reports Financial Statements
155
Annual Report 2022-23
The recoverable amount of a CGU (or an individual (iii) Defined benefit plans
asset) is the higher of its value in use and its fair
value less costs to sell. Value in use is based on A defined benefit plan is a post-employment
the estimated future cash flows, discounted to benefit plan other than a defined contribution
their present value using a pre-tax discount rate plan. The Company’s net obligation in respect
of defined benefit plans is calculated seperately
156
Corporate Overview Statutory Reports Financial Statements
157
Annual Report 2022-23
The right-of-use asset is subsequently depreciated Short-term leases and leases of low-value assets
using the straight-line method from the commencement
date to the earlier of the end of the useful life of the The Company has elected not to recognise right-of-
right-of-use asset or the end of the lease term. In use assets and lease liabilities for leases of low-value
addition, the right-of-use asset is periodically reduced assets and short-term leases, including IT equipment.
by impairment losses, if any, and adjusted for certain The Company recognises the lease payments
remeasurements of the lease liability. associated with these leases as an expense in profit or
loss on a straight-line basis over the lease term.
The lease liability is initially measured at the present
value of the lease payments that are not paid at the J. Income-tax
commencement date, discounted using the interest
Income-tax expenses comprises current and deferred
rate implicit in the lease or, if that rate cannot be readily
tax. It is recognised in profit or loss except to the extent
determined, the Company’s incremental borrowing
that it relates to an item recognised directly in equity
rate. Generally, the Company uses its incremental
or in other comprehensive income.
borrowing rate as the discount rate.
(i) Current tax
The Company determines its incremental borrowing rate
by obtaining interest rates from various external financing Current tax comprises the expected tax payable or
sources and makes certain adjustments to reflect the receivable on the taxable income or loss for the year
terms of the lease and type of the asset leased. and any adjustment to the tax payable or receivable
in respect of previous years. The amount of current
Lease payments included in the measurement of the
tax reflects the best estimate of the tax amount
lease liability comprise the following:
expected to be paid or received after considering
• fixed payments, including in-substance fixed the uncertainty, if any, related to income taxes. It is
payments; measured using tax rates (and tax laws) enacted or
substantively enacted at the reporting date.
• variable lease payments that depend on an index
or a rate, initially measured using the index or rate Tax assets and liabilities are offset only if there is a
as at the commencement date; legally enforceable right to set off the recognised
amounts, and it is intended to realise the asset and
• amounts expected to be payable under a residual settle the liability on a net basis or simultaneously.
value guarantee.
(ii) Deferred tax
• the exercise price under a purchase option that
the Company is reasonably certain to exercise, Deferred tax is recognised in respect of temporary
lease payments in an optional renewal period if differences between the carrying amounts of assets
158
Corporate Overview Statutory Reports Financial Statements
Deferred tax is measured at the tax rates that are Contingent liabilities and contingent assets:
expected to apply to the period when the asset is
Contingent liability is a possible obligation arising from
realised or the liability is settled, based on the laws
past events and whose existence will be confirmed
that have been enacted or substantively enacted by
only by the occurrence or non-occurrence of one or
the reporting date.
more uncertain future events not wholly within the
The measurement of deferred tax reflects the tax control of the entity or a present obligation that arises
consequences that would follow from the manner in from past events but is not recognized because it is
which the Company expects, at the reporting date, to not probable that an outflow of resources embodying
recover or settle the carrying amount of its assets and economic benefits will be required to settle the
liabilities. obligation or the amount of the obligation cannot be
measured with sufficient reliability. The Company does
Deferred tax assets and liabilities are offset if there is a not recognize a contingent liability but discloses its
legally enforceable right to offset current tax liabilities existence in the standalone financial statements.
and assets, and they relate to income taxes levied by
the same tax authority on the same taxable entity, or on Contingent asset is not recognised in standalone
different tax entities, but they intend to settle current financial statements since this may result in the
tax liabilities and assets on a net basis or their tax recognition of income that may never be realised.
assets and liabilities will be realised simultaneously. However, when the realisation of income is virtually
certain, then the related asset is not a contingent asset
K. Provision, contingent liabilities and contingent and is recognized.
assets
Provisions, contingent liabilities and contingent assets
Provisions are recognised when the Company has a are reviewed at each Balance Sheet date
present obligation (legal or constructive) as a result of
159
Annual Report 2022-23
Basic Earnings per share Where events occurring after the balance sheet date
provide evidence of conditions that existed at the end
Basic Earnings Per Share (‘EPS’) is calculated of the reporting period, the impact of such events is
by dividing the profit attributable to the equity adjusted within the financial statements. Otherwise,
shareholders of the Company by the weighted average events after the balance sheet date of material size or
number of equity shares outstanding during the year. nature are only disclosed.
Diluted Earnings per share R. Recent pronouncements
Diluted earnings per share is computed by dividing the Ministry of Corporate Affairs (“MCA”) notifies new
profit (considered in determination of basic earnings standard or amendments to the existing standards
per share) after considering the effect associated under Companies (Indian Accounting Standards)
with dilutive potential equity shares by the weighted Rules as issued from time to time. On March 31, 2023,
average number of equity shares considered for MCA amended the Companies (Indian Accounting
deriving basic earnings per share adjusted for the Standards) Amendment Rules, 2022, applicable from
weighted average number of equity shares that would April 01, 2023, as below:
have been issued upon conversion of all dilutive
potential equity shares. Ind AS 1 – Presentation of Financial Statements
160
NOTES TO THE STANDALONE FINANCIAL STATEMENTS
for the year ended March 31, 2023
(All amounts in Indian Rupees in lakhs, except for share data or as otherwise stated)
Buildings
Plant and Plant and Furniture
Freehold on Leasehold Electrical Office
Particulars Buildings equipment equipment and Computers Vehicles Total
land leasehold improvements equipment equipment
- Medical - others fixtures
land
Notes:
Refer to note 22 for disclosure of contractual commitments for the acquisition of property, plant and equipment.
Note 4(a)(i):
The depreciation on Property, plant and equipment is charged based on Written Down Value (“WDV”) method upto December 31, 2022. Based upon the technical assessment of expected
pattern of consumption of the future economic benefits embodied in the assets, with effect from January 01, 2023 the depreciation method is changed to Straight Line Method (SLM)
hence the carrying value of the assets as on December 31, 2022 has been depreciated as per SLM method over the remaining useful lives of the assets. Due to this change in accounting
161
Financial Statements
estimate, the depreciation expense is lower and the profit before tax is higher by Rs.899.08 lakhs for the year ended 31 March 2023.
Annual Report 2022-23
For the year ended For the year ended For the year ended
Particulars Later years
31 March 2024 31 March 2025 31 March 2026
Note 4(a)(ii)
Title deeds for Freehold land and Buildings
As at As at
Particulars
March 31, 2023 March 31, 2022
(iii) The Company does not have any capital work-in-progress which is overdue or has exceeded its cost compared to its original
plan and hence capital work-in-progress completion schedule is not applicable.
(iv) There are no CWIP which is temporarily suspended as at March 31, 2023 and March 31, 2022.
162
Corporate Overview Statutory Reports Financial Statements
The Company uses the incremental borrowing rate to discount its lease payments. The rate applied is 8.50% p.a.
(i) Movement in Right-of-use assets ('ROU') and Lease liabilities is given below:
Set out below are the carrying amounts of lease liabilities and the movements during the year:
As at As at
Particulars
March 31, 2023 March 31, 2022
163
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Note: All the leases are entered in the name of the Company
As at As at
Particulars
March 31, 2023 March 31, 2022
Title deeds
164
Corporate Overview Statutory Reports Financial Statements
(ii) The Company does not have any intangible asset under development which is overdue or has exceeded its cost compared to its
original plan and hence, Intangible assets completion schedule is not applicable.
(iii) Intangible assets under development ageing schedule
As at March 31, 2023
165
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
(a) Investments
Non-current
A. Subsidiaries
Investment in equity instruments - carried at cost, less provision for other
than temporary impairment
Quoted
Medinova Diagnostic Services Limited 411.06 411.06
[6,202,220 (March 31, 2022: 6,202,220) Equity shares of Rs.10 each fully paid
up]
Unquoted
Doctors Lab Medical Services Private Limited 1.00 1.00
[10,000 (March 31, 2022: 10,000) equity shares of Rs.10 each fully paid up]
166
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
Bandhan Banking & PSU Debt Fund Growth - 48,65,969.99 (March 31, 2022: 1,039.03 -
NIL) units (formerly IDFC mutual fund)
Bandhan Low Duration Fund D- Growth - 42,00,260.34 (March 31, 2022: NIL) 1,406.31 -
units (formerly IDFC mutual fund)
Kotak Low Duration Fund - 12,724.06 (March 31, 2022: 12,724.06) units 389.44 369.20
Kotak Money Market Fund-DP-Growth 15,810.84 (March 31, 2022: NIL) units 605.29
Nippon India Interval Fund - Quarterly Plan- NIL (March 31, 2022: - 403.94
14,22,201.68) units
Nippon India Money Market Fund- G-Direct- 24,136.90 (March 31, 2022: 856.26 509.53
15,207.19) units
SBI Magnum Ultra Short Duration Fund (DG)- 7,941 (March 31, 2022: NIL) 409.63 -
units
SBI Savings Fund-DP-Growth-21,49,800.57 (March 31, 2022: NIL) units 807.71 -
TATA Treasury Advantage Fund-D-Growth -33,517.07 (March 31, 2022: NIL) 1,144.93 -
units
Tata Money Market Fund-DP-Growth-29,779.82 (March 31, 2022: NIL) units 1,205.50 -
Investments in Bonds
Axis Finance Limited - 83 Bonds having face value of Rs.10,00,000 each 992.20 -
(March 31, 2022: NIL)
13,899.32 5,423.55
Aggregate book value of quoted investments 13,899.32 5,423.55
Aggregate market value of quoted investments 13,899.32 5,423.55
No strategic investments were disposed off during the year ended 31 March 2023, and there were no transfers of any cumulative
gain of loss within equity relating to these investments.
As at As at
Particulars
March 31, 2023 March 31, 2022
(b) Trade receivables
Trade receivables- considered good- Unsecured* 996.28 1,039.82
Less: Allowance for expected credit loss (111.15) (91.15)
Trade receivables- considered good- Unsecured 885.13 948.67
Trade receivables- credit impaired- Unsecured 60.40 60.40
Less: Allowance for credit impaired (60.40) (60.40)
Trade receivables- credit impaired- Unsecured - -
885.13 948.67
*Include amount receivable from related parties (refer note 30)
167
Annual Report 2022-23
168
Corporate Overview Statutory Reports Financial Statements
( ) Loans
Non-current loans
(Unsecured, considered good)
Loans to subsidiaries (refer note 30) 575.00 575.00
575.00 575.00
Loans to Subsidiaries
Amount of loan or advance in the nature of loan outstanding 575.00 575.00
Percentage to the total loans and advances in the nature of loans 100% 100%
The loan has been given towards the business purposes of the
subsidiary
Current loans
(Unsecured, considered good)
Loans to subsidiary (refer note 30) - 104.97
- 104.97
Loans to Subsidiaries
Amount of loan or advance in the nature of loan outstanding. - 104.97
Percentage to the total loans and advances in the nature of loans - 100.00%
The loan has been given towards the business purposes of the
subsidiary
No loans are due from directors or other officers of the Company
either severally or jointly with any other person.
Refer note 30 for dues from related parties.
(d) Cash and cash equivalents
Cash on hand 54.50 53.58
Balances with banks
- in current accounts 1,072.50 985.44
- unpaid dividend accounts 0.47 -
- in deposit accounts with original maturity period of 3 months or less 1,201.50 -
2,328.97 1,039.02
(e) Other bank balances
Current
Deposits with maturity less than twelve months * @ 8,813.59 17,566.48
8,813.59 17,566.48
@
Fixed deposit of Rs. 10.10 lakhs (March 31, 2022: Rs. 2,144.13 lakhs)
under lien.
*The deposits made with banks comprise of time deposits, which are
available at call.
(f) Other financial assets
(Unsecured, considered good)
Non-current
Balances with bank held as margin money 12.37 12.37
Security deposits (rental/electricity deposits)* 832.11 728.49
844.48 740.86
Current
Interest accrued on bank deposits and others 316.26 209.53
Other receivables 34.72 2.33
Security deposits (rental/electricity deposits) * 8.68 28.94
Share issues expenses receivable - 294.32
359.66 535.12
*Includes amount receivable from related parties (refer note 30)
169
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
There are no unrecognized deferred tax assets and liabilities as at March 31, 2023 and March 31, 2022.
8. Inventories
(Valued at lower of cost and net realisable value)
As at As at
Particulars
March 31, 2023 March 31, 2022
Reagents, chemicals, digital imaging films and consumables (net of provision of 192.64 409.99
Rs. 34 lakhs - March 31,2022 : Rs. Nil))
192.64 409.99
170
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
10. Equity
As at As at
Particulars
March 31, 2023 March 31, 2022
Shares outstanding at the beginning of the year 10,19,65,926 1,019.66 4,53,18,190 453.19
Bonus shares issued (refer note v) - - 5,66,47,736 566.47
Issue under Employee Stock Option Plan (refer note 29) 1,05,249 1.05 - -
Shares outstanding at the end of the year 10,20,71,175 1,020.71 10,19,65,926 1,019.66
The Company has only one class of equity shares having a par value of Re. 1 per share (March 31, 2022: Re. 1 per share). Each
holder of equity shares is entitled to one vote per share. The shareholders are entitled to dividends in Indian Rupees, proposed
by the Board of Directors and subject to the approval of the shareholders in the Annual General Meetings. In the event of
liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company. The
distribution will be in proportion to the number of equity shares held by the shareholders.
171
Annual Report 2022-23
Equity shares:
Dr S.Surendranath Reddy 3,37,22,899 33.04% 3,34,22,899 32.78%
S Suprita Reddy 91,76,933 8.99% 91,76,933 9.00%
K Sunil Chandra 91,06,933 8.92% 91,06,933 8.93%
Axis Mutual Fund Trustee Limited 49,77,072 4.88% 67,60,585 6.63%
Nippon Life India Trustee Limited 58,67,208 5.75% 22,52,077 2.21%
(v) During the five years immediately preceeding the year, no shares have been bought back, no shares have been issued for
consideration other than cash except for equity shares issued by way of bonus as provided below:
March 31, March 31, March 31, March 31, March 31,
2023 2022 2021 2020 2019
The Company issued bonus shares on May 27, 2021 in proportion of five new equity shares of Re. 1 each for every four existing
equity shares of Re. 1 each, resulting in total fully paid-up equity shares of 101,965,926 of Re. 1 each.
