Yatharth 27494896
Yatharth 27494896
SERVICES LIMITED
DIRECTORS’ REPORT
2021-22
To
The Member(s)
Your Directors have pleasure in presenting the 15th Annual Report together with the audited
Statement of Accounts for the financial year ended 31st March, 2022.
FINANCIAL RESULTS
The Company’s financial performances for the year under review along with previous year’s
figures are given hereunder:
Particulars for the Year ended 31st March, 2022
The Company recorded a turnover of Rs. million 2985.89 during the 2021-22 year as against Rs.
Million 1647.27 in the previous financial year and the Company has earned profit after tax of
Rs. million 420.87 as compared to the profit earned by the company of Rs. million 155.05 in the
previous financial year.
The Consolidated Financial Statements of the Company and its subsidiaries, prepared in
accordance with the Companies Act, 2013, SEBI LODR regulations and applicable Accounting
Standards along with all relevant documents and the Auditors’ Report form part of this Annual
Report. The Consolidated Financial Statements presented by the Company include the financial
results of its subsidiary companies, associates and joint ventures.
RESERVES
The Board of Directors of your company has decided not to transfer any amount to the Reserves
for the year under review.
DIVIDEND
The Board of Directors of your company, after considering holistically the relevant
circumstances and keeping in view the company’s dividend distribution policy, has decided that
it would be prudent, not to recommend any Dividend for the year under review.
WEBSITE
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no
dividend declared and paid last year.
SHARES
The Authorised Share Capital of the Company as on 31 st March 2022 was Rs. 115,00,00,000/-
(Rupees One Hundred Fifteen Crore Only). During the year company has allotted bonus shares
to the existing shareholders. Therefore, the Paid-Up Equity Share Capital of the Company on
31st March, 2022, was increased to Rs. 65,51,69,000/- (Rupees Sixty Five Crores Fifty One Lakh
Sixty Nine Thousand Only).
b. SWEAT EQUITY
The Company has not issued any Sweat Equity Shares during the year under review
c. BONUS SHARES
49137675 Equity share has been issued as Bonus Shares to the existing shareholders
during the year under review.
d. EMPLOYEES STOCK OPTION PLAN
The Company has not provided any Stock Option Scheme to the employees
DIRECTORS
There has been following changes taken place in the Board of Directors during the Financial
Year ended 31st March, 2022.
Sr. DIN Name of Director Date of Date of Status
No. Joining Cessation
1 01818736 Dr. Ajay Kumar Tyagi 28.02.2008 - No change
2 01792886 Dr. Kapil Kumar 28.02.2008 - No change
3 01792934 Dr. Neena Tyagi 28.02.2008 05.08.2021 Resigned
4 01777738 Dr. Manju Tyagi 28.02.2008 05.08.2021 Resigned
5 09322889 Mr. Yatharth Tyagi 15.09.2021 Appointed
6 07333674 Mr. Mukesh Sharma 21.02.2022 Appointed
7 09440514 Dr. Sanjeev Upadhyaya 21.02.2022 Appointed
8 01890754 Dr. Ila Patnaik* 21.02.2022 Appointed
*Note: Dr. Ila put her resignation by mail on 01.08.2022
The Company does not have Joint Venture and Associate Company but it has two Subsidiary
Companies. Details of which is enclosed as annexure-AOC-1:
Subsidiary [2(87)(i)&(ii)] - AKS Medical & Research Centre Private Limited (WOS)
Subsidiary [2(87)(i)&(ii)] - Ramraja Multispeciality Hospital & Trauma Centre Pvt. Ltd. (WOS)
Subsidiary [2(87)(i)&(ii)] - Sanskar Medica India Limited (WOS)
DEPOSITS
During the year, the Company has not accepted any deposits from its members in terms of
Section 73 of the Companies Act, 2013 and as per Acceptance of Deposit Rules 2014.
Extract of annual return in Form MGT-9 pursuant to the provisions of Section 92 read with Rule
12 of the Companies (Management and administration) Rules, 2014 is furnished in Annexure-I
and is attached to this Report.
