b. Rights, preferences and restrictions attached to equity shares
The Company has only one class of equity share with face value of ' 10 per share. Each holder of equity share is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend.
I n 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, if any. The distribution will be in proportion to the number of equity shares held by the shareholders
Nature and purpose of other reserves General reserve
General reserve represents accumulated profits and is created by transfer of profits from retained earnings and it is not an item of other comprehensive income.
Securities premium
Securities premium represents the premium on issue of shares. This balance can be utilised in accordance with provisions of the Act.
Retained Earnings
Retained earnings are the profits that the Company has earned till date, less any transfer to general reserves & dividend
Terms & Conditions for long term secured borrowings from Banks
The Company had availed fully secured Term Loan from Axis Bank and ICICI Bank.
The facilities are secured by first pari-passu charge by way of mortgage of immovable property at Thane and Pune and Hypothecation of movable assets at Thane and Pune.
The total Term Loan from ICICI Bank is ' 202.10 Cr which includes TL-1 ' 167.10 Cr repayable in 10 year (Repayment starting date - November 2021. Last repayment date - October 2031) The rate of interest is MCLR plus 0.50% and TL-2 ' 35.00 Cr repayable in 10 years (Repayment starting date - November 2021. Last repayment date - October 2031) The rate of interest is MCLR plus 0.25%
The Company had availed fully secured Term Loan from Axis Bank and ICICI Bank which was paid from IPO proceedings in September 2023
Market risk - is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risks: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk includes investments, trade payables, trade receivables and loans.
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 interest rates. Since the Company has insignificant interest bearing borrowings, the exposure to risk of changes in market interest rates is minimal.
Foreign currency risk - is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates. The Company does not have any material foreign currency exposure.
NOTE: 32 - FINANCIAL RISK
The Company's activities expose it to various financial risks, including market risk, credit risk and liquidity risk. The Company's risk management assessment and policies and processes are established to identify and analyse the risks faced by the Company by setting appropriate limits and controls and monitoring such risks. The policies and processes are reviewed regularly to reflect changes in market conditions and the Company's activities.
Credit risk - is the risk of loss that may arise on outstanding financial instruments if a counterparty default on its obligations. The Company's exposure to credit risk arises majorly from trade receivables and other financial assets. Other financial assets are bank deposits with banks and hence, the Company does not expect any credit risk with respect to these financial assets. With respect to other financial assets, the Company has constituted teams to review the receivables on periodic basis and to take necessary mitigations, wherever required. The Company creates allowance for all unsecured receivables based on lifetime expected credit loss. At the balance sheet date, there was no significant concentration of credit risk and exposure thereon.
Liquidity risk - is the risk that the Company will not be able to meet the financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both, normal and stressed conditions, without incurring unacceptable losses or risk to the Company's reputation. With significant investments in fixed deposits, cash in hand and available borrowing lines, the Company does not envisage any material effect on its liquidity.
NOTE: 33 - OTHER ADDITIONAL NOTES FORMING PART OF FINANCIAL STATEMENT33.A Contingent liabilities and commitments [to the extent not provided for
Contingent Liability towards pending litigations related to disputed dues which have been contested by group at various forums:
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' In Million
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Particulars
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For the year ended 31s* March, 2024
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For the year ended 31st March, 2023
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Claim against the Company (not provided for)*
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31.80
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31.80
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Indirect tax Matter**
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12.90
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12.90
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Total
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44.70
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44.70
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*Out of various pending litigations, it is possible but not probable that outflow of money would be required to settle the matter.
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The Company has taken the adequate insumnce of ' 100.00 Million towards such matter arises if any.
The Group does not expect the outcome of the matters stated above to have material adverse impact on the Group's financial condition, results of operation or cash flows.
Future cash outflows, if any, in respect of above are determinable only on receipt of judgement/decisions pending at various forums/ authorities or final outcome of matter.
** Appeal filed with Commissioner ( Appeals ) -Thane. Hearing Concluded- Final Order Awaited
33.C Investment in subsidiaries and firms
The Company has invested in Jupiter Hospital Projects Private Limited holding 96.56 % stake as on 31st March, 2024. The total paid up capital of the Company consists of ' 80 Cr Equity Shares capital out of which the Company is holding ' 77.25 Cr Equity share capital.
The Company has invested in Medulla Healthcare Private Limited holding 100% stake as on 31st March, 2024 The total paid up capital of the Company consists of ' 1 Lakhs Equity Shares capital.
33.G Capital Management
For the purpose of the Company's Capital Management, capital includes issued capital and other equity reserves, long term funds attributable to the Equity Shareholders of the Company. The primary objective of the Company's Capital Management is to maximise shareholders value and keep the debt equity ratio within acceptable range. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants. The Company monitors capital using adjusted net debt to equity ratio. For this purpose, adjusted net debt is defined as total debt less cash and bank balances.
33.J Segment reporting
The chief operating decision maker (CODM) examines the Company's performance from a service perspective and has identified the Healthcare services as a single business segment. The Company is operating in India which constitutes a single geographical segment. Hence, as per Ind AS-108 Operating Segments issued by the Institute of Chartered Accountants of India, no separate disclosure on segment information is given in these financial statements.
33.K Public issue of equity shares
During the year, the Company has completed its Initial Public Offer ('IPO') of 1,18,24,163 equity shares of face value of ' 10 each for cash at a price of ' 735 per equity share (including a share premium of ' 725 per equity share) aggregating to ' 8,690.76 Million. This comprises of fresh issue of 73,74,163 equity shares aggregating up to ' 5,420.01 Million ('fresh issue') and an offer for sale of 4,450,000 equity shares aggregating to ' 3,270.75 Million.
The Company has incurred share issue expenses of ' 323.74 Million in reference to initial public offer which has been adjusted against securities premium.
The proceeds of IPO were utilised for repayment/prepayment, in full or part, of borrowings availed from banks by the Company and material subsidiary amounting to ' 5,101.55 Million and for general corporate purpose amounting to ' 11.63 Million.
33.L Dividend
The Board of Directors at their meeting held on 10th May, 2024 recommended a final dividend of ' 1 per share (10% of face value of ' 10 per share), subject to approval of the shareholders in forthcoming AGM. The final dividend on shares will be recorded as a liability on the date of approval by the shareholders.
33.M Additional regulatory information not disclosed elsewhere in the financial information
a) There are no properties / assets which are not held or registered in the name of the Company (benami property), other than those disclosed in this financial information.
b) Transactions and balances with companies which have been removed from register of Companies [struck off companies] as at the above reporting periods is Nil.
c) The Company has not traded / invested in Crypto currency.
d) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period.
e) The Company 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:
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 provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
Except as disclosed in Financial Statement of the subsidiary company Jupiter Hospital Projects Private Limited and Medulla Healthcare Private Limited.
f) 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:
i. 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
ii. provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
g) The Company has no such 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).
h) The Company has not granted any loans or advances in the nature of loans to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person.
i) The Company is not a declared wilful defaulter by any bank or financial Institution or other lender.
j) As at 31st March, 2024, there are no standards that have been issued but are not yet effective, which will impact this financial information.
33.N The Company does not have any transactions and outstanding balances during the current as well as previous period with Companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956 33.O Figures have been rounded off to the nearest Millions of rupees up to two decimal places (except for EPS and Nos of Shares)
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