We have audited the accompanying standalone financial
statements of Dr. Agarwal's Health Care Limited (the
"Company"), which comprise the Balance Sheet as at
31 March 2025, and the Statement of Profit and Loss
(including Other Comprehensive Income), the Cash Flow
Statement and the Statement of Changes in Equity for
the year ended on that date, and notes to the financial
statements, including a summary of material accounting
policies and other explanatory information.
In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
standalone financial statements give the information
required by the Companies Act, 2013 (the "Act") in
the manner so required and give a true and fair view
in conformity with the Indian Accounting Standards
prescribed under section 133 of the Act, ("Ind AS") and
other accounting principles generally accepted in India,
of the state of affairs of the Company as at 31 March
2025, and its profit, total comprehensive income, its cash
flows and the changes in equity for the year ended on
that date.
Basis for Opinion
We conducted our audit of the standalone financial
statements in accordance with the Standards on
Auditing ("SA"s) specified under section 143(10) of the
Act. Our responsibilities under those Standards are
further described in the Auditor's Responsibility for the
Audit of the Standalone Financial Statements section
of our report. We are independent of the Company in
accordance with the Code of Ethics issued by the Institute
of Chartered Accountants of India ("ICAI") together
with the ethical requirements that are relevant to our
audit of the standalone financial statements under the
provisions of the Act and the Rules made thereunder,
and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the ICAI's Code
of Ethics. We believe that the audit evidence obtained by
us is sufficient and appropriate to provide a basis for our
audit opinion on the standalone financial statements.
Key Audit Matters
Key audit matters are those matters that, in our
professional judgment, were of most significance in
our audit of the standalone financial statements of
the current period. These matters were addressed in
the context of our audit of the standalone financial
statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion
on these matters. We have determined the matters
described below to be the key audit matters to be
communicated in our report.
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Sr' Key Audit Matter
No.
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Auditor's Response
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1 Evaluation of impairment of carrying value of Goodwill and
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Our
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principal audit procedures performed include:
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intangible assets related to Cash generating units:
The Company has a totally carrying value of ' 469.06 Crores
towards Goodwill on acquisitions arising on account of various
acquisitions of eye hospitals. The Company also has an amount
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1)
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We obtained understanding of the process followed
by the Company in respect of the assessment of
impairment of goodwill and other intangible assets
related to the identified cash generating units.
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of ' 257.56 Crores towards various intangible assets recognised
towards such acquisitions. The Company's evaluation of
impairment of the Goodwill and other intangible assets related
to the identified cash generating units involves the comparison
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2)
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Evaluated the Company's accounting policy in respect of
impairment assessment of goodwill and other intangible
assets with reference to the requirements of the
applicable accounting standards.
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of their recoverable values to their corresponding carrying
values. The Company used the discounted cash flow model to
arrive at recoverable values, which requires management to
make estimates and assumptions such as forecasts of future
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3)
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We tested the Design, Implementation and Operating
effectiveness of controls over impairment testing
process, including those over the key assumptions and
review of the valuation methodology.
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revenues, growth rates, operating margins and discount rates.
(Refer Note 3 for the "Critical accounting judgements and key
sources of estimation uncertainty" and Note 2.12 and Note 8 to
the standalone financial statements)
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4)
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Evaluated the objectivity, competence and independence
of the specialist engaged by the Company for
impairment analysis of select cash generating units and
reviewed the valuation report issued by such specialist.
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Changes in these assumptions could have a significant impact
on either the recoverable value, the amount of any impairment
charge, or both. Considering the same and taking into account
the size/ materiality of these aggregate balances, we have
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5)
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Obtained an understanding and tested the
reasonableness of management's cash flow projections
and the assumptions used in the discounted cash flow
model.
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considered this evaluation of impairment of carrying value of
Goodwill and other intangible assets related to the identified
cash generating units as a key audit matter.
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6)
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Tested the appropriateness of the input data considered
for the purposes of valuation by reconciling projected
cash flows with underlying business plan and related
details.
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Sr.
No.
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Key Audit Matter
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Auditor's Response
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7)
8)
9)
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Involved our internal valuation specialists as auditor's
expert and evaluated the reasonableness of valuation
methodology used by the management, evaluating
the mathematical accuracy and review of the key
assumptions such as the discount rate & growth rate and
applying sensitivities to assess the reasonableness of the
key assumptions;
Performed a sensitivity analysis to evaluate the impact
of change in key assumptions individually or collectively
to the recoverable value.