During the year, 12 (Twelve) meetings of the Board were convened. The time gap between two
consecutive meetings of the Board did not exceed one hundred and twenty days.
LOANS, GUARANTEE AND INVESTMENT
The Company has provide corporate guarantee to its subsidiary companies for Rs.
75,56,00,000/- in AKS Medical & Research Centre Pvt. Ltd. and for Rs. 56,00,00,000/- in
Ramraja Multispeciality Hospital & Trauma Centre Pvt. Ltd. during the year under review.
Further the Company has made an investment of Rs.8,92,07,730.00 (Rupees Eight Crore Ninety
Two Lacs Seven Thousand Seven Hundred Thirty only) in the form of purchase of Equity share
capital in its subsidiary AKS Medical & Research Centre Pvt. Ltd. Further the company has
acquired Ramraja Multispeciality Hospital & Trauma Centre Pvt. Ltd. on 18.02.2022 by
purchasing of all equity shares i.e. 40,10,000 (Forty Lacs Ten Thousand Equity Shares only).
Now the said company has been wholly owned subsidiary of Yatharth Hospital & Trauma Care
Services Ltd.
Further that the Company has not given any loan nor provided any security in connection with a
loan to any person under section 186 of the Companies Act 2013.
There were no contracts or arrangements entered into by the company in accordance with
provisions of section 188 of the Companies Act, 2013. However, the company has complied with
the provisions of AS-18 by making the disclosure in the notes to accounts, forming part of the
Financial Statements attached as Annexure-II.
The provisions of Section 134(m) of the Companies Act, 2013 read with Rule 8(3) of the
Companies {The Companies (Accounts)} Rules, 2014 are given as below:
A) Conservation of energy
The provisions of Section 134(m) of the Companies Act, 2013 with respect to Conservation of
energy applies to our Company. Proper steps have been taken by the Company for the optimal
utilization of energy like installation of LED Bulbs, low electric consuming air conditioning, auto
sleep mode of systems if isolate for few minutes and approach to use 5 star rated appliances
and equipments etc.
The efforts made towards technology absorption and the benefits derived like product
improvement, cost reduction, product development and adoption of state of the art
technology.
There was no foreign exchange inflow and outflow during the financial year under review.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
The provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are now applicable to
our Company as there are no employee, other than executive directors who are in receipt of
remuneration not less than Rs. million 10.20 p.a. if employed throughout the financial year and
not less than Rs. Million 0.85 p.m., if employed for a part of financial year.
SECRETARIAL AUDITOR
Pursuant to the provisions of section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed Mr. Manoj Kumar Pandey, Practicing Company Secretary (Certificate of Practice
Number: 9655) to undertake the Secretarial Audit of the Company.
The Company has annexed to this Board Report as Annexure-MR-3, a Secretarial Audit Report
given by the Secretarial Auditor.
The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
The provisions of Section 149 pertaining to the appointment of Independent Directors has been
complied by your Company.
STATUTORY AUDITOR
“RESOLVED THAT pursuant to the provisions of Section 139, 142 and other applicable
provisions of the Companies Act, 2013, if any, read with the Companies (Audit & Auditors)
Rules, 2014, (including any statutory enactment or modification thereof), consent of the
members be and is hereby accorded to appoint M/s. R. Nagpal Associates., Chartered
Accountants, (Firm Registration No.002626N) as the Statutory Auditors of the Company to hold
the office from the conclusion of this Annual General Meeting till the conclusion of the Annual
General Meeting to be held for the Financial Year ending 31 st March, 2026 on such
remuneration including out of pocket expenses and other expenses as may be mutually agreed
by and between the members, Board of Directors and the Auditor of the Company.”