(vi) For details of share reserved for issue under Employee Stock Option Plan (ESOP) of the Company, refer note 29.
As at As at
Particulars
March 31, 2023 March 31, 2022
172
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general
reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items
included in the general reserve will not be reclassified subsequently to profit or loss.
As at As at
Particulars
March 31, 2023 March 31, 2022
The Company has established equity settled share based payment plans for employees of the Company, refer note 29 for
details on these plans.
As at As at
Particulars
March 31, 2023 March 31, 2022
As at As at
Particulars
March 31, 2023 March 31, 2022
Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other
distribution to shareholders.
173
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Total outstanding dues of micro enterprises and small enterprises ('MSME') 51.26 15.59
(refer note 24)
Total outstanding dues of creditors other than micro enterprises and small 2,667.98 2,023.67
enterprises*
2,719.24 2,039.26
* Includes amount payable to related parties (refer note 30)
As at As at
Particulars
March 31, 2023 March 31, 2022
Current
Employee payables 600.89 783.22
Dividend payable 0.47 -
Deferred credit - medical equipment - 23.39
Capital creditors 768.36 1,644.77
1,369.72 2,451.38
174
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
Non-current
Provision for employee benefits:
- Gratuity (refer note 28) 146.37 158.39
- Compensated absences - 105.34
Others:
- Decommissioning liability 537.98 448.31
684.35 712.04
Current
Provision for employee benefits:
- Gratuity (refer note 28) 85.33 57.58
- Compensated absences 151.40 33.65
Others:
- Decommissioning liability 98.76 63.42
335.49 154.65
Movement in Provision
As at As at
Decommissioning liability
March 31, 2023 March 31, 2022
As at As at
Particulars
March 31, 2023 March 31, 2022
Non-current
Deferred revenue- contract liability 46.07 11.65
46.07 11.65
Current
Deferred revenue - contract liability 38.66 11.80
Statutory liabilities 283.42 310.71
Advance from customers - contract liability 29.42 21.18
351.50 343.69
175
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Contract assets - -
Contract liabilities
- Advances from customers (refer note 13) 29.42 21.18
- Deferred revenue (refer note 13) 84.73 23.45
The revenue recognized during the current year is the balancing number for transactions with customers after adjusting opening
and closing balances of contract assets and liabilities.
B. Movement in contract liabilities during the year
As at As at
Particulars
March 31, 2023 March 31, 2022
Deferred Revenue
Balance at the beginning of the year 23.45 20.99
Less: revenue recognised during the period from above (11.80) (12.78)
Add: Addition during the year 73.08 15.24
Balance at the end of the year 84.73 23.45
As at As at
Particulars
March 31, 2023 March 31, 2022
Revenue from contract with customer as per the contract price 46,400.60 46,165.12
Adjustments made to contract price on account of :-
Discount / Rebates (1,460.83) (1,099.18)
Revenue from contract with customer 44,939.77 45,065.94
Other operating revenue 18.16 21.99
Revenue from operations 44,957.93 45,087.93
176
Corporate Overview Statutory Reports Financial Statements
Inventory of materials as at the beginning of the year (refer note 8) 409.99 249.79
Add: Purchases during the year 5,541.36 7,055.41
Less: Inventory of materials as at the end of the year (refer note 8) (192.64) (409.99)
5,758.71 6,895.21
Depreciation on property, plant and equipment (refer note 4(a) & note 4(a)(i)) 3,740.63 3,225.12
Depreciation on investment properties (refer note 4(d)) 9.74 4.20
Amortisation on other intangible assets (refer note 5) 143.98 71.51
Depreciation on right of use assets (refer note 4(c)) 2,245.08 1,912.82
6,139.43 5,213.65
Interest expense on deferred credit purchases and decommissioning liability 50.37 46.80
Interest expense on lease liabilities (refer note 4(c)) 1,889.66 1,423.76
Bank charges 147.58 155.00
2,087.61 1,625.56
177
Annual Report 2022-23
Notes:
As auditors
- Statutory audit fees 59.00 59.00
- Limited review 21.24 14.16
Reimbursement of expenses 7.08 -
87.32 73.16
(i) Gross amount required to be spent by the Company during the year 225.14 175.50
(ii) Amount approved by the Board to be spent during the year 225.14 175.50
(iii) Amount spent during the year
- construction/ acquisition of any asset - -
- on purpose other than above 225.14 175.50
(iv) (Shortfall) / Excess at the end of the year - -
(v) Total of previous years shortfall - -
178
Corporate Overview Statutory Reports Financial Statements
(d) The following table provides the details of income tax assets and income tax liabilities:
As at As at
Particulars
March 31, 2023 March 31, 2022
179
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Net current income-tax liability at the beginning of the year 85.93 122.58
Add: Current tax expense 2,753.00 3,902.00
Add: Tax pertaining to earlier years - (21.39)
Less: Tax paid during the year (2,607.45) (3,917.26)
Net income tax liability at the end of the year 231.48 85.93
22. Contingent liabilities and commitments (to the extent not provided for)
Contingent liabilities
As at As at
Particulars
March 31, 2023 March 31, 2022
The Company based on its legal assessment does not believe that any of the pending claims/litigations if any with statutory
authorities/others require a provision as at the balance sheet date, as the likelihood of the probability of an outflow of resources
at this point of time is low.
Capital commitments
As at As at
Particulars
March 31, 2023 March 31, 2022
180
Corporate Overview Statutory Reports Financial Statements
(a) the principal amount and the interest due thereon remaining unpaid to any
supplier at the end of each accounting year;
- Principal amount due to micro and small enterprises 51.26 15.59
- Interest due on the above - -
(b) the amount of interest paid by the buyer in terms of Section 16 of the MSMED - -
Act, 2006 along with the amount of the payment made to the supplier beyond
the appointed day during each accounting year;
(c) the amount of interest due and payable for the period of delay in making payment - -
(which have been paid but beyond the appointed day during the period/year) but
without adding the interest specified under this MSMED Act, 2006;
(d) the amount of interest accrued and remaining unpaid at the end of the each - -
accounting year; and
(e) the amount of further interest remaining due and payable even in the - -
succeeding years, until such date when the interest dues as above are actually
paid to the small enterprise, for the purpose of disallowance of a deductible
expenditure under Section 23 of the MSMED Act, 2006.
Note: The above disclosures are provided by the Company based on the information available with the Company in respect of the
registration status of its vendors/suppliers.
An operating segment is a component of the Company that engages in business activities from which it may earn revenues and
incur expenses, including revenues and expenses that relate to transactions with any of the Company’s other components, and
for which discrete financial information is available. All operating segment's results are reviewed regularly by the Company’s
Chairman and CEO to make decisions about resources to be allocated to the segments and assess their performance.
The Chief Operating Decision Maker ("CODM") who are the Company's Chairman and CEO evaluate the Company’s performance
and allocates resources based on an analysis of various performance indicators at operational unit level and since there is
single operating segment, no segment disclosures of the company is presented. The Company’s operations fall within a single
business segment “Diagnostic services”.
B. Geographical information
The Company operates within India and therefore there are no assets or liabilities outside India.
C. Major customers
No single customer contributed more than 10% of the Company's revenues during the year. Hence, the Management believes
that there are no major customers to be disclosed.
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Annual Report 2022-23
Contributions were made to provident fund and Employees’ State Insurance in India for the employees of the Company as per
the regulations. These contributions are made to registered funds administered by the Government of India. The obligation of the
Company is limited to the respective amount contributed and it has no further contractual nor any other constructive obligation.
The expense recognised during the period in the standalone statement of profit and loss towards defined contribution plans is
Rs. 382.76 lakhs (March 31, 2022: Rs. 330.85 lakhs).
The Company provides for Gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for Gratuity. The amount of Gratuity payable on retirement/ termination
is the employee’s last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of
years of service or part thereof in excess of six months, restricted to a sum of Rs. 20 lakhs.
The Gratuity plan is administered through a Gratuity Scheme with Life Insurance Corporation of India (‘LIC’). The Company does
not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of
expected gratuity payments.
This defined benefit plans expose the Company to actuarial risks, such as longevity risk, interest rate risk and market
(investment) risk.
The amounts recognised in the balance sheet and the movements in the defined benefit obligation and fair value of plan
assets over the year are as follows:
For the year ended March 31, 2023 For the year ended March 31, 2022
Particulars Present Fair value Present Fair value
Net Net
value of of plan value of of plan
amount amount
obligation assets obligation assets
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Corporate Overview Statutory Reports Financial Statements
For the year ended March 31, 2023 For the year ended March 31, 2022
Particulars Present Fair value Present Fair value
Net Net
value of of plan value of of plan
amount amount
obligation assets obligation assets
Discount rate: The discount rate is based on the prevailing market yields of Indian government securities as at the balance
sheet date for the estimated term of the obligations.
Salary escalation rate: The estimates of future salary increases considered takes into account the inflation, seniority,
promotion and other relevant factors.
Attrition rate: Represents the Company's best estimate of employee turnover in future (other than on account of retirement,
death or disablement) determined considering various factors such as nature of business, retention policy, industry factors,
past experience, etc.
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions
constant, would have affected the defined benefit obligation and current service cost by the amounts shown below:
Discount rate 1.00% 1.00% Decreased by 30.49 29.03 Increased by 34.02 32.52
Salary escalation rate 1.00% 1.00% Increased by 33.30 31.73 Decreased by 30.57 28.90
Attrition rate 50.00% 50.00% Decreased by 20.55 26.43 Increased by 30.54 41.23
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Annual Report 2022-23
The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation
as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be
correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation
has been calculated using the projected unit credit method at the end of the reporting year, which is the same method as
applied in calculating the projected benefit obligation as recognised in the balance sheet.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior
period.
v. Expected contributions to the plan for the next annual reporting period
Expected contribution to post-employment benefit plans for the next year ending March 31, 2024 is Rs. 343.59 lakhs
(March 31, 2023: Rs. 327.47 lakhs)
The weighted average duration of the defined benefit obligation is 6 years (March 31, 2022 - 6 years). The expected maturity
analysis of defined benefit obligation on an undiscounted basis is as follows:
The shareholders of the Company approved "VDCPL Employee Stock Option Plan 2018 (ESOP 2018)" at the Extraordinary General
Meeting held on May 03, 2018 and subsecquently it was amended at the extraordinary genaral meeting held on March 25, 2021
and August 26, 2021 to grant a maximum of 1,625,000 options to specified categories of employees of the Company. Each option
granted and vested under ESOP 2018 shall entitle the holder to acquire one equity share of face value of Rs. 1 each of the Company.
The Plan consists of six schemes with various vesting periods from the grant date subject to satisfaction of vesting conditions. The
method of settlement under the Plan is by issue of equity shares of the Company and there are no cash settlement alternatives for
the employees.
Vested options can be exercised over a period of ten years from the grant date. The Exercise Price is the fair value of the equity share
as on the date of the grant or as decided by the Nomination and remuneration committee. The time and performance based options
under Scheme 1, 2, 3, 4, 5 and 6 become vested as below:
The time and performance based options under Scheme 1 become eligible on an annual basis at 30%, 30%, 20% and 20% over a
period of four years and vesting starts from second year. The time and performance based options under Scheme 2 become eligible
on an annual bais at 25%, 25%, 25% and 25% over a period of four years and vesting starts from third year. The time based options
under Scheme 3 become eligible on an annual basis at 25%, 25%, 25% and 25% over a period of four years and vesting starts from
third year. The time based options under Scheme 4 become eligible on annual basis at 100% and vest on second year from the grant
date. The time based options under Scheme 5 become eligible and vest on an annual basis at 25%, 25%, and 50% over a period of
three years. The time based options under Scheme 6 become eligible on an annual basis at 0%, 25%, 50% and 25% over a period of
four years and the performace based options under Scheme 6 become eligible on an annual basis at 25%, 25%, 25% and 25% over
a period of four years.
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Corporate Overview Statutory Reports Financial Statements
(A) Details of options granted under ESOP 2018 by the Board/Nomination and Remuneration committee are as below:
(B) The movement of stock options during the year (in No's) :
As at As at
Particulars
March 31, 2023 March 31, 2022
Weighted average exercise price for outstanding options at year end (in Rs.) 111.11 111.11
Weighted average remaining contractual life for outstanding options at year 7.99 years 8.99 years
end.
Range of exercise prices for outstanding options at year end (in Rs.) 111.11 111.11
*The aforementioned disclosures are post subdivision of equity shares and the effect of bonus issue (refer note 10(a)(v)).
(D) The key assumption used to estimate the fair value of stock option as on grant date:
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Annual Report 2022-23
Rent paid
Dr. S Surendranath Reddy 457.94 433.10
K Sunil Chandra 107.96 105.54
S Suprita Reddy 101.18 70.14
S Geetha Reddy 418.81 374.44
B Vishnu Priya 1.91 1.66
Vijaya Hospitals Private Limited 120.82 112.09
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Corporate Overview Statutory Reports Financial Statements
Reimbursement of expenses
VDC Diagnostics (Karnataka) LLP 0.05 0.06
Doctors Lab Medical Services Private Limited - 0.30
Medinova Diagnostics Services Limited 0.13 -
Rental deposits given (refund), net
Dr. S Surendranath Reddy (0.80) -
S Suprita Reddy - 12.56
K Sunil Chandra (1.19) -
S Geetha Reddy (0.35) 12.56
Purchase of consumables
Medinova Diagnostics Services Limited 0.07 -
Sale of consumables
Medinova Diagnostics Services Limited 5.24 -
Purchase of Property, plant and equipment
Medinova Diagnostics Services Limited - 0.80
Asian Institute of Gastroenterology Private Limited 18.29 -
Sale of Property, plant and equipment
Park Health Systems Private Limited 11.37 -
Sale of services
Medinova Diagnostic Services Limited 34.96 171.13
Park Health Systems Private Limited 68.33 55.23
Loans given
Medinova Diagnostic Services Limited - 725.00
Loans recovered
Medinova Diagnostic Services Limited - 150.00
Doctors Lab Medical Services Private Limited 95.63 -
Loans Written-off
Doctors Lab Medical Services Private Limited 9.34 -
Interest income
Medinova Diagnostic Services Limited 57.50 37.01
Rental Income
Medinova Diagnostic Services Limited 42.48 9.00
Remuneration to KMP *
Dr. S Surendranath Reddy 200.00 196.67
K Sunil Chandra 100.00 93.33
S Suprita Reddy 275.00 254.17
Sri Lakshmi.V - 6.67
Anusha Kanumuru 13.81 5.74
S.Sandhya Rani - 41.44
Narasimha Raju.K.A ** 79.60 56.06
Hansraj Singh Rajput 5.43 -
Remuneration paid to Independent Directors
Dr. D.Nageshwar Reddy 12.00 12.00
Mr. S P Singh 12.00 12.00
Mr. Satyanarayana Murthy Chavali 12.00 12.00
Dr. Manjula Anagani 12.00 9.00
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Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Rent payable
Vijaya Hospitals Private Limited 9.22
B Vishnu Priya - 0.14
Rental deposits
Vijaya Hospitals Private Limited 34.95 34.95
Dr. S Surendranath Reddy 113.35 114.14
S Suprita Reddy 38.15 38.15
K Sunil Chandra 31.81 33.00
S Geetha Reddy 129.82 130.17
B Vishnu Priya 0.72 0.72
Trade receivables
Medinova Diagnostic Services Limited 3.30 26.62
Park Health Systems Private Limited 7.05 3.31
Loans outstanding
Medinova Diagnostic Services Limited 575.00 575.00
Doctors Lab Medical Services Private Limited - 104.97
Other receivables
Medinova Diagnostic Services Limited 16.00 33.31
Remuneration payable to Independent Directors
Dr. D.Nageshwar Reddy 2.70 -
Mr. S P Singh 2.70 -
Mr. Satyanarayana Murthy Chavali 2.70 -
Dr. Manjula Anagani 2.70 -
Salaries payable to KMP
Anusha Kanumuru - 1.10
Narasimha Raju.K.A 4.11 3.48
Hansraj Singh Rajput 1.64 -
Note:
(i) All transactions with these related parties are at arm's length basis and resulting outstanding receivables and payables including
financial assets and financial liabilities balances are settled in cash. None of the balances are secured. (All the amounts of
transactions and balances disclosed in this note are gross and undiscounted)
(ii) *The remuneration to key Managerial personnel does not include provision for gratuity and leave encashment, as they are
determined for the Company as a whole.