Evaluated the adequacy of the related disclosures in the
financial statements
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2.
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Revenue recognition - Income from Surgeries:
Revenue from Surgeries for the year ended 31 March 2025 is
' 718.13 Crores.
Income from Surgeries performed are recognised when
performance obligation is satisfied, on rendering the related
services (i.e, upon completion of the surgery). Revenue is
measured at the transaction price of the consideration received
or receivable for the services rendered.
Given the high volume of patient transactions for the surgeries
performed and presence of branches in different geographical
locations, there is significant audit effort to test the occurrence,
accuracy and completeness of the revenue recognised. Hence,
we have considered this to be as a key audit matter.
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Our principal audit procedures performed include:
1) We understood and evaluated the Company's process for
recording and measuring the revenues for the surgeries
performed.
2) Evaluated the Company's accounting policy in respect of
revenue recognition with reference to the requirements
of the applicable accounting standards.
3) We tested the Design, Implementation and Operating
effectiveness of controls (including automated controls)
over the (a) completion of performance obligation;
(b) determination of final price to be billed to the patient
with respect to all the services rendered as per the
approved rate master; (c) approval of the discounts
provided to the patient; (d) completeness of revenue
being recognised for all the surgeries performed and (e)
reconciliation of cash collection with the billing records
and bank accounts.
4) We involved our Information Technology Specialists to
test the Information Technology General Controls over
the applications used by the Company for recording
revenue, invoicing and health records of patients for the
surgeries performed.
5) For the samples selected, we have performed the
following procedures:
(a) For a sample of surgeries performed, we have tested
the underlying evidence for the revenue recognised
including patient registration documents, rate
masters, surgery register, TPA / Government final
authorisations (for credit cases), patient records,
approvals for discounts etc;
(b) Reconciled the list of surgeries recorded in the
surgery register / patient records with the list of
invoices raised for the selected sample branch days;
(c) Reconciled the amounts deposited in the bank
accounts/approvals from TPA/Government agencies
with the billing records and collection report of the
previous day for the selected sample branch days.
6) Reconciled the total collections received during the year
in the bank statement to the revenue recognised for the
year.
7) We assessed the adequacy of disclosures in the financial
statements in accordance with the requirements of Ind
AS 115, Revenue from contracts with customers.
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Sr.
No.
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Key Audit Matter
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Auditor's Response
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3
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Allowance for credit loss on overdue trade receivables
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Our
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principal audit procedures performed include:
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The Company has total outstanding trade receivable of ' 81.47
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1)
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Assessed the appropriateness of the Company's
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Crores (corresponding allowance for expected credit loss
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accounting policy by comparing the same with the
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amounts to ' 24.50 Crores) as at 31 March 2025.
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applicable accounting standards.
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The appropriate valuation of trade receivables is dependent on
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2)
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Evaluated the design and implementation and tested
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a number of factors such as age, credit worthiness, intent and
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the operating effectiveness of controls over the (1)
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ability of counter parties to make payment.
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development of the methodology for the allowance for
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The carrying value is adjusted with the allowance for credit loss
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credit losses, including consideration of the current and
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amount calculated based on the above-mentioned factors,
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estimated future economic conditions, (2) completeness
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wherein estimates and judgements are involved considering the
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and accuracy of information used in the estimation of
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delay and default risk and hence it has been considered as a key
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probability of default and delay, and (3) computation of
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audit matter.
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the allowance for credit losses.
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Refer to the material accounting policies para 2.25.1 and Note 17
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3)
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Assessed the profile of trade receivables and the
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of the Standalone Financial Statements.
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economic environment applicable to these trade
receivables by testing the input data such as credit
reports and other credit related information used by the
Management for a sample of such customers.
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4)
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Evaluated the simplified approach applied by the
Company to identify lifetime expected credit losses.
In doing so, tested the historical provision rates and
an evaluation was carried out for the need for it to be
adjusted to reflect relevant, reasonable and supportable
information about expected recoveries in the future.
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5)
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Recomputed the expected credit loss allowance
considering the above determined input data and
compared the amounts so recomputed with the
amounts recorded by the Management to determine if
there were any material difference individually or in the
aggregate.
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6)
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Evaluated the adequacy of the disclosures in the
financial statements by mapping the same against the
requirements of the applicable accounting standards.
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Information Other than the
Financial Statements and Auditor's
Report Thereon
• The Company's Board of Directors is responsible
for the other information. The other information
comprises the Board of Director's report (but does
not include the consolidated financial statements,
standalone financial statements and our auditor's
report thereon) which we obtained prior to the date
of this auditor's report, and the Annual Report,
which is expected to be made available to us after
that date.
