Revised Annual Report 202122

Julyy 13, 2022
The National Stoock Exchangge of India Liimited The Bom mbay Stock Exchange
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Exchhange Plaza Phiroze Jeejeeboy Towers
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Banndra Kurla Coomplex, Dalal Sttreet,
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Deaar Sirs/Madam
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Sub
b: Notice of 22nd
2 Annuaal General Meeting
M of ou
ur companyy.
Thiss is with refference to ouur letter dateed July 12, 2022

2 submittting copies of notice for the
22ndd Annual Geeneral Meetiing to be helld on Augustt 03, 2022, along
a with thhe Annual reeport
sentt to the sharehholders.
Whiile reviewingg the above papers we noticed

n somee pages weree left out wh
hile collatingg the
full set. We aree therefore reesubmitting the notice along
a with coorrected cop
py of the Annnual
Report.
We request you to kindly takke the same on

o the recordd in the placee of earlier doocuments.
We regret for thee inconvenieence.
Youurs Faithfullyy,
For Thyrocare Technologie
T es Limited,
mjee Dorai
Ram
Com
mpany Secreetary and Compliance Officer
O
A N N U A L R E P O R T 2 0 2 1 - 2 2
Contents
01
Corporate Overview
02
Statutory Reports
03
Financial Statements
01 - 17 - Standalone Financial Statement
Corporate Information Board’s Report & Annexures
90 -
02 - 41 - Independent Auditor’s Report
Welcome to the world of Thyrocare Management Discussion and Analysis
100 -
04 - 61 - Balance Sheet
Our new Brand Identity Corporate Governance Report
TESTS YOU CAN TRUST 101 -
82 - Profit & Loss Account
06 - Business Responsibility Report
Key Numbers that define us 102 -
Cash Flow Statement
07 -
Our pan-India footprints 104 -
Statement of Changes in Equity
08 -
Financial Highlights 105 -
Notes to Financial Statements
10 -
Uncompromised Quality Assurance
Consolidated Financial Statement
11 -
156 -
Unwavering focus on Technology
Independent Auditor’s Report
12 -
164 -
Letter from the CEO
Balance Sheet
14 -
165 -
Board of Directors
Profit & Loss Account
16 -
166 -
Key Management Persons
Cash Flow Statement
168 -
Statement of Changes in Equity
169 -
Notes to Financial Statements
221 -
22nd AGM Notice
To get this report online and

for any other information,
log on to: www.thyrocare.com
Disclaimer
The contents of Annual Report with regard to the business section are for information purposes only and it contains general background in-
formation about the Company’s activities. The Company assumes no responsibility to publicly amend, modify or revise any forward-looking
statements on the basis of any subsequent development, information, or events, or otherwise. This Annual Report comprises information given
in summary form and does not purport to be complete. The contents of Annual Report should not be considered as a recommendation to any
investor to purchase the equity shares of the Company. These contents include statements that are, or may be deemed to be, “forward-looking
statements”. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circum-
stances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance including those relating
to general business plans and strategy of the Company, its future financial condition and growth prospects, and future developments in its busi-
nesses and its competitive and regulatory environment. No representation, warranty or undertaking, express or implied, is made or assurance
given that such statements, views, projections or forecasts, if any, are correct or that the objectives of the Company will be achieved. The past
performance is not indicative of future results. This document has not been and will not be reviewed or approved by the statutory auditors or a
regulatory authority in India or by any stock exchange in India.
Corporate
Information
REGISTERED OFFICE
Thyrocare Technologies Limited
D/37-1, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai - 400 703.
Tel: +91 22 2762 2762 | Website: www.thyrocare.com
E-mail: investor_reIations@thyrocare.com
Corporate Identity Number: L85110MH2000PLC123882
CORPORATE OFFICE
D/37-3, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai - 400 703.
REGISTRAR & SHARE TRANSFER AGENT

Link Intime India Private Limited
C-101, 247 Park, L. B. S. Marg, Vikhroli West,
Mumbai - 400 083.
BANKERS
Axis Bank Limited
lDBl Bank Limited
STATUTORY AUDITORS
MSKA & Associates, Chartered Accountants
602, Floor 6, Raheja Titanium,
Western Express Highway, Geetanjali, Railway Colony,
Ram Nagar, Goregaon (E), Mumbai-400063, India.
02 Thyrocare Technologies Limited
Welcome to the World of

Thyrocare
YOUR TRUSTED LABORATORY
Much more than a thyroid testing lab
PARTNER FOR PATHOLOGY TESTS We offer the complete range
India’s best and biggest clinical diagnostic laboratory, Thyrocare brings of diagnostic tests through an
around 700 high-quality pathology tests to the doorsteps of people extensive network of highly
across the country. advanced accredited labs. In FY22,
we added 300+ diagnostic tests to
As India’s first and most advanced Totally Automated Laboratory, we our portfolio to further expand the
do not just deliver test results, we offer the satisfaction of being served ambit of our offerings and meet
by the best. Complete trust, credibility and affordability underscore all the pathology testing needs of
the Company’s value proposition, which is driven by our best-in- our people. Many leading hospitals
class technologically advanced laboratories spread across to serve and laboratories in India use
3,000+ pin codes in India. Thyrocare services to complete their
diagnostic menu and deliver quality
Leveraging the full power of our robust technology framework to diagnostic services at affordable
drive diagnostics, we ensure 100% reliable testing, benchmarked to cost.
the highest global standards of excellence. The most cutting-edge
IT-enabled and automated processes are deployed across our fully
automated laboratories to deliver accurate, precise and quick results,
every time.
>57,000 >4,00,000 Largest Capacity

samples processed every day Investigations carried out on Private COVID-19 testing laboratory in India
daily basis
Annual Report 2021-22