INTERNAL AUDITOR
Pursuant to the provisions of section 138(1) of the Companies Act, 2013 read with Rule 13 of
the Companies (Accounts) Rules, 2014, the Company has appointed Mr. Singh RK & Associates,
Chartered Accountant (Certificate of Practice Number: 532096) to undertake the Internal Audit
of the Company. Audit Report for the FY 21-22 enclosed
COST AUDITOR
pursuant to section 148 (3) of the Companies Act, 2013 and rule 6(2) of the companies (Cost
records and Audit Rules) 2014 M/s Subodh Kumar & Co. Cost Accountant (Registration No.
104250) to undertake the Cost Audit of the Company. Audit Report for the FY 21-22 enclosed
AUDITORS REPORT
The notes on financial statement referred to in the Auditors’ Report are self-explanatory and
do not call for any further comments. The Auditors’ Report does not contain any qualification,
reservation or adverse remark.
Your Company believes that CSR initiatives has played pivotal role in improving the lives of the
communities and society at large. Your Company has been actively working on Infrastructure
development, health, education, Livelihood and Employability, Social & cultural growth.
In compliance with the requirements of Section 135 of the Act read with the Companies
(Corporate Social Responsibility Policy) Rules, 2014, the Board has constituted a Corporate
Social Responsibility Committee and also has in place a CSR Policy. New CSR policy has been
adopted on 21.02.2022.
S. No Name Designation
1. Dr. Ajay Kumar Tyagi Chairman
2. Dr. Kapil Kumar Member
3. Dr. Sanjeev Upadhyaya Member
The Annual Report on CSR activities as required to be given under Section 135 of the
Companies Act, 2013 and Rule 8 of the Companies (Corporate Social Responsibility Policy)
Rules, 2014 is attached in Annexure-III.
Total amount to be spent on CSR was Rs. Million 1.76/- but Rs. Million 3.00 have been spent as
there was some old unspent amount i.e. for Rs. Million 0.50 was standing. Further the Company
is actively engaged in CSR activities.
Your Company has adequate internal control system commensurate with the nature and size of
its business. Internal audit function is in place, which endeavour’s to make meaningful
contributions to the Company’s overall governance, risk management, and internal controls.
The function reviews and ensures sustained effectiveness of Internal Financial Controls by
adopting a systematic approach.
The Company has devised systems, policies and procedures, which are currently operational
within the Company for ensuring orderly and efficient conduct of its business, safeguarding
assets of the company, prevention and detection of frauds and errors, accuracy and
completeness of the accounting records and management information system.
The company is process to appoint Internal Auditor to review and evaluate the effectiveness of
the existing processes, controls and compliances. The Internal Auditor shall make periodical
presentations on audit observations, including the status of follow-up.
MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE
COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS
FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
The Company has acquired a new hospital in Orchha, Madhya Pradesh on 18.02.2022. The
acquired company possess 305 bedded super specialty hospital in the name of M/s Ramraja
Multispeciality Hospital & Trauma Centre Private Limited. The said hospital has been
operational since 10.04.2022.
Further Company has been converted into public limited on 18.11.2021 with the prospect of
opening for public issue. Company has filed DRHP on 31.03.2022 and got the approvals from
NSE, BSE and SEBI. Currently company is working to finalise UDRHP for the said proposed issue.
The Company has in place an Anti Sexual Harassment Policy in line with the requirements of
the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act,
2013. Internal Complaints Committee (ICC) has been set up to redress complaints received
regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are
covered under this policy.
No fraud has been noticed or reported in the Company by its employees and officers during the
Financial Year 2021-22.
As required under Section 134(5) of the Companies Act, 2013, the Directors of the Company
hereby states that:
a) In the preparation of the annual accounts for the year ended 31 st March 2022, the
applicable accounting standards had been followed along with proper explanation
relating to material departures.
b) The Directors had selected such accounting policies and applied them consistently and
made judgements and estimates that are reasonable and prudent so as to give a true
and fair view of the state of affairs of the company at the end of the financial year and
of the Profit and Loss of the company for that period.
c) The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the company and for preventing and detecting fraud and other irregularities.
d) The Directors had prepared the annual accounts on a Going Concern Basis.
e) The Directors had devised proper system to ensure compliance with the provisions of
all applicable laws and such system were adequate and operating effectively.