• Our opinion on the standalone financial statements
does not cover the other information and we do
not and will not express any form of assurance
conclusion thereon.
• I n connection with our audit of the standalone
financial statements, our responsibility is to read
the other information identified above when it
becomes availableand, indoing so, consider whether
the other information is materially inconsistent
with the standalone financial statements or our
knowledge obtained during the course of our audit
or otherwise appears to be materially misstated.
• I f, based on the work we have performed on the
other information that we obtained prior to the date
of this auditor's report, we conclude that there is a
material misstatement of this other information,
we are required to report that fact. We have nothing
to report in this regard.
• When we read the Annual Report, if we conclude
that there is a material misstatement therein, we
are required to communicate the matter to those
charged with governance as required under SA 720
'The Auditor's responsibilities Relating to Other
Information'.
Responsibilities of Management and
Board of Directors for the Standalone
Financial Statements
The Company's Board of Directors is responsible for
the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone
financial statements that give a true and fair view of
the financial position, financial performance including
other comprehensive income, cash flows and changes
in equity of the Company in accordance with the
accounting principles generally accepted in India,
including Ind AS specified under section 133 of the
Act. This responsibility also includes maintenance of
adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of
the Company and for preventing and detecting frauds
and other irregularities; selection and application of
appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal
financial controls, that were operating effectively
for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and
presentation of the financial statements that give a true
and fair view and are free from material misstatement,
whether due to fraud or error.
In preparing the standalone financial statements,
management and Board of Directors are responsible
for assessing the Company's ability to continue as a
going concern, disclosing, as applicable, matters related
to going concern and using the going concern basis of
accounting unless the Board of Directors either intend to
liquidate the Company or to cease operations, or has no
realistic alternative but to do so.
The Company's Board of Directors is also responsible for
overseeing the Company's financial reporting process.
Auditor's Responsibility for
the Audit of the Standalone
Financial Statements
Our objectives are to obtain reasonable assurance
about whether the standalone financial statements as
a whole are free from material misstatement, whether
due to fraud or error, and to issue an auditor's report that
includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a
material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions
of users taken on the basis of these standalone
financial statements.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional
scepticism throughout the audit. We also:
• Identify and assess the risks of material
misstatement of the standalone financial
statements, whether due to fraud or error, design
and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the
override of internal control.
• Obtain an understanding of internal financial
controls relevant to the audit in order to design
audit procedures that are appropriate in the
circumstances. Under section 143(3)(i) of the Act,
we are also responsible for expressing our opinion
on whether the Company has adequate internal
financial controls with reference to standalone
financial statements in place and the operating
effectiveness of such controls.
• Evaluate the appropriateness of accounting
policies used and the reasonableness of accounting
estimates and related disclosures made by
the management.
• Conclude on the appropriateness of management's
use of the going concern basis of accounting and,
based on the audit evidence obtained, whether
a material uncertainty exists related to events or
conditions that may cast significant doubt on the
Company's ability to continue as a going concern.
If we conclude that a material uncertainty exists,
we are required to draw attention in our auditor's
report to the related disclosures in the standalone
financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions
are based on the audit evidence obtained up to the
date of our auditor's report. However, future events
or conditions may cause the Company to cease to
continue as a going concern.
• Evaluate the overall presentation, structure and
content of the standalone financial statements,
including the disclosures, and whether the
standalone financial statements represent the
underlying transactions and events in a manner
that achieves fair presentation.
Materiality is the magnitude of misstatements in the
standalone financial statements that, individually or
in aggregate, makes it probable that the economic
decisions of a reasonably knowledgeable user of the
standalone financial statements may be influenced.
We consider quantitative materiality and qualitative
factors in (i) planning the scope of our audit work and
in evaluating the results of our work; and (ii) to evaluate
the effect of any identified misstatements in the
standalone financial statements.
We communicate with those charged with governance
regarding, among other matters, the planned scope
and timing of the audit and significant audit findings,
including any significant deficiencies in internal financial
controls that we identify during our audit.
We also provide those charged with governance with
a statement that we have complied with relevant
ethical requirements regarding independence, and to
communicate with them all relationships and other
matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the standalone
financial statements of the current period and are
therefore the key audit matters. We describe these
matters in our auditor's report unless law or regulation
precludes public disclosure about the matter or when,
in extremely rare circumstances, we determine that
a matter should not be communicated in our report
because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest
benefits of such communication.