** In addition to the remuneration, certain employee stock options were exercised, whose perquisite value is Rs 33.76 lakhs
(previous year: Rs. Nil).
(iii) #
Amounts paid as dividends to promoters and their relatives in the capacity of shareholders are not considered as related party
transactions.
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Corporate Overview Statutory Reports Financial Statements
Current Ratio (in times) Current assets Current liabilities 4.17 4.17 0%
Debt-Equity Ratio (in times) Total debt Shareholder's - - -
equity
Debt Service Coverage Earnings available Debt service - - -
Ratio (in times) for debt service
Return on Equity Ratio Net Profits after Average 16.40% 26.03% -37% refer note
(in %) taxes shareholder's (i)
equity
Inventory Turnover Ratio Cost of goods Average inventory 19.11 20.90 -9%
(in times) sold
Trade Receivables Turnover Net credit sales Average trade 2.63 2.69 -2%
Ratio (in times) receivables
Trade Payables Turnover Net credit Average trade 8.07 8.94 -10%
Ratio (in times) purchases payables
Net Capital Turnover Ratio Revenue Working capital 2.19 2.24 -2%
(in times)
Net Profit Ratio (in %) Net Profit Revenue 18.51% 23.98% -23%
Return on Capital Earnings before Capital employed 21.66% 31.53% -31% refer note
Employed (in %) (Pre cash) interest and taxes (ii)
(i) There is a decrease in return on equity ratio in the current year on account of decrease in profits for the year.
(ii) There is a decrease in return on capital employed ratio in the current year on account of decrease in profits for the year and
increase in capital employed.
Definitions:
(a) Earnings available for debt service = Net profit after taxes + Non-cash operating expenses such as depreciation and
amortisation + Interest + other adjustments like loss on sale of fixed assets etc.
(b) Debt service = Interest + Lease Payments + Principal Repayments
(c) Average inventory = (Opening inventory balance + Closing inventory balance) / 2
(d) Average trade receivables = (Opening trade receivables balance + Closing trade receivables balance) / 2
(e) Average trade payables = (Opening trade payables balance + Closing trade payables balance) / 2
(f) Working Capital = Current assets - Current liabilities
(g) Earnings before interest and taxes = Profit before tax + Finance costs - Other income
(h) Capital Employed = Total assets- Total liabilities - Intangible assets + Deferred tax liabilities
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Annual Report 2022-23
Gearing ratio:
Total debt - -
Total equity 54,508.80 46,998.04
Debt equity ratio - -
The Company's bank balances as at March 31, 2023 is Rs. 11,142.56 lakhs (March 31, 2022: Rs 18,605.50 lakhs) and debt
outstanding is Rs Nil (March 31, 2022: Rs. Nil).
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels
in the fair value hierarchy.
Financial assets
Investments (other than in subsidiary
Companies and LLP)
- in mutual funds - FVTPL 6 (a) - 12,907.13 - 5,423.55 Level 1
- in equity instruments - FVOCI 6 (a) - 4.00 - 4.00 Level 3
- in bonds - FVTPL 6 (a) 992.20 - - Level 1
Trade receivables 6 (b) 885.13 - 948.67 -
Loans 6 (c) 575.00 - 679.97 -
Cash and cash equivalents 6 (d) 2,328.97 - 1,039.02 -
Other bank balances 6 (e) 8,813.59 - 17,566.48 -
Other financial assets 6 (f) 1,204.14 - 1,275.98 -
Total financial assets 13,806.83 13,903.33 21,510.12 5,427.55
Financial liabilities
Lease liabilities 4(c) 24,755.90 - 18,282.80 -
Trade payables 11 (a) 2,719.24 - 2,039.26 -
Other financial liabilities 11 (b) 1,369.72 - 2,451.38 -
Total financial liabilities 28,844.86 - 22,773.45 -
The fair value of trade receivables, loans, other financial assets, cash and cash equivalents, other bank balances, borrowings,
trade payables and other financial liabilities approximate their carrying amount largely due to short-term nature of these
instruments. Investments in mutual funds, which are classified as FVTPL are measured using net assets value at the reporting
date multiplied by the quantity held.
Investment in subsidiaries have been accounted at historical cost. Since, these are scoped out of Ind AS 109 for the purpose of
measurement, the same are not disclosed in the table above.
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Corporate Overview Statutory Reports Financial Statements
Investment in equity instruments: The fair value of investment in equity instruments approximate to its carrying value.
Hence, no fair value gain/ (loss) accounted in OCI.
Significant unobservable
Name of financial asset Valuation technique
inputs
Investment in unquoted Discounted cash flow method was used to capture the present Long term growth rate,
equity shares value of the expected future economic benefits that will flow to discount rate, revenue
the Company arising from the investments in financial assets multiple
There have been no transfers from Level 2 to Level 1 or vice-versa in the current year and no transfers in either direction in
previous year.
The Company activities expose it to market risk, liquidity risk and credit risk. This note explains the sources of risk which the
entity is exposed to and how the entity manages the risk.
Credit risk Trade receivables, security Ageing analysis, Credit Monitoring the credit limits of customers
deposits, bank deposits and loans. score of customers/ entities. and obtaining security deposits
The Company's risk management is carried out by the Senior Management under policies approved by the Board of Directors.
The Board of Directors provides guiding principles for overall risk management, as well as policies covering specific areas such
as credit risk and liquidity risk.
i. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet
its contractual obligations, and arises principally from the Company's receivables from customers and loans.
The Company has no significant concentration of credit risk with any counterparty.
Trade receivables and loans:
Customer credit risk is managed by the respective department subject to Company's established policy, procedures and
control relating to customer credit risk management. Credit quality of a customer is assessed based on individual credit
limits as defined by the Company. Outstanding customer receivables are regularly monitored. All the trade receivables are
non interest bearing.
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Annual Report 2022-23
As per simplified approach, the Company makes provision of expected credit losses on trade receivable using a provision matrix
to mitigate the risk of default payment and make appropriate provision at each reporting date.
The ageing analysis of the receivables has been considered from the date the invoice falls due.
Management believes that the unimpaired amounts that are past due by more than 180 days are still collectible in full, based
on historical payment behaviour and extensive analysis of customer credit risk.
The Company has an exposure of Rs. 575.00 lakhs as at March 31, 2023 (March 31, 2022: Rs. 679.97 lakhs) for loans given to
subsidiaries. Such loans are classified as financial asset measured at amortised cost. The Company did not have any amounts that
were past due but not impaired at March 31, 2023 or March 31, 2022. The Company has no collateral in respect of these loans.
Credit risk on cash and cash equivalents, deposits with banks is generally low as the said deposits have been made with the
banks who have been assigned high credit rating by credit rating agencies. Investments of surplus funds are made only with
approved financial institutions. Investments primarily include investments in subsidiaries and mutual funds.
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to
ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and
stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.
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Corporate Overview Statutory Reports Financial Statements
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross
and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
Except for these financial liabilities, it is not expected that cash flows included in the maturity analysis could occur
significantly.
Market risk is the risk that results from changes in market prices - such as foreign exchange rates, interest rates and
others - will affect the Company's income. The objective of market risk management is to manage and control market risk
exposures within acceptable parameters, while optimizing the return.
ii. The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or
section 560 of Companies Act, 1956 during the financial year.
iii. The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
iv. The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies (ROC) beyond
the statutory period.
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Annual Report 2022-23
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
vi. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
vii. The Company has not entered into any transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any
other relevant provisions of the Income Tax Act, 1961).
viii. The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.
35. The Company has received a letter dated July 5, 2021, March 14, 2022 and September 16, 2022 under section 37 of the
Foreign Exchange Management Act, 1999 read with section 133(6) of the Income Tax Act, 1961 from the Directorate of Enforcement,
Government of India (“ED”) requesting certain information for the purpose of their investigation. The Company has responded to the
ED letter by letter dated August 5, 2021, March 31, 2022 and September 29, 2022 by providing the information requested for. The
letter has only sought certain information, which has been complied with, and it is not a show cause notice or demand letter at this
stage, and there is no impact to the financial statements.
As per our report of even date attached For and on behalf of the Board of Directors of
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
194
Corporate Overview Statutory Reports Financial Statements
Revenue recognition
Refer note 3A of the summary of significant accounting policies and note 14 to the consolidated financial statements
The key audit matter How the matter was addressed in our audit
Revenue from diagnostics services is recognised at In view of the significance of the matter we applied the following audit
a point in time when the tests are conducted and procedures in this area, among others to obtain sufficient and
samples are processed. appropriate audit evidence:
The Group’s revenue relates to sales through large 1. We obtained an understanding of the systems, processes and
number of diagnostic centres with high volume of controls implemented by the Group. We evaluated the design and
sales that are made primarily on cash and carry implementation and the operating effectiveness of key internal financial
basis which increases the risk of revenue being controls with respect to revenue recognition including those related to
recognised inappropriately and which highlights the reconciliation of sales to cash / credit card receipts.
the criticality of sound internal processes of 2. We tested the reconciliation of revenue generated through cash / credit
summarising and recording sales revenue to card and the amount deposited into the bank statements.
mitigate error and fraud risk.
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Annual Report 2022-23
The key audit matter How the matter was addressed in our audit
There is also risk of unapproved sales price being 3. We performed substantive testing on samples selected using statistical
charged to patients, on account of high volume of sampling of revenue transactions recorded during the year by testing
transactions which may result into misstatement in the underlying documents to assess whether criteria for revenue
revenue recognition. recognitions are met. Further, we verified the accuracy of the sales price
In view of the above, we identified revenue by comparing the rates with the approved price list and discount policy.
recognition as a key audit matter. 4. We tested the periodic reconciliation of revenue as per the billing
system to the revenue recorded as per the accounting records. Further,
we tested the reconciliation of revenue recognised with statutory filings
(Goods and Services Tax returns)
5. We tested sample journal entries affecting revenue recognised during
the year selected based on specified risk-based criteria, to identify
unusual items.
6. We carried out analytical procedures on revenue recognised during the
year to identify unusual variances.
7. We assessed the adequacy of disclosures in respect of revenue in the
consolidated financial statements.
The key audit matter How the matter was addressed in our audit
During the year ended 31 March 2023, the Group In view of the significance of the matter, we applied the following audit
has made significant capital expenditure. The Group procedures in this area:
has incurred Rs. 13,548.47 lakhs towards additions 1. We obtained an understanding of the systems, processes and controls
of PPE, including expanding its operations by implemented by the Group
opening new centres.
2. Evaluated the design, implementation and the operating effectiveness
This has been determined as a key audit matter of key internal financial controls in relation to PPE process.
due to:
3. We performed substantive testing on a sample basis wherein, we:
• the significance of the capital expenditure during
a. inspected the approvals for the costs incurred;
the year; and
b. checked direct and indirect costs capitalised with underlying
• judgement involved in determining the eligibility
documents to assess the nature of costs;
of costs for capitalisation as per the criteria set
out in Ind AS 16 Property, Plant and Equipment. c. analysed the nature of the costs incurred meets the criteria for
capitalisation in accordance with the relevant standard;
d. evaluated other costs debited to statement of profit and loss are
eligible for capitalisation;
e. assessed the costs capitalised are classified in accordance with the
relevant Indian Accounting Standards;
4. Evaluated the adequacy of disclosures made in the consolidated
financial statements.
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Corporate Overview Statutory Reports Financial Statements
The key audit matter How the matter was addressed in our audit
Effective from 01 January 2023, the Group has In view of the significance of the matter, we applied the following audit
revised the method of depreciation of property, procedures in this area:
plant and equipment assets from Written Down 1. Checked the technical assessment performed by the Group and
Value (WDV) method to Straight Line Method analysed:
(SLM). Such change is based upon the technical
a. past trends of technological obsolescence of property, plant and
assessment performed by the Group to reflect the
equipment
future economic benefits arising from these assets.
b. capacity and tests performed by such assets.
The Group has accounted for the change in method
of depreciation prospectively with effect from 01 2. Challenged the Group’s assessment underlying the change in expected
January 2023. The carrying value of Property, plant pattern of consumption of the future economic benefits arising from
and equipment as at 31 December 2022 will be property, plant and equipment.
depreciated over the remaining useful life of each 3. Inquired about the Group’s discussions with the vendors of the property,
such asset. plant and equipment in this regard.
We identified the change in the method of 4. Compared the method of depreciation applied by the Group with other
depreciation of property, plant and equipment as a companies in the same industry;
key audit matter because the assessment process 5. Examined the accounting treatment and underlying computation in
involves significant estimates by the Group. It is accordance with the relevant guidance under the Indian Accounting
based on the Group’s expectation of the pattern of Standards.
consumption of the future economic benefits arising
6. Verified the correctness of the computation of depreciation expense for
from these assets.
the period post change in the method of depreciation.
7. Evaluated the disclosures made in the consolidated financial statements
in relation to such change in method of depreciation in accordance with
the relevant Indian Accounting Standards.