Corporate Overview | Welcome to the World of Thyrocare 03
Focus Quality
Excellence in quality
Our quality excellence is manifest in
our accreditations and certifications.
Our services are bi-directionally
interfaced, making them the first
Our of this kind in India. We also have
Speed Key Strengths System
India’s first preanalytical barcoded
vial sorter (MUT) and sample sorter
(Roche).
Affordable Pan India
Our Key Differentiators
Unique Concept Unique Focus Unique Logistics

of centralised processing, zonal on clinical chemistry and for efficient Turnaround Time
processing and regional processing labs preventive care diagnosis
24X7
Unique Operations National Presence Low Cost

enabling 24X7 service through franchise network through economies of scale

Our new Brand Identity
TESTS YOU CAN TRUST

During the year, we at Thyrocare have adopted
a new brand identity and logo which reflects our
dynamism as a bigger and widely trusted brand.
From a journey that began in 1996 with only three
tests – T3, T4, and TSH, we have come a long
way to offering more than 700 tests with unrivalled
quality, precision, and availability across India.
This rich legacy has made us a trusted brand for
billions of patients across India and worldwide,
and a name to reckon in the diagnostic market and
among doctors, for our preventative care profile
offering. We take pride in our pioneering initiative
in the healthcare segment, and are now inspired to
build for a greater future.

Corporate Overview | Our new Brand Identity TESTS YOU CAN TRUST 05
Thyrocare has earned the trust of its valued clients, the patients, and it is their faith in our method and test results
that has birthed our new tagline ‘Tests You Can Trust’, and a new logo. Our complete brand is represented by the
new logo. The Symbol consists of two major components.
Element – Drop of a Blood

Blood is a universal symbol of life.
The Drop of Blood is a vital part of
our logo because it symbolises the
essence of our company’s offerings.
Element – Microscope
The use of the Microscope as a symbol
of our business is another essential
element of our identity. We diagnose the
blood for health conditions.
Thyrocare’s future growth is symbolised by our new logo and motto. As we expand our
geographic reach, our efforts will be aided greatly by high brand recognition.

Key Numbers
that define us
1 3 22
Centralised Processing Zonal Processing Laboratories Regional Processing
Laboratory also performing COVID-19 Laboratories including 1 Covid
RTPCR test RTPCR Testing Van
1,500+ 2,000+ 9,000+

Channel Partners Employees Collection centres
500+ 900+ 16.32 million

Districts served Phlebotomists associated with us Patients served
110.30 million 4.73 million 23,203

Clinical Investigations performed Covid RTPCR Tests performed PETCT Scans performed

Corporate Overview | Key Numbers that define us | Our pan-India footprints 07
Our pan-India
footprints
Amritsar
DCL-Gurugram
Delhi
New Delhi
Guwahati
Lucknow
Jaipur
Patna
Bhopal Ranchi Kolkata

Ahmedabad
KCL-Kolkata
Angul Mobile Van

Nagpur Raipur
Navi Bhubaneswar
Mumbai Mumbai
Pune
Hyderabad
Vizag
Bengaluru
Central Processing
BCL-Bengaluru
Laboratory (CPL)
Chennai Zonal Processing
Kochi Coimbatore Laboratory (ZPL)
Regional Processing
Laboratory (RPL)
COVID Laboratory
Map not to scale. For illustrative purposes only.

08
FY2018 453.88 FY2018 331.79
Net worth
FY2019 455.78 FY2019 370.28
FY2020 378.23 FY2020 401.06

FY2021 445.46 FY2021 474.27
Revenue from operations

FY2022 520.70 FY2022 561.53
(In crore of INR)

(In crore of INR)
Financial
Highlights
FY2018 111.52 FY2018 141.01

EBITDA
FY2019 96.50 FY2019 154.28
operations
FY2020 136.33 FY2020 166.45
FY2021 110.41 FY2021 170.08
Net cash generated from

FY2022 105.68 FY2022 228.45
(In crore of INR)

(In crore of INR)
FY2018 10.00 FY2018 96.05

PAT
Dividend
FY2019 20.00 FY2019 95.23
FY2020 5.00 FY2020 79.32
FY2021 25.00 FY2021 119.77
FY2022 15.00 FY2022 152.05
(In INR)
(In crore of INR)
FY2018 84.27 FY2018 16.33
FY2019 101.42 FY2019 18.76
FY2020 119.39 FY2020 19.20
Samples processed
FY2021 99.92 FY2021 16.78
Investigations performed
FY2022 110.30 FY2022 21.07
(in millions)
(in millions)
Corporate Overview | Financial Highlights
FY2018 13.60
FY2019 15.09
Patients served
FY2020 14.91
FY2021 12.91
FY2022 16.32
(in millions)
09