Report on Other Legal and
Regulatory Requirements
1. As required by Section 143(3) of the Act, based on
our audit, we report that:
a) We have sought and obtained all the
information and explanations which to the best
of our knowledge and belief were necessary for
the purposes of our audit.
b) I n our opinion, proper books of account as
required by law have been kept by the Company
so far as it appears from our examination of
those books except for not keeping backup
on a daily basis of such books of account
maintained in electronic mode in a server
physically located in India (refer Note 57 to the
standalone financial statements).
c) The Balance Sheet, the Statement of Profit and
Loss including Other Comprehensive Income,
the Cash Flow Statement and Statement of
Changes in Equity dealt with by this Report are
in agreement with the books of account.
d) In our opinion, the aforesaid standalone
financial statements comply with the Ind AS
specified under Section 133 of the Act.
e) On the basis of the written representations
received from the directors as on 31 March
2025 taken on record by the Board of Directors,
none of the directors is disqualified as on 31
March 2025 from being appointed as a director
in terms of Section 164(2) of the Act.
f) The modifications relating to the maintenance
of accounts and other matters connected
therewith, are as stated in paragraph (b) above.
g) With respect to the adequacy of the internal
financial controls with reference to standalone
financial statements of the Company and the
operating effectiveness of such controls, refer
to our separate Report in "Annexure A". Our
report expresses an unmodified opinion on
the adequacy and operating effectiveness of
the Company's internal financial controls with
reference to standalone financial statements.
h) With respect to the other matters to be
included in the Auditor's Report in accordance
with the requirements of section 197(16) of the
Act, as amended,
In our opinion and to the best of our information
and according to the explanations given to us,
the remuneration paid by the Company to its
directors during the year is in accordance with
the provisions of section 197 of the Act.
i) With respect to the other matters to be
included in the Auditor's Report in accordance
with Rule 11 of the Companies (Audit and
Auditors) Rules, 2014, as amended in our
opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of
pending litigations on its financial position
in its standalone financial statements
- Refer Note 45 to the standalone
financial statements;
ii. The Company did not have any long-term
contracts including derivative contracts
for which there were any material
foreseeable losses.
iii. There were no amounts which were
required to be transferred to the Investor
Education and Protection Fund by
the Company.
iv. (a) The Management has represented
that, to the best of its knowledge
and belief, other than as disclosed
in the note 56 (x) to the standalone
financial statements no funds have
been advanced or loaned or invested
(either from borrowed funds or share
premium or any other sources or kind
of funds) by the Company to or in any
other person(s) or entity (ies), including
foreign entities ("Intermediaries"),
with 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
behalf of the Company ("Ultimate
Beneficiaries") or provide any
guarantee, security or the like on
behalf of the Ultimate Beneficiaries.
(b) The Management has represented,
that, to the best of its knowledge
and belief, other than as disclosed
in the note 56 (xi) to the standalone
financial statements, no funds have
been received by the Company from
any person(s) or entity(ies), including
foreign entities ("Funding Parties"),
with the understanding, whether
recorded in writing or otherwise,
that the Company shall, 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 provide any
guarantee, security or the like on
behalf of the Ultimate Beneficiaries.
(c) Based on the audit procedures
performed that have been considered
reasonable and appropriate in the
circumstances, nothing has come
to our notice that has caused us to
believe that the representations under
sub-clause (i) and (ii) of Rule 11(e),
as provided under (a) and (b) above,
contain any material misstatement.
v. The company has not declared or paid
any dividend during the year and has not
proposed final dividend for the year.
vi. Based on our examination, which included
test checks, the Company has used
accounting softwares for maintaining
its books of account for the year ended
31 March 2025 which have a feature of
recording audit trail (edit log) facility and
the same has operated throughout the
year for all relevant transactions recorded
in the software. Further, during the course
of our audit, we did not come across any
instance of the audit trail feature being
tampered with.
Additionally audit trail has been preserved
by the Company as per the statutory
requirements for record retention.
2. As required by the Companies (Auditor's Report)
Order, 2020 ("the Order") issued by the Central
Government in terms of Section 143(11) of the Act,
we give in "Annexure B" a statement on the matters
specified in paragraphs 3 and 4 of the Order.
For Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No.008072S)
R. Prasanna Venkatesh
Partner
Place: Chennai Membership No. 214045
Date: 28 May 2025 UDIN: 25214045BMNWIJ9458
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