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Annual Report 2022-23
financial statements that give a true and fair view and are free • Evaluate the appropriateness of accounting policies used
from material misstatement, whether due to fraud or error, and the reasonableness of accounting estimates and
which have been used for the purpose of preparation of the related disclosures made by the Management and Board
consolidated financial statements by the Management and of Directors.
Board of Directors of the Holding Company, as aforesaid.
• Conclude on the appropriateness of the Management
In preparing the consolidated financial statements, the and Board of Directors use of the going concern basis
respective Management and Board of Directors of the of accounting in preparation of consolidated financial
companies/ Designated Partners of the LLPs included in statements and, based on the audit evidence obtained,
the Group are responsible for assessing the ability of each whether a material uncertainty exists related to events
company/LLP to continue as a going concern, disclosing, as or conditions that may cast significant doubt on the
applicable, matters related to going concern and using the appropriateness of this assumption. If we conclude that
going concern basis of accounting unless the respective Board a material uncertainty exists, we are required to draw
of Directors/Designated Partners either intends to liquidate attention in our auditor’s report to the related disclosures in
the Company/LLP or to cease operations, or has no realistic the consolidated financial statements or, if such disclosures
alternative but to do so. are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our
The respective Board of Directors of the companies/ Designated auditor’s report. However, future events or conditions may
Partners of the LLPs included in the Group are responsible for cause the Group to cease to continue as a going concern.
overseeing the financial reporting process of each company/
LLP. • Evaluate the overall presentation, structure and content
of the consolidated financial statements, including the
disclosures, and whether the consolidated financial
Auditor’s Responsibilities for the Audit of the
statements represent the underlying transactions and
Consolidated Financial Statements events in a manner that achieves fair presentation.
Our objectives are to obtain reasonable assurance about whether
• Obtain sufficient appropriate audit evidence regarding the
the consolidated financial statements as a whole are free from
financial information of such entities or business activities
material misstatement, whether due to fraud or error, and to
within the Group to express an opinion on the consolidated
issue an auditor’s report that includes our opinion. Reasonable
financial statements. We are responsible for the direction,
assurance is a high level of assurance, but is not a guarantee
supervision and performance of the audit of the financial
that an audit conducted in accordance with SAs will always
information of such entities included in the consolidated
detect a material misstatement when it exists. Misstatements
financial statements of which we are the independent
can arise from fraud or error and are considered material if,
auditors. For the other entities included in the consolidated
individually or in the aggregate, they could reasonably be
financial statements, which have been audited by other
expected to influence the economic decisions of users taken on
auditors, such other auditors remain responsible for the
the basis of these consolidated financial statements.
direction, supervision and performance of the audits
As part of an audit in accordance with SAs, we exercise carried out by them. We remain solely responsible for our
professional judgment and maintain professional skepticism audit opinion. Our responsibilities in this regard are further
throughout the audit. We also: described in paragraph (a) of the section titled “Other
Matters” in this audit report.
• Identify and assess the risks of material misstatement
of the consolidated financial statements, whether due We communicate with those charged with governance of
to fraud or error, design and perform audit procedures the Holding Company and such other entities included in
responsive to those risks, and obtain audit evidence that is the consolidated financial statements of which we are the
sufficient and appropriate to provide a basis for our opinion. independent auditors regarding, among other matters, the
The risk of not detecting a material misstatement resulting planned scope and timing of the audit and significant audit
from fraud is higher than for one resulting from error, as findings, including any significant deficiencies in internal control
fraud may involve collusion, forgery, intentional omissions, that we identify during our audit.
misrepresentations, or the override of internal control.
We also provide those charged with governance with a
• Obtain an understanding of internal control relevant to statement that we have complied with relevant ethical
the audit in order to design audit procedures that are requirements regarding independence, and to communicate
appropriate in the circumstances. Under Section 143(3)(i) of with them all relationships and other matters that may
the Act, we are also responsible for expressing our opinion reasonably be thought to bear on our independence, and where
on whether the company has adequate internal financial applicable, related safeguards.
controls with reference to financial statements in place and
the operating effectiveness of such controls.
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Corporate Overview Statutory Reports Financial Statements
From the matters communicated with those charged with b. In our opinion, proper books of account as required
governance, we determine those matters that were of most by law relating to preparation of the aforesaid
significance in the audit of the consolidated financial statements consolidated financial statements have been kept so
of the current period and are therefore the key audit matters. far as it appears from our examination of those books
We describe these matters in our auditor’s report unless law and the reports of the other auditors.
or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a c. The consolidated balance sheet, the consolidated
matter should not be communicated in our report because statement of profit and loss (including other
the adverse consequences of doing so would reasonably comprehensive income), the consolidated statement of
be expected to outweigh the public interest benefits of such changes in equity and the consolidated statement of
communication. cash flows dealt with by this Report are in agreement
with the relevant books of account maintained for the
purpose of preparation of the consolidated financial
Other Matters statements.
a. We did not audit the financial statements of five subsidiaries, d. In our opinion, the aforesaid consolidated financial
whose financial statements reflect total assets (before statements comply with the Ind AS specified under
consolidation adjustments) of Rs.1,312.02 lakhs as at Section 133 of the Act.
31 March 2023, total revenues (before consolidation
adjustments) of Rs.1,002.30 lakhs and net cash flows e. On the basis of the written representations received
(before consolidation adjustments) amounting to Rs.22.73 from the directors of the Holding Company as on 01
lakhs for the year ended on that date, as considered in April 2023 taken on record by the Board of Directors of
the consolidated financial statements. These financial the Holding Company and the reports of the statutory
statements have been audited by other auditors whose auditors of its subsidiary companies incorporated in
reports have been furnished to us by the Management and India, none of the directors of the Group companies
our opinion on the consolidated financial statements, in so incorporated in India is disqualified as on 31 March
far as it relates to the amounts and disclosures included 2023 from being appointed as a director in terms of
in respect of these subsidiaries, and our report in terms Section 164(2) of the Act.
of sub-section (3) of Section 143 of the Act, in so far as it
f. With respect to the adequacy of the internal financial
relates to the aforesaid subsidiaries is based solely on the
controls with reference to financial statements of
reports of the other auditors.
the Holding Company and its subsidiary companies
Our opinion on the consolidated financial statements, and incorporated in India and the operating effectiveness
our report on Other Legal and Regulatory Requirements of such controls, refer to our separate Report in
below, is not modified in respect of this matter with respect “Annexure B”.
to our reliance on the work done and the reports of the
B. With respect to the other matters to be included in
other auditors.
the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion
Report on Other Legal and Regulatory and to the best of our information and according to the
Requirements explanations given to us and based on the consideration of
the reports of the other auditors on separate/ consolidated
1. As required by the Companies (Auditor’s Report) Order, financial statements of the subsidiaries, as noted in the
2020 (“the Order”) issued by the Central Government “Other Matters” paragraph:
of India in terms of Section 143(11) of the Act, we give in
the “Annexure A” a statement on the matters specified in a. The consolidated financial statements disclose the
paragraphs 3 and 4 of the Order, to the extent applicable. impact of pending litigations as at 31 March 2023
on the consolidated financial position of the Group.
2 A. As required by Section 143(3) of the Act, based on our audit Refer Note 22 to the consolidated financial statements.
and on the consideration of reports of the other auditors
on separate/consolidated financial statements of such b. The Group did not have any long-term contracts
subsidiaries, as were audited by other auditors, as noted including derivative contracts for which there were
in the “Other Matters” paragraph, we report, to the extent any material foreseeable losses.
applicable, that:
c. There are no amounts which are required to be
a. We have sought and obtained all the information and transferred to the Investor Education and Protection
explanations which to the best of our knowledge and Fund by the Holding Company or its subsidiary
belief were necessary for the purposes of our audit of companies incorporated in India during the year ended
the aforesaid consolidated financial statements. 31 March 2023.
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Annual Report 2022-23
d (i) The management of the Holding Company and its e. The final dividend paid by the Holding Company
subsidiary companies incorporated in India whose during the year, in respect of the same declared for the
financial statements have been audited under the previous year, is in accordance with Section 123 of the
Act have represented to us and the other auditors Act to the extent it applies to payment of dividend.
of such subsidiary companies that, to the best of
their knowledge and belief, as disclosed in the Note As stated in Note 36 to the consolidated financial
33 to the consolidated financial statements, no statements, the Board of Directors of the Holding
funds have been advanced or loaned or invested Company has proposed final dividend for the year
(either from borrowed funds or share premium or which is subject to the approval of the members at
any other sources or kind of funds) by the Holding the ensuing Annual General Meeting. The dividend
Company or any of such subsidiary companies to declared is in accordance with Section 123 of the Act
or in any other person(s) or entity(ies), including to the extent it applies to declaration of dividend.
foreign entities (“Intermediaries”), with the
f. As proviso to rule 3(1) of the Companies (Accounts)
understanding, whether recorded in writing or
Rules, 2014 is applicable for the Holding Company
otherwise, that the Intermediary shall directly
or any of such subsidiary companies only with effect
or indirectly lend or invest in other persons or
from 1 April 2023, reporting under Rule 11(g) of the
entities identified in any manner whatsoever by or
Companies (Audit and Auditors) Rules, 2014 is not
on behalf of the Holding Company or any of such
applicable.
subsidiary companies (“Ultimate Beneficiaries”)
or provide any guarantee, security or the like on C. With respect to the matter to be included in the
behalf of the Ultimate Beneficiaries. Auditor’s Report under Section 197(16) of the Act:
(ii) The management of the Holding Company and its In our opinion and according to the information and
subsidiary companies incorporated in India whose explanations given to us and based on the reports of
financial statements have been audited under the statutory auditors of such subsidiary companies
the Act have represented to us and the other incorporated in India which were not audited by us,
auditors of such subsidiary companies that, to the the remuneration paid during the current year by the
best of their knowledge and belief, as disclosed Holding Company and its subsidiary companies to its
in the Note 33 to the consolidated financial directors is in accordance with the provisions of Section
statements, no funds have been received by 197 of the Act. The remuneration paid to any director by
the Holding Company or any of such subsidiary the Holding Company and its subsidiary companies is
companies from any person(s) or entity(ies), not in excess of the limit laid down under Section 197
including foreign entities (“Funding Parties”), with of the Act. The Ministry of Corporate Affairs has not
the understanding, whether recorded in writing prescribed other details under Section 197(16) of the Act
or otherwise, that the Holding Company or any which are required to be commented upon by us.
of such subsidiary companies shall directly or
indirectly, lend or invest in other persons or
entities identified in any manner whatsoever by
or on behalf of the Funding Parties (“Ultimate
Beneficiaries”) or provide any guarantee, security
or the like on behalf of the Ultimate Beneficiaries.
200
Corporate Overview Statutory Reports Financial Statements
ANNEXURE A
to the Independent Auditor’s Report on the Consolidated Financial Statements of Vijaya Diagnostic Centre Limited for the year
ended 31 March 2023
(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our
report of even date)
(xxi) In our opinion and according to the information and explanations given to us, there are no qualifications or adverse remarks
by the respective auditors in the Companies (Auditor’s Report) Order, 2020 reports of the companies incorporated in India and
included in the consolidated financial statements.
201
Annual Report 2022-23
ANNEXURE B
to the Independent Auditor’s Report on the consolidated financial statements of Vijaya Diagnostic Centre Limited for the year
ended 31 March 2023
202
Corporate Overview Statutory Reports Financial Statements
203
Annual Report 2022-23
As at As at
Particulars Notes
31 March 2023 31 March 2022
ASSETS
I Non-current assets
(a) Property, plant and equipment 4 (a) 29,403.95 19,661.08
(b) Capital work-in-progress 4 (b) 2,710.61 3,409.88
(c) Right-of-use assets 4( ) 22,233.92 16,715.25
(d) Other intangible assets 5 219.63 135.68
(e) Intangible assets under development 5 63.06 6.84
(f) Goodwill on consolidation 5 533.75 533.75
(g) Financial assets
(i) Investments 6 (a) 4.00 4.00
(ii) Other financial assets 6 (e) 899.92 754.71
(h) Deferred tax assets, (net) 7 824.91 885.81
(i) Non-current tax assets, (net) 21 (d) 19.31 22.57
(j) Other non-current assets 9 861.51 2,227.81
Total non-current assets 57,774.57 44,357.38
II Current assets
(a) Inventories 8 204.86 427.67
(b) Financial assets
(i) Investments 6 (a) 13,899.32 5,423.55
(ii) Trade receivables 6 (b) 948.87 977.09
(iii) Cash and cash equivalents 6( ) 2,417.69 1,104.99
(iv) Bank balances other than (iii) above 6 (d) 9,224.54 18,130.69
(v) Other financial assets 6 (e) 362.04 514.53
(c) Other current assets 9 508.80 410.18
Total current assets 27,566.12 26,988.70
TOTAL ASSETS (I + II) 85,340.69 71,346.08
EQUITY AND LIABILITIES
I Equity
(a) Equity share capital 10 (a) 1,020.71 1,019.66
(b) Other equity 10 (b) 53,452.23 45,802.27
Equity attributable to owners of the Company 54,472.94 46,821.93
Non-controlling interest 190.14 132.31
Total equity 54,663.08 46,954.24
Liabilities
II Non-current liabilities
(a) Financial liabilities
(i) Lease liabilities 4( ) 23,303.01 17,025.97
(b) Provisions 12 711.66 741.84
(c) Other non-current liabilities 13 46.07 11.65
Total non-current liabilities 24,060.74 17,779.46
III Current liabilities
(a) Financial liabilities
(i) Borrowings 11 ( ) - 63.46
(ii) Lease liabilities 4( ) 1,452.89 1,256.83
(iii) Trade payables 11 (b)
- Total outstanding dues of micro enterprises and small enterprises; and 51.84 16.76
- Total outstanding dues of creditors other than micro enterprises and small 2,719.64 2,147.11
enterprises
(iv) Other financial liabilities 11 ( ) 1,398.87 2,480.30
(b) Provisions 12 395.02 208.63
(c) Current tax liabilities, net 21 (d) 240.90 90.30
(d) Other current liabilities 13 357.71 348.99
Total current liabilities 6,616.87 6,612.38
Total liabilities (II + III) 30,677.61 24,391.84
TOTAL EQUITY AND LIABILITIES ( I + II + III) 85,340.69 71,346.08
Corporate information 1
Basis of preparation and measurement and Summary of significant accounting 2&3
policies
The notes referred to above form an integral part of the consolidated financial statements.