Uncompromised
Quality Assurance
Our business is not about profit and loss. It is a business of Responsibilities. Obligations to be unfailingly
accurate every time, 24*7, 365 days a year. For us, at Thyrocare, our business is of servicing India because
we care to make a difference to the lives of every Indian and all our stakeholders.
Laboratory diagnostics play an invaluable role in

NABL & CAP benefits:
the lives of patients. The accuracy is essential for
diagnosis, risk assessment, treatment and follow- NABL certification assures ‘National’ recognition while
up of patients and their healthcare. CAP provides ‘International’ recognition towards best
quality practices followed by medical laboratory.
NABL certification: To increase confidence in our test
reports and emphasise our commitment to ensure global A certified lab assures optimum customer satisfaction
standards of accuracy, precision, and reliability, we readied and confidence in reporting.
several of our labs for National Accreditation Board for For a laboratory, it’s an opportunity for continual
Testing and Calibration Laboratories (NABL) certification. improvement in Quality Management System.
During FY22, we received NABL certification for three labs.
Accredited labs have better market scope, where
CAP accreditation: Our central processing lab has a NABL physicians can recommend clients considering mark
certification in addition to accreditation from the prestigious of quality services.
College of American Pathologists (CAP). CAP accreditation Accredited labs can function as ‘referral’ labs to assist
programmes are universally regarded as the most rigorous in diagnostics needs.
option to achieve and maintain accreditation.
With NABL certification and CAP accreditation, we are

confident of our quality and accuracy parameters and have
initiated an outreach programme for doctors and hospitals to
understand our quality systems.

Corporate Overview | Uncompromised Quality Assurance | Unwavering focus on Technology 11
Unwavering focus on
Technology
Newer technologies facilitate better disease diagnosis, monitoring, and management and we are sharply
focussed on constantly evolving and upgrading it to facilitate better outcomes for our customers. Some of
the key measures undertaken during FY22 are listed here.
To further enhance our quality, we have installed automation

We have launched six Regional Processing Laboratories for urine testing at 12 lab locations, Beckman Analysers in
in Jaipur, Nagpur, Raipur, Ranchi, Ahmedabad, Zonal Processing Laboratories for specialised tests and will
and Visakhapatnam and taken a significant leap also be placing six pre-analytical sorters this quarter in Delhi,
in our venture to provide global quality standards Bengaluru, Hyderabad, Lucknow, Kolkata, and Patna for
in preventive care and diagnostic testing services, automated scanning, sorting and importing of samples for
offering speed and accuracy at affordable prices, with processing thereby further reducing the Turn Around Time
a quick turnaround time throughout the country. (TAT) for report delivery.
We have two more Regional Processing Laboratories
and 10 Satellite Labs in the pipeline for this year. Our new initiatives also include:
In our endeavour to provide 95% of reports from NABL Entry into human genomics testing by partnering with
accredited labs, we have completed NABL audits ‘Map my Genome’ that enables screening of markers
for four more laboratories last quarter in Kolkata, in human DNA to reveal predisposition to genetic
Hyderabad, Pune, and Gurugram. We aim to have all disorders, lifestyle diseases, nutritional requirements,
our labs NABL accredited by the end FY23. metabolic potential, drug response, immunity
Every laboratory now has an expert MD Pathologist to response, ancestral linkages etc. and empowers one
verify outgoing reports and ensure uncompromised to improve the quality of life.
quality. Partnering with Datar Genetix for early detection of
malignancy by detecting circulating tumour cells.
Easy Check 360, a non-invasive cancer screening
Starting with just Thyroid testing, we have come a long way
based on a simple blood test that can help in the early
today in providing an extensive menu of 700+ tests, of which
detection of 30 types of cancer.
300+ tests have been added in FY 22.
Focussed approach towards Tuberculosis Diagnosis
and Treatment by introduction of TB Whole Genome
Sequencing.

Letter from the

CEO
The message is loud

and clear – we are
not just a thyroid
testing company but
a diagnostic service
offering the full gamut
of pathological tests,
certified to the highest
quality standards in the
industry.
Dear Shareholders
First, I want to thank Thyrocare With 300 more diagnostic we had to put into reviving the non-
stakeholders for an extremely warm tests added to our portfolio, 26 Covid part of our business to push
welcome, I feel at home already in laboratories including fully our growth back on the track of
the short time I have been here. It automated centralised processing pre-pandemic levels. Unfortunately,
gives me great pleasure to present laboratory, 3 zonal processing our revenues took a hit during the
to you our first annual report laboratories, 22 regional processing first half of the year, when the focus
since the Company’s rebranding laboratories (1 Covid RTPCR was mainly on Covid testing amid
into a more dynamic, vibrant, mobile van) and presence in 3,000+ the second wave of the pandemic.
technologically-driven and quality- pin codes, we have emerged as a However, we have, over the past
focussed avatar. More regional complete pathological healthcare few months, been working actively
labs, more certifications, more provider. The message is loud and on driving our non-Covid testing
tests, more partnerships and more clear – we are not just a thyroid volumes across price points.
geographies – the transformed testing company but a diagnostic Our efforts have yielded positive
Thyrocare Technologies Limited service offering the full gamut of results, leading to an all-time non-
comes to you with a whole lot of pathological tests, certified to the Covid testing revenue in the last
new offerings packaged in the highest quality standards in the quarter of March. We hope to build
best-in-class quality quotient. The industry. on top of this. As a company, we
transformation is encapsulated in had 18% y-o-y increase in our
our new tagline of ‘Tests You Can The transition into the new avatar revenue from operations for FY22
Trust’, which underlines our promise has been both smooth and on a standalone basis, while our
of uncompromising quality, backed challenging – the latter mainly consolidated revenue grew about
by reliability and affordability. because of the extensive efforts 19% in the same period.