ACKNOWLEDGEMENTS
Your Directors place on record their sincere thanks to bankers, business associates,
consultants, and various Government Authorities for their continued support extended to your
Companies activities during the year under review. Your Directors also acknowledges gratefully
the shareholders for their support and confidence reposed on your Company.
Date : 04.08.2022
Place : Greater Noida West
Annexure I
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company
(Management & Administration) Rules, 2014
1. CIN U85110DL2008PLC174706
2. Registration Date 28/02/2008
3. Name of the Company Yatharth Hospital & Trauma Care Services Limited
4. Category/Sub-category Non Government Company
of the Company
5. Address of the JA 108 DLF Tower A Jasola District Centre Delhi -110025
Registered office & cs@yatharthhospitals.com
contact details 0120-6811236
6. Whether listed company No
7. Name, Address & Link Intime India Private Limited
contact details of the C-101, 1st Floor, 247 Park, L.B.S. Marg, Vikhroli (West),
Registrar & Transfer Mumbai 400 083
Agent, if any. Tel: +91 22 4918 6200
II. (A): PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities
contributing 10 % or more of the total turnover of the company shall be stated)
S. No. Name and Description of main NIC Code of the % to total turnover of the
products / services Product/service company
1 Hospital Activities 86100 100%
(B): Particulars of its holding, Subsidiary and Associate Company
S. No. Name of Company Relation Pursuant to Companies
Act, 2013
1 AKS Medical and Research Subsidiary Section 2(87)(i)&(ii)
Centre Private Limited
2 Ramraja Multispeciality Hospital Subsidiary Section 2(87)(i)&(ii)
& Trauma Centre Pvt. Ltd.
3 Sanskar Medica India Limited Subsidiary Section 2(87)(i)&(ii)
III. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
Category-wise Share Holding
Category of No. of Shares held at the beginning No. of Shares held at the end of the % change
Shareholders of the year year during the
year
Demat Physical Total % of Demat Physical Total % of
Total Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF 0 9796500 9796500 59.81 39186000 0 39186000 59.81 0 0
0 0 0 0 0 0 0 0 0 0
b) Central Govt.or
State Govt.
c) Bodies 0 0
Corporates
d) Bank/FI 0 0 0 0 0 0 0 0 0 0
e) Any other 0 0 0 0 0 0 0 0 0 0
(2) Foreign
a) NRI- Individuals 0 0 0 0 0 0 0 0 0 0
b) Other 0 0 0 0 0 0 0 0 0 0
Individuals
c) Bodies Corp. 0 0 0 0 0 0 0 0 0 0
d) Banks/FI 0 0 0 0 0 0 0 0 0 0
e) Any other… 0 0 0 0 0 0 0 0 0 0
(1) Institutions
a) Mutual Funds 0 0 0 0 0 0 0 0 0 0
b) Banks/FI 0 0 0 0 0 0 0 0 0 0
C) Central govt 0 0 0 0 0 0 0 0 0 0
d) State Govt. 0 0 0 0 0 0 0 0 0 0
e) Venture Capital 0 0 0 0 0 0 0 0 0 0
Fund
f) Insurance 0 0 0 0 0 0 0 0 0 0
Companies
g) FIIS 0 0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0 0
h) Foreign Venture
Capital Funds
i) Others (specify) 0 0 0 0 0 0 0 0 0 0
c) Others (specify) 0 0 0 0 0 0 0 0 0 0
Hindu Undivided 0 0 0 0 0 0 0 0 0 0
Family
SUB TOTAL (B)(2): 0 0 0 0 0 0 0 0 0 0
C. Shares held by
Custodian for
GDRs & ADRs