As per our report of even date attached For and on behalf of the Board of Directors of
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
204
Corporate Overview Statutory Reports Financial Statements
I Income
(a) Revenue from operations 14 45,922.27 46,236.99
(b) Other income 15 1,415.07 1,283.06
Total income 47,337.34 47,520.05
II Expenses
(a) Cost of materials consumed 16 5,888.16 7,149.91
(b) Employee benefits expense 17 7,847.74 7,065.94
(c) Finance costs 19 2,094.79 1,645.03
(d) Depreciation and amortisation expense 18 6,172.01 5,268.61
(e) Other expenses 20 13,983.64 11,652.13
Total expenses 35,986.34 32,781.62
III Profit Before Tax (PBT) [I - II] 11,351.00 14,738.43
IV Tax expense 21
(a) Current tax 2,776.18 3,954.73
(b) Deferred tax, net 54.12 (283.06)
Tax expenses 2,830.30 3,671.67
V Profit for the year [III-IV] 8,520.70 11,066.76
VI Other comprehensive income
Items that will not be reclassified to profit or loss
(i) Remeasurement gain on defined benefit liability / asset 26.94 27.62
(ii) Income tax relating to items that will not be reclassified to 21 (6.78) (6.96)
profit or loss
Other comprehensive income for the year, net of tax 20.16 20.66
VII Total comprehensive income for the year [V+VI] 8,540.86 11,087.42
Profit for the period attributable to:
Owners of the Company 8,463.16 10,968.06
Non controlling interests 57.54 98.70
Other comprehensive income attributable to:
Owners of the Company 19.87 20.07
Non controlling interests 0.29 0.59
Total comprehensive income attributable to:
Owners of the Company 8,483.03 10,988.13
Non controlling interests 57.83 99.29
Earnings per equity share (face value of Re. 1 each fully paid up) 23
- Basic (in Rs.) 8.29 10.76
- Diluted (in Rs.) 8.26 10.69
Corporate information 1
Basis of preparation and measurement and Summary of significant 2&3
accounting policies
The notes referred to above form an integral part of the consolidated financial statements.
As per our report of even date attached For and on behalf of the Board of Directors of
For B S R & Associates LLP Vijaya Diagnostic Centre Limited
Chartered Accountants CIN:L85195TG2002PLC039075
ICAI Firm registration number: 116231W/ W-100024
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
205
Annual Report 2022-23
Note:
(a) The above Statement of Cash Flows has been prepared under the “Indirect Method” as set out in the Indian Accounting Standard
(Ind AS-7) - Statement of Cash Flows.
206
Corporate Overview Statutory Reports Financial Statements
(b) Cash and cash equivalents as per above comprise of the following:
As at As at
Particulars
March 31, 2023 March 31, 2022
(c) Reconciliation of movements of liabilities to cash flows arising from financing activities:
As at As at
Particulars
March 31, 2023 March 31, 2022
The notes referred to above form an integral part of the consolidated financial statements.
As per our report of even date attached For and on behalf of the Board of Directors of
For B S R & Associates LLP Vijaya Diagnostic Centre Limited
Chartered Accountants CIN:L85195TG2002PLC039075
ICAI Firm registration number: 116231W/ W-100024
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
207
Annual Report 2022-23
As at April 1, 2021 453.19 493.20 5,156.75 82.73 29,714.77 35,900.64 22.62 35,923.26
Total comprehensive income for the
year ended March 31, 2022
Profit for the year - - - - 10,968.06 10,968.06 98.70 11,066.76
Other comprehensive income for the - - - - 20.07 20.07 0.59 20.66
year
Total comprehensive income for the - - - - 10,988.13 10,988.13 99.29 11,087.42
year
Bonus issue of shares (refer note 10(a) 566.47 - (566.47) - - - - -
(v))
On account of Share based payments - - - 113.56 - 113.56 - 113.56
(refer note 28)
Adjustment on consolidation - - - - (180.40) (180.40) 10.40 (170.00)
As at March 31, 2022 1,019.66 493.20 4,590.28 196.29 40,522.50 46,821.93 132.31 46,954.24
Total comprehensive income for the
year ended March 31, 2023
Profit for the year - - - - 8,463.16 8,463.16 57.54 8,520.70
Other comprehensive income for the - - - - 19.87 19.87 0.29 20.16
year
Total comprehensive income for the - - - - 8,483.03 8,483.03 57.83 8,540.86
year
On account of Share based payments - - - 71.67 - 71.67 - 71.67
(refer note 28)
Transfer on account of employee - 45.00 - (45.00) - - - -
share options lapsed/forfeited
Transfer on account of employee - 30.52 - (30.52) - - - -
share options exercised
Proceeds from issue of shares under 1.05 - 115.90 - - 116.95 - 116.95
ESOP plan
Payment of dividend (refer note 10(b) - - - - (1,020.64) (1,020.64) - (1,020.64)
(iv))
As at March 31, 2023 1,020.71 568.72 4,706.18 192.44 47,984.89 54,472.94 190.14 54,663.08
As per our report of even date attached For and on behalf of the Board of Directors of
For B S R & Associates LLP Vijaya Diagnostic Centre Limited
Chartered Accountants CIN:L85195TG2002PLC039075
ICAI Firm registration number: 116231W/ W-100024
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
208
Corporate Overview Statutory Reports Financial Statements
Vijaya Diagnostic Centre Limited ('the Company' or These consolidated financial statements are presented
'the Parent Company') together with its subsidiaries in Indian Rupees (Rs.), which is also the Group’s
('collectively, 'the Group') is engaged in the business of functional currency. All amounts have been rounded
providing comprehensive range of diagnostic services, to the nearest lakhs, unless otherwise indicated.
spanning pathological investigations, basic and high
(iv) Basis of measurement
end radiology, nuclear medicine and related healthcare
services. These consolidated financial statements have been
prepared under the historical cost basis except for the
The Company is domiciled and incorporated in India on
following items, which are measured on an alternative
June 05, 2002 and has its registered and corporate office
basis on each reporting date.
at # 6-3-883/F, Ground Floor, Family Planning Association
of India, Panjagutta, Hyderabad - 500 082, India.
Item Basis Measurement
The Company got listed on Bombay Stock Exchange (BSE)
and National Stock Exchange (NSE) on september 14, Certain financial Fair Value or Amortised Cost
2021 through Offer for sale of the Equity shares by certain assets and liabilities
shareholders of the Comapany. Equity securities at Fair Value
FVOCI
Net defined benefit Fair value of plan assets less
2. Basis of preparation and measurement (asset)/ liability present value of defined benefit
obligations (refer note 28)
(i) Statement of compliance
Equity settled share Fair Value
The consolidated financial statements have been based payments
prepared in accordance with the Indian Accounting
(v) Use of estimates and judgements
Standards (referred to as ‘Ind AS’) as per Companies
(Indian Accounting Standards) Rules, 2015 notified In preparing these consolidated financial statements,
under section 133 of the Companies Act, 2013. management has made judgements and estimates
that affect the application of accounting policies and
The consolidated financial statements were approved
the reported amounts of assets, liabilities, income
by the Board of Directors and authorised for issue on
and expenses. Actual results may differ from these
May 29, 2023.
estimates.
(ii) Change in accounting estimates
Estimates and underlying assumptions are reviewed
The Group has charged depreciation on Property, on an ongoing basis. Revisions to estimates are
Plant and Equipment based on Written Down Value recognised prospectively.
(“WDV”) method from 01 April 2022 to 31 December
Judgements
2022.With effect from 01 January 2023, the Group
has changed its method of depreciation from WDV to Information about judgements made in applying
Straight Line Method (“SLM”) based on the technical accounting policies that have the most significant
assessment of the expected pattern of consumption effects on the amounts recognised in the financial
of future economic benefits embodied in the assets as statements is included in the following notes:
per Ind AS 16.
- Note 3(J), 20 - lease term; whether the Group is
As per Ind AS 8, the effect of change in accounting reasonably certain to exercise extended options
estimate has to be given prospectively in the financial
statements, accordingly, the Company has changed Assumptions and estimation uncertainties
the method of depreciation w.e.f 01 January 2023. Due
to this change in accounting estimate, the depreciation Information about assumptions and estimation
expense is lower and the profit before tax is higher by uncertainties at the reporting date that have a
Rs.904.34 lakhs for the year ended 31 March 2023. significant risk of resulting in a material adjustment to
Refer note 4(a)(i) for change in accounting estimate. the carrying amounts of assets and liabilites within the
next financial year are included in the following notes:
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Annual Report 2022-23
The Group has an established control framework with The Group recognises transfers between levels of the
respect to the measurement of fair values. fair value hierarchy at the end of the reporting period
during which the change has occurred.
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly Further information about the assumptions made in
transaction between market participants at the the measuring fair values is included in the following
measurement date. The fair value measurement is notes:
based on the presumption that the transaction to sell • Note 28: Share based payments.
the asset or transfer the liability takes place either:
• Note 31: Financial Instruments.
- In the principal market for the asset or liability or
(vii) Principles of consolidation
- In the absence of a principal market, in the most
advantageous market for the asset or liability a. Subsidiaries
The principal or the most advantageous market must Subsidiaries are entities controlled by the Group.
be accessible by the Group. The fair value of an asset Control is achieved when the Group is exposed, or
or a liability is measured using the assumptions that has rights, to variable returns from its involvement
market participants would use when pricing the asset with the investee and has the ability to affect
or liability, assuming that market participants act in those returns through its power over the investee.
their economic best interest. Specifically, the Group controls an investee if, and
only if, the Group has:
The Group uses valuation techniques that are
appropriate in the circumstances and for which (i) Power over the investee (i.e. existing rights
sufficient data is available to measure fair value, that give it the current ability to direct the
maximising the use of relevant observable inputs and relevant activities of the investee);
minimising the use of unobservable inputs.
(ii) Exposure, or rights, to variable returns from
Significant valuation issues are reported to the Group’s its involvement with the investee; and the
audit committee. ability to use its power over the investee to
affect its returns.
210
Corporate Overview Statutory Reports Financial Statements
(i) The contractual arrangement with the other b. Offset (eliminate) the carrying amount of
vote holders of the investee; the parent’s investment in each subsidiary
and the parent’s portion of equity of each
(ii) Rights arising from other contractual subsidiary. Business combinations policy
arrangements; explains how to account for any related
goodwill.
(iii) The Group’s voting rights and potential voting
rights; c. Eliminate in full intragroup assets and
liabilities, equity, income, expenses and cash
(iv) The size of the group’s holding of voting rights
flows relating to transactions between entities
relative to the size and dispersion of the
of the Group (profits or losses resulting from
holdings of the other voting rights holders.
intragroup transactions that are recognized
The Group re-assesses whether or not it controls in assets, such as inventory and property,
an investee if facts and circumstances indicate plant and equipment and intangible assets,
that there are changes to one or more of the are eliminated in full). Intragroup losses
three elements of control. Consolidation of a may indicate an impairment that requires
subsidiary begins when the Group obtains control recognition in the consolidated financial
over the subsidiary and ceases when the Group statements. Ind AS 12 Income Taxes applies
loses control of the subsidiary. Assets, liabilities, to temporary differences that arise from the
income and expenses of a subsidiary acquired or elimination of profit and losses resulting from
disposed of during the year are included in the intragroup transactions.
consolidated financial statements from the date
c. Non-controlling interests (NCI)
the Group gains control until the date the Group
ceases to control the subsidiary. NCI are measured at their proportionate share of
the acquiree’s net identifiable assets at the date of
Consolidated financial statements are prepared
acquisition.
using uniform accounting policies for like
transactions and other events in similar Changes in the Group’s equity interest in a
circumstances. If a member of the Group uses subsidiary that do not result in a loss of control
accounting policies other than those adopted are accounted for as equity transactions.
in the consolidated financial statements for like
transactions and events in similar circumstances, d. Loss of control
appropriate adjustments are made to that Group
member’s financial statements in preparing the A change in the ownership interest of a subsidiary,
consolidated financial statements to ensure without a loss of control, is accounted for as an
conformity with the Group’s accounting policies. equity transaction.
If the Group loses control over a subsidiary, it:
The financial statements of all entities used for the
purpose of consolidation are drawn up to same (i) Derecognises the assets (including goodwill)
reporting date as that of the Parent Company, i.e. and liabilities of the subsidiary.
year ended on March 31.
(ii) Derecognises the carrying amount of any
non-controlling interests.
211
Annual Report 2022-23
(vii) Reclassifies the parent’s share of components previously recognized in OCI to profit or loss or retained earnings,
as appropriate, as would be required if the Group had directly disposed of the related assets or liabilities.
Ownership interest in %
S. Country of
Name of the entity Relationship March 31, March 31,
No. incorporation
2023 2022
(vii) Current and non-current classification: could, at the option of the counter party, result in its
settlement by the issue of equity instruments do not
The Group classifies an asset as current when: affect its classification.
- it expects to realise the asset, or intends to sell or
All other liabilities are classified as non-current.
consume it, in its normal operating cycle;
- it expects to realise the asset within twelve months The operating cycle is the time between the acquisition
after the reporting period; of assets for processing and realisation in cash or cash
equivalents. The Group’s normal operating cycle is
- it holds the asset primarily for the purpose of traiding; or twelve months.
- the asset is cash or cash equivalent unless the asset
is restricted from being exchanged or used to settle a 3. Significant accounting policies
liability for at least twelve months after the reporting
period. A. Revenue from contracts with customers
All other assets are classified as non current. Revenue is measured based on the consideration
A liability is classified as a current when- specified in a contract with a customer. The Group
recognises revenue when it transfers control over a
- it is expected to be settled in the Group’s normal good or service to a customer.
operating cycle;
i) Diagnostic services
- the liability is due to be settled within twelve months
from the reporting period; Revenue from diagnostic services is recognized
on amount billed net of discounts / concessions
- it is held primarily for the purposes of being trading; if any. No element of financing is deemed present
as the sales are made primarily on cash and carry
- it does not hold an unconditionl right to defer
basis, however for institutional / organizational
settlement of the liability for at least twelve months
customers billing is done fortnightly / monthly
after the reporting period. Terms of a liability that
212
Corporate Overview Statutory Reports Financial Statements
ii) Sale of Privilege cards Trade receivables issued are initially recognised
when they are originated. All other financial assets
The Group operates a discount scheme where or financial liabilities are initially recognised when
certain ‘Privilege cards’ are sold to the customers the Group becomes a party to the contractual
against which specified discounts are given on the provision of the instrument.
future diagnostic services availed by the customer
for a specified period. The Group recognises A financial asset (unless it is a trade receivable
revenue from the sale of such cards over the without a significant financing component) or
period for which the card is valid. The difference financial liability is initially measured at fair value
in sale consideration received and revenue plus or minus, for an item not at fair value through
recognised is recognised as deferred revenue. profit and loss (FVTPL), transaction costs that are
directly attributable to its acquisition or issue.