Corporate Overview | Letter from the CEO 13
Going forward, we shall aim at covering all technologies and

further consolidating our non- diagnostics, through 22 regional
Covid revenues to keep our growth processing labs across the country.
trajectory on the upcurve. Our value
Our concerted focus on Our strategic roadmap for the future
upgradation of our technological is also driven by the expertise and proposition
infrastructure and processes to
assure the best of quality remains
extensive customer base of the API
Group, which we shall be leveraging
is centred
central to this strategic proposition. actively to grow faster and better, around being
I am happy to share that three going forward. Beyond API Group
of our additional labs are NABL too, we are actively seeking to be an affordable
certified and five more expected the partner for any Health-tech
player looking to add diagnostics as
option to all
to complete this certification soon.
Our central processing lab has part of their service offering. We will patients with
recently completed renewal of continue our geographic expansion
its NABL and CAP accreditation. journey and maintain our focus on
good quality and
These certifications underscore the health and preventative products on-time reports.
the importance we accord to portfolio under the brand ‘Aarogyam’
quality across our systems and to maintain our leadership. On on-time, our
processes.
We see immense opportunities
ATAT (Analytical
Our value proposition is centred for growth for an organised and TAT) is already
around being an affordable option established player like us, and will
to all patients with good quality work hard to maximise the same in less than
and on-time reports. On on-time, the long-term interest of our business 6 hours.
our ATAT (Analytical TAT) is already and that of our various stakeholders.
less than 6 hours. We are selectively
expanding our network and really In conclusion, I would like to thank the
using technology to optimise our Board of Directors, the Government
mid-mile operations to reduce of India, our Business Associates,
PTAT (Pre-Analytical TAT) with a customers, and shareholders,
goal of same day reports. We are without whom Thyrocare would
already there in several markets. not be where it is today. And most
With our current RPL network and importantly, I would like to extend
investments in ensuring multiple my heartfelt gratitude to our people,
pickups, our current overall TAT whose dedication and hard work
(ATAT + PTAT) is 18 hours for local have helped steer our journey of
samples and 24 hours for non-local many successes and milestones.
cities that the regional processing I look forward to their continued
lab covers. We have been working support.
continuously to improve our overall
TAT and are targeting getting to a
same-day report in all the pin- Warm regards,
codes that we service, and all our Rahul Guha
investments and efforts have been
to drive this. We are now virtually

Board of
Directors
Mr. Rahul Guha Mr. Dharmil Sheth

Managing Director Non-Executive Director
A graduate of IIM-B, Rahul Guha joins API Group to head Dharmil Sheth is a Co-founder and Whole-time Director
its Diagnostics Business. Rahul has spent almost 17 years of API Holdings Limited. He holds a bachelor’s degree
at Boston Consulting Group (BCG) where he has led the in electronics engineering from K.J. Somaiya College of
Health Care & Life Sciences practice. Engineering, University of Mumbai and a post graduate
diploma in management (marketing) from the Institute of
Prior to joining BCG, Mr. Rahul Guha has been the co-
Management Technology, Ghaziabad. He was associated
founder and CEO of Nautilus Software and the Chief
with MakeMyTrip (India) Private Limited as a part of
Technology Officer (CTO) at ValuePay.com where he was
the online products team, and with 91Streets Media
responsible for product development in the US Market.
Technologies Private Limited as director and co-founder.
He has extensive project experience in MedTech and
HealthTech and has worked closely with multiple start- Post-acquisition of majority stake by Docon, subsidiary
ups on their digital incubation. He has been an active of API Holdings Limited, he has been appointed as non-
contributor to the Pharma sector and has over 2 decades executive director on our Board since September 2, 2021.
of experience.
Mr. Hardik Dedhia Mr. Dhaval Shah

Non-Executive Director Non-Executive Director
Hardik Dedhia is a Co-Founder of API Holdings Limited. He Dhaval Shah is the Co-Founder of API Holdings Limited.
joined Ascent Health and Wellness Solutions Private Limited, He joined 91Streets Media Technologies Private Limited
affiliate company of API Holdings Limited, as the Chief (which merged into API Holdings Ltd pursuant to Merger
Technical Officer on April 1, 2016, which merged into our 2020) on April 1, 2015. He holds a post graduate diploma
Company pursuant to Merger 2020. He holds a bachelor’s in management from XLRI, Xavier School of Management,
degree in electronics and telecommunication engineering Jamshedpur, Jharkhand. He also holds a MBBS degree
from the University of Mumbai, Maharashtra and a master’s certificate from the Maharashtra University of Health
degree in electrical and computer engineering from the Sciences, Nashik. Previously, he was associated with
Carnegie Mellon University, Pennsylvania. Previously, he McKinsey and Company Inc. as a consultant.
has been associated with NetApp as a quality assurance
Post-acquisition of majority stake by Docon, subsidiary
engineer.
of API Holdings Limited, he has been appointed as non-
Post-acquisition of majority stake by Docon, subsidiary executive director on our Board since October 6, 2021.
of API Holdings Limited, he has been appointed as non-
executive director on our Board since September 2, 2021.