Grand Total
(A+B+C) 0 16379225 16379225 100 65516900 0 65516900 100 0 0
B) SHAREHOLDING OF PROMOTER-
S Shareholder’s Shareholding at the beginning of the Shareholding at the end of the year % change
No. Name year in Share-
No. of % of %of Shares No. of % of %of Shares holding
Shares total Pledged / Shares total Pledged / during
Shares of encumbered Shares of encumbered the year
the to total the to total
company shares company shares
1. Dr. Ajay 6755400 41.24 0 27021600 41.24 0 0
Kumar Tyagi
2. Dr. Kapil 3041100 18.57 0 12164400 18.57 0 0
Kumar
Total 9796500 59.81 0 39186000 59.81 0 0
1 Neena Tyagi 1754900 10.71 7019600 10.71 2202039 10.71 5264700 Bonus
2 Manju Tyagi 2881050 17.59 11524200 17.59 3615126 17.59 8643150 Bonus
3 Vimla Tyagi 935750 5.71 3743000 5.71 1174174 5.71 2807250 Bonus
4 Krishna Tyagi 505725 3.09 2022900 3.09 634581 3.09 1517175 Bonus
5 Prem Narayan 505300 3.09 2021200 3.09 634048 3.09 1515900 Bonus
Tyagi
S.No. Name of the At the beginning At the end of the Cumulative Increase
Directors / of the year (i.e. year (i.e. Shareholding /
KMP 01.04.2021) 31.03.2022) during the year Decrease
(Designation) No. of % of No. of % of No. of % of in Share
Shares total Shares total share total holding
Shares Shares s Shares during
of the of the of the the year
compa company company
ny
1 Dr. Ajay 6755400 41.24 27021600 41.24 - - 20266200
Kumar Tyagi
(Chairman
and WTD)
2 Dr. Kapil 3041100 18.57 12164400 18.57 - - 9123300
Kumar (MD)
3 *Dr. Neena 1754900 10.71 7019600 10.71 - - 5264700
Tyagi
4 *Dr. Manju 2881050 17.59 11524200 17.59 - - 8643150
Tyagi
5 Mr. Yatharth 0 0 0 0 0 0 0
Tyagi (WTD)
6 Mr. Amit 0 0 0 0 0 0 0
Kumar Singh
(CEO)
7 Mr. Pankaj 0 0 0 0 0 0 0
Prabhakar
(CFO)
8 Mr. Ritesh 0 0 0 0 0 0 0
Mishra
(CS & CO)
*Note: Dr. Neena and Dr. Manju have resigned form the Board from the position of Director w.e.f.
05.08.2021, now they are shareholders only.
F) INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment-
Secured Loans
Unsecured Total
excluding Deposits
Loans Indebtedness
deposits
Indebtedness at the beginning of 0
the financial year
i) Principal Amount 914.79 2.48 0.00 917.27
ii) Interest due but not paid 0.00 0.00 0.00 0.00
iii) Interest accrued but not due 0.00 0.00 0.00 0.00
Total (i+ii+iii) 914.79 2.48 0.00 917.27
Change in Indebtedness during
the financial year 0.00 0.00 0.00 0.00
* Addition - - - -
* Reduction 214.24 2.48 0.00 216.72
Net Change -214.24 -2.48 0.00 -216.72
Indebtedness at the end of the
financial year 0.00 0.00 0.00 0.00
i) Principal Amount 0.00 0.00 0.00 0.00
ii) Interest due but not paid 0.00 0.00 0.00 0.00
iii) Interest accrued but not due 0.00 0.00 0.00 0.00
Total (i+ii+iii) 700.55 0.00 0.00 700.55
Remuneration to Director:
SN. Particulars of Name of MD/WTD/ Manager/Director Total Amount
Remuneration
Dr. Ajay Kumar Tyagi Dr. Kapil Kumar Mr. Yatharth Tyagi
B. DIRECTORS
Penalty NIL NIL NIL
Punishment NIL NIL NIL
Compounding NIL NIL NIL
C. OTHER OFFICERS IN DEFAULT
Penalty NIL NIL NIL
Punishment NIL NIL NIL
Compounding NIL NIL NIL
Date : 04.08.2022
Place : Greater Noida West