B. Recognition of dividend income, interest income or
expense and rental income A trade receivable without a significant financing
component is initially measured at the transaction
Dividend income price
Dividend are recognised in statement of profit and ii) Classification and subsequent measurement
loss on the date on which the Group’s right to receive
payment is established. Financial assets
Interest income or expense All financial assets are initially measured at fair
value plus, for an item not at fair value through
Interest income or expense is recognized using the profit and loss (FVTPL), transaction costs that are
effective interest method. directly attributable to its acquisition or issue.
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Annual Report 2022-23
Financial assets are not reclassified subsequent Equity investments at FVOCI: These assets are
to their initial recognition, except if and in the subsequently measured at fair value. Dividends
period the Group changes its business model are recognised as income in profit or loss unless
for managing financial assets, in which case all the dividend clearly represents a recovery of part
affected financial assets are reclassified on the of the cost of the investment. Other net gains
first day of the first reporting period following the and losses are recognised in OCI and are not
change in the business model. reclassified to profit or loss.
All financial assets not classified as measured The Group derecognises a financial asset when:
at amortised cost or FVOCI as described above
are measured at FVTPL. On initial recognition, - the contractual rights to the cash flows from the
the Group may irrevocably designate a financial financial asset expire; or
asset that otherwise meets the requirements to
- it transfers the rights to receive the contractual
be measured at amortised cost or at FVOCI as
cash flows in a transaction in which either:
at FVTPL if doing so eliminates or significantly
reduces an accounting mismatch that would • substantially all of the risks and rewards
otherwise arise. of ownership of the financial asset are
transferred;or
Subsequent measurement
• the Group neither transfers nor retains
Financial assets at FVTPL: These assets are
substantially all of the risks and rewards of
subsequently measured at fair value. Net gains
ownership and it does not retain control of
and losses, including any interest or dividend
the financial asset.
income, are recognised in profit or loss.
214
Corporate Overview Statutory Reports Financial Statements
215
Annual Report 2022-23
216
Corporate Overview Statutory Reports Financial Statements
- a breach of contract such as a default or being Loss allowances for financial assets measured
more than 90 days past due; at amortised cost are deducted from the gross
carrying amount of the assets.
- it is probable that the debtor will enter bankruptcy
or other financial reorganisation; or Write-off
- the disappearance of an active market for a The gross carrying amount of a financial asset
security because of financial difficulties. is written off when the Group has no reasonable
expections of recovering asset in its entirety or a
The Group measures loss allowances at an portion thereof. This is generally the case when the
amount equal to lifetime expected credit losses. Group determines that the debtor does not have
assets or sources of income that could generate
Loss allowances for trade receivables are always
sufficient cash flows to repay the amounts subject
measured at an amount equal to lifetime expected
to the write‑off. However, financial assets that are
credit losses.
written off could still be subject to enforcement
Lifetime expected credit losses are the expected activities in order to comply with the Group’s
credit losses that result from all possible default procedures for recovery of amounts due.
events over the expected life of a financial
ii) Impairment of non-financial assets
instrument.
At each reporting date, the Group reviews the
12 months expected credit losses are the portion
carrying amount of non-financial assets, other
of expected credit losses that result from default
than inventories and deferred tax assets, to
events that are possible within 12 months after the
determine whether there is any indication of
reporting date (or a shorter period if the expected
impairment. If any such indication exists, then the
life of the instrument is less than 12 months).
asset’s recoverable amount is estimated.
In all cases, the maximum period considered
For impairment testing, assets that do not
when estimating expected credit losses is the
generate independent cash inflows are grouped
maximum contractual period over which the
together into cash-generating units (CGUs). Each
Group is exposed to credit risk.
217
Annual Report 2022-23
218
Corporate Overview Statutory Reports Financial Statements
219
Annual Report 2022-23
When the lease liability is remeasured in this way, a - temporary differences in relation to a right-of-use
corresponding adjustment is made to the carrying asset and a lease liability for a specific lease are
amount of the right-of-use asset, or is recorded in regarded as a net package (the lease) for the purpose
profit or loss if the carrying amount of the right-of-use of recognising deferred tax
asset has been reduced to zero. Deferred tax assets are recognised to the extent that it
Short-term leases and leases of low-value assets is probable that future taxable profits will be available
against which they can be used. The existence of
The Group has elected not to recognise right-of-use unused tax losses is strong evidence that future
assets and lease liabilities for leases of low-value taxable profit may not be available. Therefore, in case
assets and short-term leases, including IT equipment. of a history of recent losses, the Group recognises
The Group recognises the lease payments associated a deferred tax asset only to the extent that it has
220
Corporate Overview Statutory Reports Financial Statements
The Group records a provision for decommissioning Diluted earnings per share is computed by dividing the
costs. Decommissioning costs are provided at the profit (considered in determination of basic earnings
present value of expected costs to settle the obligation per share) after considering the effect associated
using estimated cash flows and are recognized as with dilutive potential equity shares by the weighted
part of the cost of the particular asset. The cash average number of equity shares considered for
flows are discounted at a current pre-tax rate that deriving basic earnings per share adjusted for the
reflects the risks specific to the decommissioning weighted average number of equity shares that would
liability. The unwinding of the discount is expensed as have been issued upon conversion of all dilutive
incurred and recognized in the statement of profit and potential equity shares.
221
Annual Report 2022-23
Cash flows are reported using the indirect method, Ministry of Corporate Affairs (“MCA”) notifies new
whereby profit for the year is adjusted for the effects standard or amendments to the existing standards
of transactions of a non-cash nature, any deferrals or under Companies (Indian Accounting Standards)
accruals of past or future cash receipts or payments Rules as issued from time to time. On March 31, 2023,
and item of income or expenses associated with MCA amended the Companies (Indian Accounting
investing or financing cash flows. The cash flows are Standards) Amendment Rules, 2022, applicable from
segregated into operating, investing and financing April 01, 2023, as below:
activites. The Group considers all highly liquid
investments that are readily convertible to known Ind AS 1 – Presentation of Financial Statements
amounts of cash to be cash equivalents.
The amendments require companies to disclose their
O. Cash and cash equivalents material accounting policies rather than their significant
accounting policies. Accounting policy information,
Cash and cash equivalents in the balance sheet and together with other information, is material when it
cash flow statement consists of cash on hand, deposits can reasonably be expected to influence decisions of
held at call with financial institutions, other short-term, primary users of general purpose financial statements.
highly liquid investments with original maturities The Group does not expect this amendment to have
less than three months which are readily convertible any significant impact in its financial statements.
to known amounts of cash and which are subject to
insignificant risk of changes in value. Ind AS 12 – Income Taxes
222
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the year ended March 31, 2023
(All amounts in Indian Rupees in lakhs, except for share data or as otherwise stated)
4 (a) Property, plant and equipment
Building
Plant and Plant and Furniture
Freehold on Leasehold Electrical Office
Particulars Buildings equipment equipment and Computers Vehicles Total
land leasehold improvements equipment equipment
- Medical - others fixtures
land
As at March 31, 2022 - 141.39 651.02 1,791.65 9,670.95 1,740.98 757.14 1,032.18 235.47 535.81 162.45 16,719.04
For the year - 29.37 58.56 499.00 2,161.88 194.16 230.11 338.12 88.70 154.76 28.44 3,783.10
Disposals - - - (100.53) (66.57) (8.88) (42.66) (17.99) (0.28) - (62.12) (299.03)
As at March 31, 2023 - 170.76 709.58 2,190.12 11,766.26 1,926.26 944.59 1,352.31 323.89 690.57 128.77 20,203.11
C. Net carrying value (A-B)
As at March 31, 2023 4,619.08 690.95 707.19 2,482.14 15,400.70 1,411.21 1,169.67 1,926.24 137.28 394.29 465.20 29,403.95
As at March 31, 2022 4,619.08 720.32 765.75 1,423.99 9,182.29 980.23 701.03 888.46 86.10 182.16 111.67 19,661.08
Statutory Reports
Notes:
Refer to note 22 for disclosure of contractual commitments for the acquisition of property, plant and equipment.
Note 4(a)(i)
The depreciation on Property, plant and equipment is charged based on Written Down Value (“WDV”) method upto December 31, 2022. Based upon the technical assessment of expected
pattern of consumption of the future economic benefits embodied in the assets, with effect from January 01, 2023 the depreciation method is changed to Straight Line Method (SLM)
hence the carrying value of the assets as on December 31, 2022 has been depreciated as per SLM method over the remaining useful lives of the assets. Due to this change in accounting
223
estimate, the depreciation expense is lower and the profit before tax is higher by Rs.904.34 lakhs for the year ended 31 March 2023.
Financial Statements
Annual Report 2022-23
For the year ended For the year ended For the year ended
Particulars Later years
31 March 2024 31 March 2025 31 March 2026
Note 4(a)(ii)
Title deeds for Freehold land and Buildings
As at As at
Particulars
31 March 2023 31 March 2022
(ii) The Group does not have any CWIP which is overdue or has exceeded its cost compared to its original plan and hence CWIP
completion schedule is not applicable.
(iv) There are no CWIP which is temporarily suspended as at March 31, 2023 and March 31, 2022.
224
Corporate Overview Statutory Reports Financial Statements
The Group uses the incremental borrowing rate to discount its lease payments. The rate applied is 8.50% p.a.
(i) Movement in Right of use assets ('ROU')and Lease liabilities is given below:
Set out below are the carrying amounts of lease liabilities and the movements during the year:
As at As at
Particulars
31 March 2023 31 March 2022
Lease liabilities
As at As at
Particulars
31 March 2023 31 March 2022
225
Annual Report 2022-23
As at As at
Particulars
31 March 2023 31 March 2022
Note: All the leases are entered in the name of the Group
(i) The Group does not have any Intangible assets under development which is overdue or has exceeded its cost compared to its
original plan and hence Intangible assets under development completion schedule is not applicable.
226
Corporate Overview Statutory Reports Financial Statements
The Group performed its annual impairment test for years ended March 31, 2022 and March 31, 2023.
The recoverable amount of the CGU, has been determined based on a value in use calculation using cash flow projections from
financial budgets approved by the Management covering a five year period. The pre-tax discount rate applied to cash flow
projections for impairment testing during the years is stated in the below table and cash flows beyond the five year period are
extrapolated using a long term growth rate as stated in the below table that is the same as the long-term average growth rate
for the Diagnostic service industry.
The following table sets out the key assumption for the Cash Generating Unit ("CGU") for performing the annual impairment test:
The discount rate is based on the Weighted Average Cost of Capital (WACC) which represents the weighted average return
attributable to all the assets of the CGU.
There is no impairment noted in the above CGUs based on the assessment performed by the Management. Management has
performed sensitivity analysis around the base assumption and have concluded that no reasonable possible change in key
assumptions would cause the recoverable amount of the CGU lower than the carrying amount of CGU.
No impairment on goodwill was recognized during the current year or earlier years.
(iv) There are no Intangible assets under development which are temporarily suspended as at March 31, 2023 and March 31, 2022
227
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
(a) Investments
Non-current
Investment in Equity Instruments - carried at FVOCI
Unquoted
C.R Broadcasting Hyderabad Limited 4.00 4.00
[40,000 (March 31, 2022: 40,000) equity shares of Rs. 10 each fully paid up]
4.00 4.00
Aggregate book value of unquoted investments 4.00 4.00
Aggregate book value of impairment in value of investments - -
Current
Investments at fair value through profit or loss - quoted
Mutual Funds
Aditya Birla Sunlife Floating Rate Fund - 1,12,481.50 (March 31, 2022: 336.98 318.94
1,12,481.50) units
Aditya Birla Sunlife Low Duration Fund - 73,574.67 (March 31, 2022: 449.87 425.53
73,574.67) units
ABSL Money Manager Fund- 3,47,967.47 (March 31, 2022: 2,72,525.25) units 1,100.25 814.61
ABSL Saving Fund-1,60,099.92 (March 31, 2022: 1,60,099.92) units 752.88 712.94
Axis Money Market Fund- G-Direct- 79,560.23 (March 31, 2022: 79,560.23) 968.73 916.36
units
HDFC Balanced Advantage Fund - Reg - Growth - 3,12,765.36 (March 31, 1,011.18 -
2022: NIL) units
HDFC Low Duration Fund - 805,643.61 (March 31, 2022: 805,643.61) units 423.13 401.12
Bandhan Low Duration Fund - NIL (March 31, 2022: 17,30,608.49) units - 551.38
(formerly IDFC mutual fund)
Bandhan Banking & PSU Debt Fund Growth - 48,65,969.99 (March 31, 2022: 1,039.03 -
NIL) units (formerly IDFC mutual fund)
Bandhan Low Duration Fund D- Growth - 42,00,260.34 (March 31, 2022: NIL) 1,406.31 -
units (formerly IDFC mutual fund)
Kotak Low Duration Fund - 12,724.06 (March 31, 2022: 12,724.06) units 389.44 369.20
Kotak Money Market Fund-DP-Growth 15,810.84 (March 31, 2022: NIL) units 605.29
Nippon India Interval Fund - Quarterly Plan- NIL (March 31, 2022: - 403.94
14,22,201.68) units
Nippon India Money Market Fund- G-Direct- 24,136.90 (March 31, 2022: 856.26 509.53
15,207.19) units
SBI Magnum Ultra Short Duration Fund (DG)- 7,941 (March 31, 2022: NIL) units 409.63 -
SBI Savings Fund-DP-Growth-21,49,800.57 (March 31, 2022: NIL) units 807.71 -
TATA Treasury Advantage Fund-D-Growth -33,517.07 (March 31, 2022: NIL) 1,144.93 -
units
Tata Money Market Fund-DP-Growth-29,779.82 (March 31, 2022: NIL) units 1,205.50 -
Investments in Bonds
Axis Finance Limited - 83 Bonds having face value of Rs.10,00,000 each 992.20 -
(March 31, 2022: NIL)
13,899.32 5,423.55
Aggregate book value of quoted investments 13,899.32 5,423.55
Aggregate market value of quoted investments 13,899.32 5,423.55
No strategic investments were disposed off during the year ended 31 March 2023, and there were no transfers of any cumulative
gain of loss within equity relating to these investments.
228
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
(i) Undisputed trade receivables – 80.85 824.15 61.92 46.13 42.33 9.19 1,064.57
considered good
(ii) Undisputed trade receivables – which - - - - - -
have significant increase in credit risk
(iii) Undisputed trade receivables – credit - - - - - -
impaired
(iv) Disputed trade receivables– considered - - - - - -
good
(v) Disputed trade receivables – which have - - - - - -
significant increase in credit risk
(vi) Disputed trade receivables – credit - - - - 60.40 60.40
impaired
Total (A) 80.85 824.15 61.92 46.13 42.33 69.59 1,124.97
Allowance for expected credit loss 115.70
Allowance for credit impairment 60.40
Total (B) 176.10
Total (A-B) 80.85 824.15 61.92 46.13 42.33 69.59 948.87
(i) Undisputed trade receivables – 76.16 635.79 302.32 33.74 15.11 6.39 1,069.51
considered good
(ii) Undisputed trade receivables – which - - - - - -
have significant increase in credit risk
(iii) Undisputed trade receivables – credit - - - - - -
impaired
(iv) Disputed trade receivables– considered - - - - - -
good
229
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
230
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
There are no unrecognized deferred tax assets and liabilities as at March 31, 2023 and March 31, 2022.