Corporate Overview | Board of Directors 15
Mr. Gopalkrishna
Shivaram Hegde Mr. Vishwas Kulkarni
Independent Director Independent Director
Mr. G. S. Hegde is a graduate in law from the University of Mr. Vishwas Kulkarni is a graduate in commerce and
Bombay. He has over 26 years of experience in the legal law from the University of Bombay. He has over 26 years
profession. He has been an Independent Director on our of experience in the legal profession. He has been an
Board since August 21, 2014. On completion of the first term Independent Director on our Board since August 21,
of five years, he has been reappointed as an Independent 2014. On completion of the first term of five years as an
Director by the Members at the Annual General Meeting Independent Director, he has been reappointed as an
held on 24-08-2019, for the second term of five years. Independent Director by the Members at the Annual
General Meeting held on 24-08-2019, for the second term
of five years.
Dr. Neetin Desai Dr. Indumati Gopinathan

Independent Director Independent Director
Dr. Neetin Desai is a graduate in science from Rajaram Dr. Indumati Gopinathan is a postgraduate (M.D.) in
College, Shivaji University, and a post graduate in science Pathology. She is a reputed pathologist and a leading
and doctorate in philosophy from Shivaji University. He commentator on Tele-pathology. She is a healthcare
is currently employed with Amity University, Mumbai. He columnist for The Times of India and Health Care Express,
previously worked as a Professor in the Department of a leading weekly healthcare publication by the Indian
Biotechnology and Bioinformatics at D. Y. Patil University, Express group. She is a Committee Member of Practising
Belapur, Navi Mumbai. He has been an Independent Pathologists of India. She has participated in numerous
Director on our Board since September 20, 2014. On vocational training teams and community service
completion of the first term of five years as an Independent programmes globally through Rotary. She is a Woman
Director, he has been reappointed as an Independent Independent Director of the Company.
Director by the members at the Annual General Meeting
held on 24-08-2019, for the second term of five years.

Key Management
Persons
Mr. Rahul Guha Mr. Sachin Salvi

MD & Chief Chief Financial
Executive Officer Officer
A graduate of IIM-B, Rahul Guha joins API Group to head Mr. Sachin Salvi is qualified Chartered Accountant and a
its Diagnostics Business. Rahul has spent almost 17 years Fellow Member of Institute of Chartered Accountants of
at Boston Consulting Group (BCG) where he has led the India. A Commerce graduate from University of Mumbai
Health Care & Life Sciences practice. and qualified Inter – Company Secretary, Sachin Salvi,
joined Thyrocare in 2011, as Manager – Finance, with a
Prior to joining BCG, Mr. Rahul Guha has been the co- mandate to lead the Company to an IPO. He has volunteered
founder and CEO of Nautilus Software and the Chief series of private equity rounds pre-IPO for Thyrocare and
Technology Officer (CTO) at ValuePay.com where he was its subsidiary, with marquee private equity investors.
responsible for product development in the US Market. He continued to manage investor relations post IPO by
He has extensive project experience in MedTech and attending to investor conferences, calls and seminars,
HealthTech and has worked closely with multiple start- guiding the analyst and investors on key financial matrices.
ups on their digital incubation. He has been an active
contributor to the Pharma sector and has over 2 decades Mr. Sachin Salvi was largely instrumental in acquisition
of experience. of majority stake by API in Thyrocare and immensely
contributed in the seamless transition of the business and
finance post acquisition. Mr. Sachin Salvi took over as
Chief Financial Officer with effect from January 28, 2022,
under the new management with additional responsibilities
to contribute in leading Nueclear business and managing
finance of the diagnostic vertical.

Statutory Reports | Board’s Report 17
Board's Report
Dear Members,
Your Directors have pleasure in presenting their Twenty Second (22nd) Annual Report along with the audited Stand-alone and
Consolidated financial statements of Thyrocare Technologies Limited (“Company”) for the Financial Year ended March 31,
2022 and other relevant reports.
Financial Results:
A summary of the financial results of your Company for the Financial Year 2021-22 as compared with that of previous year is
given below:
(` in Crores)
Standalone Consolidated
Particulars
2021-22 2020-21 2021-22 2020-21
Revenue from operations 561.53 474.27 588.86 494.62
Other income 7.40 12.28 29.25 12.43
Total income 568.93 486.55 618.11 507.05
Expenses
Cost of materials consumed 161.79 159.02 166.25 162.37
Purchases of stock-in-trade 4.32 1.49 4.32 1.49
Changes in inventories of stock-in-trade (0.88) 0.04 (0.88) 0.04
Employee benefits expense 58.82 56.79 61.13 58.07
Finance cost 2.38 0.66 2.37 0.87
Depreciation and amortisation expense 28.47 21.08 33.87 30.28
Other expenses 106.65 86.19 123.15 101.39
Total expenses 361.55 325.27 390.21 354.51
Profit before share of profit of associate, exceptional
207.38 161.28 227.90 152.54
items and tax
Exceptional item-Provision for impairment of investment in
- - -
subsidiary company
Share of (loss) / profit in associate - - -0. 18 -0.07
Profit after exceptional items and before tax 207.38 161.28 227.72 152.47
Tax expense:
Current tax 56.21 44.25 -56.21 44.25
Deferred tax -0.88 -2.74 4.63 -4.93
Total Tax 55.33 41.51 51.58 39.32
Profit for the year 152.05 119.77 176.14 113.15
Other comprehensive income for the year, net of income tax:
a) Items that will be reclassified subsequently to Profit or Loss -0.06 -1.89 -0.10 -1.87
b) Items that will not be reclassified subsequently to Profit or Loss 0.02 0.48 0.02 0.48
Total comprehensive income for the year 152.01 118.36 176.06 111.76
Earnings per share [Nominal value of `10 each]:
a) Basic earnings per share (INR) 28.75 22.66 33.30 21.41
b) Diluted earnings per share (INR) 28.70 22.62 33.25 21.37
Highlights of Company’s performance:

On a standalone basis, our Revenue from Operations has increased to ` 561.53 crores in the current year from ` 474.27 crores
in previous year, registering an increase of 18.40%. Our Profit before Exceptional Items and tax was ` 207.38 crores in the
current year as against ` 161.28 crores in previous year, registering an increase of 28.58%.

On a consolidated basis, our Revenue from Operations has Dividend Distribution Policy:
increased to ` 588.86 crores in the current year from ` 494.62 The Dividend declared and paid is in accordance with your
crores in previous year, registering an increase of 19.05 %. Company’s Dividend Distribution Policy, which has been
Our Profit before Exceptional Items and tax was ` 227.90 disclosed in your Company’s website, Investor Relations
crores in the current year as against `152.54 crores in (thyrocare.com), as required under Regulation 43-A of SEBI
previous year, registering an appreciable increase of 49.41%. (Listing Obligations & Disclosure Requirements) Regulations,
2015,(“SEBI Listing Regulation) as amended.
The standalone and the consolidated financial statements of
your Company have been prepared in accordance with Ind
AS notified under Section 133 of the Act Transfer of unclaimed dividend to Investor
Education & Protection Fund:
Dividend to the Shareholders: Members may please note that as per the provisions of
Pursuant to the decision of the Board of Directors on April 29, Sections 124 & 125 of the Companies Act, 2013, read with
2022, your Company has paid an interim dividend of ` 15/- Investor Education and Protection Fund Authority (Accounting,
per equity share, i.e. 150% of face value of ` 10/- each, (after Audit, Transfer and Refund) Rules, 2016, dividends that
deduction of applicable tax, if any) to those shareholders remain unclaimed for a period of seven years from the date of
whose names were on the register of members as on May transfer to the Unpaid Dividend Account shall be transferred
12, 2022, the record date fixed for this purpose. to the Investor Education & Protection Fund.
Your Directors have decided, having regard to all the relevant

Some of the Shareholders have not claimed dividend for the
factors, that this would be the full and final dividend for the
following years, and these amounts have been transferred to
financial year 2021-22.
the Unpaid Dividend Accounts of respective years, and are
The total dividend payout works out to about 52.24 % of your liable to be transferred to the Investor Education & Protection
Company’s Stand-alone Profit after tax. Fund after a period of seven years, as shown below:
Dividend for No. of Shareholders Unclaimed - Date of Date of transfer to Last date for transfer to
who have not Amount in ` declaration Unpaid Account Investor Education Fund
claimed
2015-16 Final 1454 1,92,390 12.09.2016 12-10-2016 12-10-2023
2016-17 Interim 375 62,590 28.01.2017 27-02-2017 27-02-2024
2016-17 Final 371 72,100 12.08.2017 11-09-2017 10-09-2024
2017-18 Interim 308 60,255 03.02.2018 05-03-2018 04-03-2025
2017-18 Final 322 55,740 01.09.2018 01-10-2018 30-09-2025
2018-19 Final 236 2,07,880 24.08.2019 23-09-2019 22-09-2026
2019-20 Interim 274 59,080 07.11.2019 06-12-2019 05-12-2026
2020-21 Interim 362 402,109 28-10-2020 27-11-2020 27-11-2027
2020-21 Final 309 12,21,706 26-06-2021 25-07-2021 25-07-2028
There is no Dividend amount relating to previous years, which Share Capital:

remains unpaid / unclaimed for a period of seven years, During the year under review, following change has taken
requiring transfer to the Investor Education & Protection place in the Equity Share Capital of your Company.
Fund under the provisions of Section 124 of the Companies
Act, 2013. In October 2021, your Company allotted 28,913 new equity
shares at face value to the eligible employees who had
The Shareholders may note that along with the Unclaimed exercised the Stock Options granted to them in 2018.
Dividend Amount, the relevant shares shall also be transferred
to the IEPF Authority. Consequent on the allotment of shares as above, the Paid-up
Equity Capital of your Company stands at ` 52,90,33,320/-
Therefore, the Shareholders concerned may write to the (Rupees Fifty Two Crores Ninety Lakhs Thirty Three Thousand
Company or to the Company’s Registrar & Share Transfer Three Hundred and Twenty only) made up of 5,29,03,332
Agent, Link Intime India Private Ltd. at the earliest, to claim equity shares of ` 10/- each, as shown below:
their dividend.
No. of shares Amount - `
AUTHORISED EQUITY SHARE
10,00,00,000 100,00,00,000
CAPITAL
Details of Shares in Demat / Unclaimed Suspense
ISSUED, SUBSCRIBED AND PAID
Account: UP EQUITY SHARE CAPITAL
Your Company does not have any shares in the Demat As on 01-04-2021 52,874,419 528,744,190
suspense account or unclaimed suspense account. Add: No. of shares issued under
ESOP Scheme – Granted in 28,913 289,130
2018 and vested in 2021
As on 31-03-2022 52,903,332 529,033,320

Reserves & Surplus:

The closing balance of Retained Earnings of your Company, after all adjustments and appropriations, has gone up to ` 352.48
Crores on Standalone basis and 356.88 Crores on Consolidated basis as shown below:
` in Crores
2021-22 2020-21 2021-22 2020-21
Retained Earnings – Opening balance 279.57 214.05 259.92 201
Add: Profit of the year including other Comprehensive income 152.01 118.36 176.06 111.76
Add: adjustment on account of change in accounting policy 0.21 - 0.21 -
Less: Final/Interim dividend on equity shares -79.31 -52.84 -79.31 -52.84
Retained Earnings – Closing balance 352.48 279.57 356.88 259.92
Total Reserves & Surplus as the close of the financial year under review stands at ` 467.78 Crores on Standalone basis and
473.67 Crores on consolidated basis as shown below:
` in Crores
31-03-2022 31-03-2021 31-03-2022 31-03-2021

Capital Reserve 30.25 30.25 31.71 31.71
Securities Premium Account 71.51 69.71 71.51 69.71
Share Options Outstanding Account 3.43 2.93 3.44 2.94
Capital Redemption Reserve 0.96 0.96 0.96 0.96
General Reserve 9.17 9.17 9.17 9.17
Retained Earnings 352.45 279.57 356.88 259.92
Total 467.78 392.59 473.67 374.41
Your Company has not transferred any amounts to other Consequently, your company has become a subsidiary
reserves of the Company during the financial year ended company of Docon Technologies Private Limited, pursuant
March 31, 2022 to the provisions of Sec. 2(87) of the Companies Act, 2013
w.e.f. September 02, 2021
Material changes and commitments, if any, affecting the
financial position of your Company, which have occurred As API Holdings Limited is the holding company of Docon
between the end of the financial year to which the financial Technologies Private Limited, it has become the Ultimate
statements relate, and the date of the report: holding company and part of Promoter Group of your
Company w.e.f September 02, 2021
No material changes have occurred subsequent to the end
of the financial year of the Company to which the financial
Both NSE and BSE have also approved reclassification of
statements relate and till the date of the report, which will have
erstwhile Promoter shareholders as persons belonging to
an impact on the financial position of your Company.
Public category under the provisions of Regulation 31A
of SEBI (Listing Obligations & Disclosure Requirements)
Change of Promoters and Management: Regulations, 2015.
On September 02, 2021, Docon Technologies Private
Limited (Docon) acquired 3,49,72,999 equity shares having
a face value of `10/- each from erstwhile promoters, Dr. A.
Auditors & Audit Reports:
Velumani and Mr. A. Sundararaju and nine other promoter group Statutory Auditors:
shareholders after complying with the statutory requirements
as provided under SEBI (Substantial Acquisition of Shares MSKA & Associates, Chartered Accountants, Mumbai (having
and Takeovers) Regulations, 2011 (“SAST Regulations”). firm Registration No. 105047W) were appointed at the 21st
Docon also acquired additional 26,83,093 equity shares Annual General Meeting (AGM) of the Company held on June
having face value of `10/- each from public through the 26, 2021, as Statutory Auditors of the Company for a period of
open offer made by them pursuant to the provisions of SEBI five years i.e. from the conclusion of the 21st Annual General
(SAST) Regulations. Thus Docon Technologies Private Meeting till the conclusion of the 26th Annual General Meeting.
Limited acquired a total no of 3,76,56,092 equity shares Therefore, they will continue to function as the Statutory
representing 71.22% (71.18% as on date of this report, Auditors of the Company for the current financial year, 2022-
due to marginal increase in the paid-up equity capital 23. The particulars of payment made to Statutory Auditors’
consequent on issue of 28,913 new shares under ESOP) fees, on consolidated basis for FY 2021-22 are given below:
of the total paid up capital of your Company and has
become new promoter of your Company.