8 Inventories
(Valued at lower of cost and net realisable value)
As at As at
Particulars
March 31, 2023 March 31, 2022
Reagents, chemicals, digital imaging films and consumables (net of provision of 204.86 427.67
Rs. 34 lakhs - March 31,2022 : Rs. Nil))
204.86 427.67
231
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Non-current
Capital advances 651.45 2,015.50
Less: Provision for doubtful advances (63.63) (43.63)
Prepaid expenses 273.69 255.94
861.51 2,227.81
Current
Advances other than capital advances
- Advance to suppliers 214.02 145.52
- Advance to employees 13.56 13.30
Prepaid expenses 281.22 251.36
508.80 410.18
10 Equity
As at As at
Particulars
March 31, 2023 March 31, 2022
i) Reconciliation of equity shares outstanding at the beginning and at the end of the reporting year
Shares outstanding at the beginning of the year 10,19,65,926 1,019.66 4,53,18,190 453.19
Bonus shares issued (refer note v) - - 5,66,47,736 566.47
Issue under Employee Stock Option Plan (refer note 28) 1,05,249 1.05 - -
Shares outstanding at the end of the year 10,20,71,175 1,020.71 10,19,65,926 1,019.66
The Company has only one class of equity shares having a par value of Re. 1 per share (March 31, 2022: Re. 1 per share).
Each holder of equity shares is entitled to one vote per share. The shareholders are entitled to dividends in Indian Rupees,
proposed by the Board of Directors and subject to the approval of the shareholders in the Annual General Meetings. In the
event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders.
232
Corporate Overview Statutory Reports Financial Statements
iii) Details of shareholders holding more than 5% equity shares in the Company
Equity Shares:
Dr S.Surendranath Reddy 3,37,22,899 33.04% 3,34,22,899 32.78%
S Suprita Reddy 91,76,933 8.99% 91,76,933 9.00%
K Sunil Chandra 91,06,933 8.92% 91,06,933 8.93%
Axis Mutual Fund Trustee Limited 49,77,072 4.88% 67,60,585 6.63%
Nippon Life India Trustee Limited 58,67,208 5.75% 22,52,077 2.21%
(v) During the five years immediately preceeding the year, no shares have been bought back, no shares have been issued
for consideration other than cash except for equity shares issued by way of bonus as provided below:
March 31, March 31, March 31, March 31, March 31,
Particulars
2023 2022 2021 2020 2019
The Company issued bonus shares on May 27, 2021 in proportion of five new equity shares of Re. 1 each for every four
existing equity shares of Re. 1 each, resulting in total fully paid-up equity shares of 101,965,926 of Re. 1 each.
(vi) For details of share reserved for issue under Employee Stock Option Plan (ESOP) of the Company, refer note 28.
As at As at
Particulars
March 31, 2023 March 31, 2022
233
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the
general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive
income, items included in the general reserve will not be reclassified subsequently to profit or loss.
As at As at
Particulars
March 31, 2023 March 31, 2022
The Company has established equity settled share based payment plan for employees of the Company ( refer note 28
for details)
As at As at
Particulars
March 31, 2023 March 31, 2022
Securities premium is used to record the premium on issue of shares. It is utilised in accordance with the provisions of
the “Act”.
234
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
11 Financial liabilities
As at As at
Particulars
March 31, 2023 March 31, 2022
(a) Borrowings
Current
Secured
Overdraft from bank - 63.46
- 63.46
Note:
Borrowing represents overdraft facility taken by the subsidiary. The said overdraft facility is secured with underlying Fixed
Deposit given by Group and partner in the subsidiary. The loan carries an interest rate 7% - 9% per annum.
(b) Trade payables
Total outstanding dues of micro enterprises and small enterprises (MSME) 51.84 16.76
(refer note 24)
Total outstanding dues of creditors other than micro enterprises and small 2,719.64 2,147.11
enterprises *
2,771.48 2,163.87
*Includes amount payable to related parties (refer note 29)
235
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
12 Provisions
As at As at
Particulars
March 31, 2023 March 31, 2022
Non-current
Provision for employee benefits:
- Gratuity (refer note 27) 169.90 184.48
- Compensated absences 3.78 109.05
Others:
- Decommissioning liability 537.98 448.31
711.66 741.84
Current
Provision for employee benefits:
- Gratuity (refer note 27) 102.45 70.75
- Compensated absences 158.63 40.32
Others:
- Decommissioning liability 133.94 97.56
395.02 208.63
Note:
i. Movement in Provision for Decommissioning liability
As at As at
Decommissioning liability
March 31, 2023 March 31, 2022
236
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
Non-current
Deferred revenue - contract liability 46.07 11.65
46.07 11.65
Current
Deferred revenue - contract liability 38.66 11.80
Statutory liabilities 289.63 316.01
Advance from customers - contract liability 29.42 21.18
357.71 348.99
A. Contract balances
As at As at
Particulars
March 31, 2023 March 31, 2022
Contract assets - -
Contract liabilities
- Advances from customers (refer note 13) 29.42 21.18
- Deferred revenue (refer note 13) 84.73 23.45
The revenue recognized during the current year is the balancing number for transactions with customers after adjusting
opening and closing balances of contract assets and liabilities.
As at As at
Particulars
March 31, 2023 March 31, 2022
Deferred Revenue
Balance at the beginning of the year 23.45 20.99
Less: Revenue recognised during the period from above (30.89) (12.78)
Add: Addition during the year 92.17 15.24
Balance at the end of the year 84.73 23.45
237
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Revenue from contract with customer as per the contract price 47,387.57 46,482.01
Adjustments made to contract price on account of :-
Discount / Rebates (1,487.18) (270.73)
Revenue from contract with customer 45,900.39 46,211.28
Other operating revenue 21.88 25.71
Revenue from operations 45,922.27 46,236.99
15 Other income
Inventory of materials as at the beginning of the year (refer note 8) 427.67 264.43
Add: Purchases during the year 5,665.35 7,313.15
Less: Inventory of materials as at the end of the year (refer note 8) (204.86) (427.67)
5,888.16 7,149.91
238
Corporate Overview Statutory Reports Financial Statements
Depreciation on property, plant and equipment (refer note 4(a) & note 4(a)(i)) 3,783.10 3,284.28
Amortisation on other intangible assets (refer note 5) 144.23 71.51
Depreciation on right of use assets (refer note 4(c)) 2,244.68 1,912.82
6,172.01 5,268.61
19 Finance costs
20 Other expenses
239
Annual Report 2022-23
21 Income-tax expense
240
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
22 Contingent liabilities and commitments (to the extent not provided for)
Contingent liabilities
As at As at
Particulars
March 31, 2023 March 31, 2022
The Group based on its legal assessment do not believe that any of the pending claims/litigations if any with statutory authorities/
others require a provision as at the balance sheet date, as the likelihood of the probability of an outflow of resources at this point of
time is low.
As at As at
Particulars
March 31, 2023 March 31, 2022
Estimated amount of contracts remaining to be executed on capital account not 2,506.90 5,067.60
provided for (net of advances)
241
Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
(a) the principal amount and the interest due thereon remaining unpaid to any
supplier at the end of each accounting year;
- Principal amount due to micro and small enterprises 51.84 16.76
- Interest due on the above - -
(b) the amount of interest paid by the buyer in terms of Section 16 of the MSMED - -
Act, 2006 along with the amount of the payment made to the supplier beyond
the appointed day during each accounting year;
(c) the amount of interest due and payable for the period of delay in making payment - -
(which have been paid but beyond the appointed day during the period/year) but
without adding the interest specified under this MSMED Act, 2006;
(d) the amount of interest accrued and remaining unpaid at the end of the each - -
accounting year; and
(e) the amount of further interest remaining due and payable even in the - -
succeeding years, until such date when the interest dues as above are actually
paid to the small enterprise, for the purpose of disallowance of a deductible
expenditure under Section 23 of the MSMED Act, 2006.
Note: The above disclosures are provided by the Group based on the information available with the Group in respect of the
registration status of its vendors/suppliers.
25 Segment reporting
A. Basis for segmentation
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and
incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components, and for
which discrete financial information is available. All operating segments results are reviewed regularly by the Group’s Chairman
and CEO to make decisions about resources to be allocated to the segments and assess their performance.
The Chief Operating Decision Maker ("CODM") who are the Group's Chairman and CEO evaluate the Group’s performance and
allocates resources based on an analysis of various performance indicators at operational unit level and since there is single
operating segment, no segment disclosures of the Group is presented. The Group’s operations fall within a single business
segment “Diagnostic services”.
B. Major customers
Revenue from any single customer of the Group's operating segment does not exceed 10% of the total revenue reported and
hence, the Management believes that there are no major customers to be disclosed.
242
Corporate Overview Statutory Reports Financial Statements
Contributions were made to provident fund and Employees’ State Insurance in India for the employees of the Group as per the
regulations. These contributions are made to registered funds administered by the Government of India. The obligation of the
Group is limited to the amount contributed and it has no further contractual nor any other constructive obligation. The expense
recognised during the year in the consolidated statement of profit and loss towards defined contribution plan is Rs. 396.43
lakhs (March 31, 2022: Rs. 344.23 lakhs).
The Group provides for Gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for Gratuity. The amount of Gratuity payable on retirement/ termination
is the employee’s last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of
years of service or part thereof in excess of six months, restricted to a sum of Rs. 20 lakhs.
The Gratuity plan of the Parent Company is administered through a Gratuity Scheme with Life Insurance Corporation of India
(‘LIC’). The Parent Company does not fully fund the liability and maintains a target level of funding to be maintained over a period
of time based on estimations of expected gratuity payments. The Gratuity plans of subsidiaries are unfunded.
This defined benefit plans expose the Group to actuarial risks, such as longevity risk, interest rate risk and market (investment) risk.
The amounts recognised in the balance sheet and the movements in the defined benefit obligation and fair value of plan
assets over the year are as follows:
243
Annual Report 2022-23
Discount rate: The discount rate is based on the prevailing market yields of Indian government securities as at the balance
sheet date for the estimated term of the obligations.
Salary escalation rate: The estimates of future salary increases considered takes into account the inflation, seniority,
promotion and other relevant factors.
Attrition rate: Represents the Group's best estimate of employee turnover in future (other than on account of retirement,
death or disablement) determined considering various factors such as nature of business, retention policy, industry factors,
past experience, etc.
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions
constant, would have affected the defined benefit obligation and current service cost by the amounts shown below:
Discount rate 1.00% 1.00% Decrease by 31.51 30.21 Increase by 35.10 33.78
Salary escalation rate 1.00% 1.00% Increase by 34.34 32.98 Decrease by 31.67 30.10
Attrition rate 50.00% 50.00% Decrease by 20.66 26.72 Increase by 31.22 41.55
The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation
as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be
correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation
has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as
applied in calculating the projected benefit obligation as recognised in the consolidated balance sheet.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior
period.
244
Corporate Overview Statutory Reports Financial Statements
Expected contribution to post-employment benefit plans for the next year ending March 31, 2024 is Rs. 343.59 lakhs
(March 31, 2023: Rs. 327.47 lakhs)
The weighted average duration of the defined benefit obligation is 6 years (March 31, 2022: 6 years). The expected maturity
analysis of defined benefit obligation on an undiscounted basis is as follows:
Less than 1 year Between 2-5 years Between 6-10 years More than 10 Years
The shareholders of the Company approved "VDCPL Employee Stock Option Plan 2018 (ESOP 2018)" at the Extraordinary General
Meeting held on May 03, 2018 and subsecquently it was amended at the extraordinary genaral meeting held on March 25,2021
and August 26, 2021 to grant a maximum of 1,625,000 options to specified categories of employees of the Company. Each option
granted and vested under ESOP 2018 shall entitle the holder to acquire one equity share of face value of Rs. 1 each of the Company.
The Plan consists of six schemes with various vesting periods from the grant date subject to satisfaction of vesting conditions. The
method of settlement under the Plan is by issue of equity shares of the Company and there are no cash settlement alternatives for
the employees.
Vested options can be exercised over a period of ten years from the grant date. The Exercise Price is the fair value of the equity share
as on the date of the grant or as decided by the Nomination and remuneration committee. The time and performance based options
under Scheme 1, 2, 3, 4, 5 and 6 become vested as below:
The time and performance based options under Scheme 1 become eligible on an annual basis at 30%, 30%, 20% and 20% over a
period of four years and vesting starts from second year. The time and performance based options under Scheme 2 become eligible
on an annual bais at 25%, 25%, 25% and 25% over a period of four years and vesting starts from third year. The time based options
under Scheme 3 become eligible on an annual basis at 25%, 25%, 25% and 25% over a period of four years and vesting starts from
third year. The time based options under Scheme 4 become eligible on annual basis at 100% and vest on second year from the grant
date. The time based options under Scheme 5 become eligible and vest on an annual basis at 25%, 25%, and 50% over a period of
three years. The time based options under Scheme 6 become eligible on an annual basis at 0%, 25%, 50% and 25% over a period
of four years and The performace based options under Scheme 6 become eligible on an annual basis at 25%, 25%, 25% and 25%
over a period of four years.
The fair value of equity share options is estimated at the date of grant using Black- Scholes model, taking into account the terms
and conditions upon which the share options were granted. Based on the historical trends, 50% of stock options are expected to be
vested and exercised, accordingly the total compensation cost recognised in the statement of profit and loss is H 71.67 lakhs (March
31, 2022: Rs. 113.56 lakhs).
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Annual Report 2022-23
(B) The movement of stock options during the period (in No’s) :
As at As at
Particulars
March 31, 2023 March 31, 2022
Weighted average exercise price for outstanding options at year end (in Rs.) 111.11 111.11
Weighted average remaining contractual life for outstanding options at year end 7.99 years 8.99 years
Range of exercise prices for outstanding options at year end (in Rs.) 111.11 111.11
*The aforementioned shares are post subdivision of equity shares and the effect of bonus issue (refer note 10(a)(v)).
(D) The key assumption used to estimate the fair value of stock option as on grant date:
Expected life of
Risk-free Expected
Grant date Dividend yield options granted in
interest rate volatility
years
246
Corporate Overview Statutory Reports Financial Statements
Person exercising control Dr. S Surendranath Reddy (Executive Chairman) (also a KMP)
Key Management Personnel (KMP) Dr. S Surendranath Reddy (Executive Chairman)
S Suprita Reddy (Chief Executive Officer)
K Sunil Chandra (Executive Director)
S Geetha Reddy (Director)
Nishanth Sharma (Nominee Director upto 07 March 2022)
Narasimha Raju.K.A (Chief Financial Officer w.e.f. 01 May 2021)
Sandhya Rani. S (Chief Financial Officer upto 18 April 2021)
Hansraj Singh Rajput (Company Secretary w.e.f. 13 Feb 2023)
Anusha Kanumuru (Company Secretary w.e.f. 08 Nov 2021 upto 03
Dec 2022)
V Sri Lakshmi (Company Secretary upto 08 Nov 2021)
Independent Directors Dr.D.Nageshwar Reddy (w.e.f 26 May 2021)
Mr. S P Singh (w.e.f 26 May 2021)
Mr. Satyanarayana Murthy Chavali (w.e.f 26 May 2021)
Dr. Manjula Anagani (w.e.f 22 Aug 2021)
Mr. P S Narasimha (upto 21 Aug 2021)
Enterprise where KMP has Significance Influence Vijaya Hospitals Private Limited
Summit Nutracueticals Private Limited
Kshetra Agritech Private Limited
Trikona Pharmaceuticals Private Limited
Trikona Holdings LLP
Vijaya Holdings India LLP
S Square Properties LLP
Park Health Systems Private Limited
Asian Institute of Gastroenterology Private Limited
IFFCO Kisan SEZ Limited
Relative of KMP B Vishnu Priya (Wife of K Sunil Chandra)
Controlled Trust Vijaya Diagnostic Charitable Trust
Rent paid
Dr. S Surendranath Reddy 457.94 433.10
K Sunil Chandra 107.96 105.54
S Suprita Reddy 101.18 70.14
S Geetha Reddy 419.90 374.44
B Vishnu Priya 1.91 1.66
Vijaya Hospitals Private Limited 120.82 112.09
Rental deposits given, net
Dr. S Surendranath Reddy (0.80) -
S Suprita Reddy - 12.56
K Sunil Chandra (1.19) -
S Geetha Reddy 1.50 12.56
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Annual Report 2022-23
As at As at
Particulars
March 31, 2023 March 31, 2022
Rent payable
Vijaya Hospitals Private Limited - 9.22
B Vishnu Priya - 0.14
S Geetha Reddy 0.33 -
Rental deposits
Vijaya Hospitals Pvt. Ltd. 34.95 34.95
Dr. S Surendranath Reddy 113.35 114.14
S Suprita Reddy 38.15 38.15
K Sunil Chandra 31.81 33.00
S Geetha Reddy 131.67 130.17
B Vishnu Priya 0.72 0.72
Trade receivables
Park Health Systems Private Limited 7.05 3.31
248
Corporate Overview Statutory Reports Financial Statements
As at As at
Particulars
March 31, 2023 March 31, 2022
Note:
(i) All transactions with these related parties are at arm's length basis and resulting outstanding receivables and payables
including financial assets and financial liabilities balances are settled in cash. None of the balances are secured. (All the
amounts of transactions and balances disclosed in this note are gross and undiscounted.)
(ii) *The remuneration to key Managerial personnel does not include provision for gratuity and leave encashment, as they are
determined for the Company as a whole.
** In addition to the remuneration, certain employee stock options were exercised, whose perquisite value is Rs 33.76 lakhs
(previous year: Rs. Nil).
(iii) #
Amounts paid as dividends to promoters and their relatives in the capacity of shareholders are not considered as related
party transactions.
30 Capital management
The Group’s policy is to maintain a stable and strong capital structure with a focus on equity so as to provide returns to shareholders,
benefits to other stakeholders, creditors and to sustain future development and growth of the business. In order to maintain the
capital structure, the Group monitors the return on capital as well as debt to total equity ratio. The Group aims to manage its capital
efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to all its shareholders. For the purpose
of debt to total equity, debt includes its long-term and short-term borrowings. Total equity comprises of issued share capital and all
other equity reserves.
The Group's bank balances as at March 31, 2023 is Rs. 11,681.77 lakhs (March 31, 2022: Rs. 19,237.59 lakhs) which are significantly
higher than the debt outstanding of Rs. Nil (March 31, 2022: Rs. 63.46 lakhs). Nominal debt is being maintained to establish credit
history for any future requirements.
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Annual Report 2022-23
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels
in the fair value hierarchy.
Financial assets
Investments
- in mutual funds - FVTPL 6 (a) - 12,907.13 - 5,423.55 Level 1
- in equity instruments - FVOCI 6 (a) - 4.00 - 4.00 Level 3
- in bonds - FVTPL 6 (a) - 992.20 Level 1
Trade receivables 6 (b) 948.87 - 977.09 -
Cash and cash equivalents 6 (c) 2,417.69 - 1,104.99 -
Other bank balances 6 (d) 9,224.54 - 18,130.69 -
Other financial assets 6 (e) 1,261.96 - 1,269.24 -
Total financial assets 13,853.06 13,903.33 21,482.01 5,427.55
Financial liabilities
Borrowings 11 (a) - - 63.46 -
Lease liabilities 4 (c) 24,755.90 - 18,282.80 -
Trade payables 11 (b) 2,771.48 - 2,163.87 -
Other financial liabilities 11 (c) 1,398.87 - 2,480.30 -
Total financial liabilities 28,926.25 - 22,990.43 -
The fair value of trade receivables, loans, other financial assets, cash and cash equivalents, other bank balances, borrowings,
trade payables and other financial liabilities approximate their carrying amount largely due to short-term nature of these
instruments. Investments in mutual funds, which are classified as FVTPL are measured using net assets value at the reporting
date multiplied by the quantity held.
Investment in equity instruments: The fair value of investment in equity instruments approximate to its carrying value.
Hence, no fair value gain/ (loss) in accounted in OCI.
Investment in unquoted Discounted cash flow method was used to capture Long term, growth rate, Discount rate
equity shares the present value of the expected future economic Revenue multiple
benefits that will flow to the Group arising from the
investments in financial assets
250
Corporate Overview Statutory Reports Financial Statements
There have been no transfers from Level 2 to Level 1 or vice-versa in the current financial year and no transfers in either
direction in the last financial year.
The Group activities expose it to market risk, liquidity risk and credit risk. This note explains the sources of risk which the entity
is exposed to and how the entity manages the risk.
Credit Risk Trade receivables, security Ageing analysis. Credit score Monitoring the credit limits of customers
deposits, bank deposits of customers/ entities. and obtaining security deposits.
and loans.
Liquidity Risk Borrowings Cash flow forecasts managed Working capital management by Senior
by finance team under Management. The excess liquidity is
the overview of Senior channelised through bank deposits and
Management. investment in mutual funds.
The Group's risk management is carried out by the Senior Management under policies approved by the Board of Directors. The
Board of Directors provides guiding principles for overall risk management, as well as policies covering specific areas such as
credit risk and liquidity risk.
i. Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and arises principally from the Group's receivables from customers and loans.
The Group has no significant concentration of credit risk with any counterparty.
Customer credit risk is managed by the respective department subject to Group's established policy, procedures and control
relating to customer credit risk management. Credit quality of a customer is assessed based on individual credit limits as
defined by the Group. Outstanding customer receivables are regularly monitored.
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Annual Report 2022-23
The ageing analysis of the receivables has been considered from the date the invoice falls due.
Particulars Less than 180 days More than 180 days Provision Total
Management believes that the unimpaired amounts that are past due by more than 180 days are still collectible in full,
based on historical payment behaviour and extensive analysis of customer credit risk.
Credit risk on cash and cash equivalents, deposits with banks is generally low as the said deposits have been made with
the banks who have been assigned high credit rating by credit rating agencies. Investments of surplus funds are made only
with approved financial institutions. Investments primarily include investments in mutual funds.
The security deposit pertains to rent deposit given to lessors. The Company does not expect any losses from non-
performance by these counter-parties
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Group’s approach to managing liquidity is to
ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and
stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.
The finance team monitors rolling forecasts of the Group’s liquidity position and cash and cash equivalents on the basis of
expected cash outflows on trade payables and other financial liabilities and any excess/ short liquidity is managed in the
form of current borrowings, bank deposits and investment in mutual funds as per the approved frame work.
252
Corporate Overview Statutory Reports Financial Statements
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross
and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
Except for these financial liabilities, it is not expected that cash flows included in the maturity analysis could occur
significantly earlier, or at significantly different amounts.
Market risk is the risk that results from changes in market prices - such as foreign exchange rates, interest rates and others
- will affect the Group's income. The objective of market risk management is to manage and control market risk exposures
within acceptable parameters, while optimizing the return.
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Annual Report 2022-23
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in Market interests rate. The Group's main interest rate risk arises from short-term borrowings with variable rates, which
exposes the Group to cash flow interest rate risk. The Group has no debt exposure during the current year.The exposure of
the Group's borrowing to interest rate changes at the end of the reporting period are as follows
As at As at
Particulars
March 31, 2023 March 31, 2022
Sensitivity
The interest rate sensitivity is based on the closing balance of loans from banks.
32 Additional information as required under para 2 of General Instruction for the preparation of
Consolidated Financial Statements of Schedule III to the Act.
March 31, 2023
Net assets, i.e., total Share in other Share in total
assets minus total Share in profit/ (loss) comprehensive income comprehensive income
S
Name of Company liabilities / (loss) / (loss)
No
As % of As % of As % of As % of
Amount consolidated Amount consolidated Amount consolidated Amount consolidated
net assets profit/ (loss) net assets profit/ (loss)
Parent
Vijaya Diagnostic Centre Limited 54,508.80 99.72% 8,323.39 97.68% 19.39 96.18% 8,342.78 97.68%
Subsidiaries (including step down subsidiaries)
1 Medinova Diagnostic Services Limited (283.09) -0.52% 63.00 0.74% 0.77 3.84% 63.77 0.75%
2 VDC Diagnostic (Karnataka) LLP 435.63 0.80% 22.53 0.26% - 0.00% 22.53 0.26%
3 Doctors Lab Diagnostic Centre Private Limited 125.37 0.23% 8.48 0.10% - 0.00% 8.48 0.10%
4 Medinova Millennium MRI Services LLP 66.33 0.12% 103.53 1.22% - 0.00% 103.53 1.21%
5 Namrata Diagnostic Centre Private Limited (125.16) -0.23% (0.22) 0.00% - 0.00% (0.22) 0.00%
Non-controlling interest in all subsidiaries 190.14 0.35% 57.54 0.68% 0.29 1.44% 57.83 0.68%
Total 54,918.02 100.47% 8,578.25 100.68% 20.45 101.46% 8,598.70 100.68%
Consolidation adjustments (254.94) -0.47% (57.55) -0.68% (0.29) -1.46% (57.84) -0.68%
Net amount 54,663.08 100.00% 8,520.70 100.00% 20.16 100.00% 8,540.86 100.00%
254
Corporate Overview Statutory Reports Financial Statements
Parent
Vijaya Diagnostic Centre Limited 46,998.04 100.09% 10,810.47 97.68% 19.10 92.45% 10,829.57 97.67%
Subsidiaries (including step down subsidiaries)
1 Medinova Diagnostic Services Limited (346.84) -0.74% 206.89 1.87% 2.09 10.14% 208.99 1.88%
2 VDC Diagnostic (Karnataka) LLP 413.09 0.88% 17.67 0.16% - 0.00% 17.67 0.16%
3 Doctors Lab Diagnostic Centre Private Limited 116.89 0.25% 1.75 0.02% - 0.00% 1.75 0.02%
4 Medinova Millennium MRI Services LLP (37.19) -0.08% 30.64 0.28% - 0.00% 30.64 0.28%
5 Namrata Diagnostic Centre Private Limited (124.94) -0.27% (1.25) -0.01% - 0.00% (1.25) -0.01%
Non-controlling interest in all subsidiaries 132.31 0.28% 98.70 0.89% 0.59 2.86% 99.29 0.90%
Total 47,151.36 100.42% 11,164.87 100.89% 21.78 105.44% 11,186.66 100.89%
Consolidation adjustments (197.12) -0.42% (98.12) -0.89% (1.12) -5.44% (99.24) -0.90%
Net amount 46,954.24 100.00% 11,066.76 100.00% 20.66 100.00% 11,087.42 100.00%
Note:
The disclosure as above represents separate information for each of the consolidated entities before elimination of inter-
company transactions. The net impacts on elimination of inter company transactions/ profits/ Consolidation adjustments have
been disclosed separately. Based on the group structure, the Management is of the view that the above disclosure is appropriate
under requirements of the Act.
ii. The Group does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section
560 of Companies Act, 1956 during the financial year.
iii. The Group has not traded or invested in Crypto Currency or Virtual Currency during the financial year.
iv. The Group does not have any charges or satisfaction which is yet to be registered with Registrar of Companies (ROC) beyond
the statutory period.
v. The Group has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
vi. The Group has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Group shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
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Annual Report 2022-23
vii. The Group has not entered into any transaction which is not recorded in the books of accounts that has been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any
other relevant provisions of the Income Tax Act, 1961).
viii. The Group has not been declared as wilful defaulter by any bank or financial institution or other lender.
34 The Parent has received a letter dated July 5, 2021, March 14, 2022 and September 16, 2022 under section 37 of the Foreign
Exchange Management Act, 1999 read with section 133(6) of the Income Tax Act, 1961 from the Directorate of Enforcement,
Government of India (“ED”) requesting certain information for the purpose of their investigation. The Parent has responded to the ED
letter by letter dated August 5, 2021, March 31, 2022 and September 29, 2022 by providing the information requested for. The letter
has only sought certain information, which has been complied with, and it is not a show cause notice or demand letter at this stage,
and there is no impact to the financial statements.
35 Comparative figures
The Comparative figures for the previous year have been re-arranged to conform with the current year presentation of the accounts.
36 Subsequent events
Subsequent to March 31, 2023, the Board of Directors of the Company at its meeting held on 29 May 2023 has recommended a final
dividend of Re. 1/- per equity share which is subject to approval at the ensuing Annual General Meeting of the Company and hence
was not recognised as a liability.
As per our report of even date attached For and on behalf of the Board of Directors of
Amit Kumar Bajaj Dr. S. Surendranath Reddy S. Suprita Reddy K. Sunil Chandra
Partner Executive Chairman Chief Executive Officer Executive Director
Membership Number: 218685 DIN Number: 00108599 DIN Number: 01409332
256
Annual Report 2022-23
Corporate
Information
CIN: L85195TG2002PLC039075
STATUTORY AUDITORS
M/s. B S R & Associates LLP,
Chartered Accountants
38