Particulars Amount Cost Auditor:

Fees for audit and related services (including 0.38 As per Rule 3 of Companies (Cost Records & Audit) Rules,
quarterly audits)
2014, your company is required to maintain cost records
Tax Audit 0.02
and accordingly such records and accounts are prepared
Total: 0.40
and maintained.
The reports given by the Auditors on the standalone and
As per the provisions of Section 148 (3) of Companies Act,
consolidated financial statements of your Company for
2013, read with Rule 14 of Companies (Audit & Auditors)
the year under review form part of this Report. Statutory
Rules, 2014, the Board of Directors, on the recommendation
Auditor’s comments on the Annual Financial Statements
of the Audit Committee, had reappointed Mr. S. Thangavelu,
of your Company for year ended March 31, 2022, both on
Cost and Management Accountant, Coimbatore, as Cost
Standalone and Consolidated basis, are self-explanatory
Auditor for conducting the audit of cost records of your
and do not require any explanation as per provisions of
Company for the financial year 2021-22 on a remuneration of
Section 134(3)(f) of the Companies Act, 2013. There were no
` 1,00,000/- (Rupees One Lakh Only) exclusive of GST and
qualifications, reservation or adverse remark or disclaimer
out –of-pocket expenses.
made by Statutory Auditor in their reports on the Standalone
and the Consolidated Annual Financial Statement of your
He has been appointed as Cost Auditor for the financial year
Company for the year under review.
2022-23 also on the same remuneration
Secretarial Auditors: Mr. S. Thangavelu has conducted cost audit for the financial
As required under the provisions of Section 204 (1) of the year 2021-22 and has submitted his report, which was taken
Companies Act, 2013, and Regulation 24A of SEBI (Listing on record by the Audit Committee and Board of Directors.
Obligations & Disclosure Requirements), Regulations, 2015,
your Company is required to undertake a Secretarial Audit Approval of the Members is sought by way of ratification
and Secretarial Compliance Audit. Accordingly, V Suresh for the remuneration payable to him for the FY2021-22 and
Associates, Practising Company Secretaries, Chennai, FY2022-23, as required under the above provisions of
appointed by the Board of Directors to conduct Secretarial Companies Act, 2013 and Companies (Audit & Auditors)
Audit of your Company, have conducted the Audit. Rules, 2014.
The Secretarial Audit Report issued by the Secretarial Reporting of Frauds by Auditors
Auditors, V Suresh Associates, Practising Company
During year under review, none of the Auditors – Statutory
Secretaries, Chennai, in Form MR-3 is furnished in
Auditors, Internal Auditors, Secretarial Auditors or Cost
Annexure-1, attached to this report as required under the
Auditors – have reported that any instance of fraud that is being
said provisions of Companies Act, 2013 and SEBI (Listing
or has been committed against the Company by its officers
Obligations & Disclosure Requirements) Regulations, 2015.
or employees, details of which need to be mentioned under
the provisions of Section 143(12) of the Companies Act, 2013.
The report Secretarial Auditors does not contain any
qualification, reservation, adverse remark or disclaimer.
Directors and KMPs:
V. Suresh Associates have also carried out Secretarial Audit of
unlisted Subsidiary Company, Nueclear Healthcare Limited, A) Changes in Directors and Key Managerial
as required under the Regulation 24A of the SEBI (Listing Personnel:
Obligations and Disclosure Requirements) Regulations, 2015. Following changes have taken place in the composition
of Board of Directors / KMPs due to the change in control
referred to above:
Internal Auditors:
M/s. Ernst & Young. Chartered Accountants, who were
appointed as Internal Auditors of your Company during the Cessation:
year under review, in the place of M. Chinnaswamy & Co., Dr. A. Velumani resigned as Chairman & Managing Director,
who had submitted their resignation as Internal Auditors Mr. A. Sundararaju resigned as Executive Director & Chief
citing personal reasons, conducted the Internal Audit for the Financial Officer, and Ms. Amruta Velumani resigned as
financial year 2021-22 as per the provisions of Section 138 of Non-Executive Non-Independent Director with effect from
the Companies Act, 2013 read with Rule 13 of the Companies September 02, 2021.
(Accounts) Rules, 2014. Their reports were reviewed by
the Audit Committee and follow-up measures were taken Your Directors place on record their sincere appreciation for
wherever necessary. the contribution made above directors during their tenure as
Directors of the Company

Appointments: time Mr. Rahul Guha takes charge as Managing Director and
Mr. Dharmil Sheth and Mr. Hardik Dedhia were appointed CEO. Thereafter Mr. Dharmil Sheth will continue the Board as
as Additional Directors (Non-Executive Non Independent a Non-Executive Non Independent director
Director) with effect from September 02, 2021 and Dr. Dhaval
There is no director due to retire by rotation this year as per
Shah was appointed as an Additional Director (Non-Executive
Section 152 of the Companies Act, 2013 as all Directors
Non Independent Director) with effect from October 06, 2021.
representing the erstwhile Promoter Group have resigned
Pursuant to the provisions of section 161 of the Companies
during the Financial Year and newly appointed directors are
Act, 2013, they would hold office up to the date of the ensuing
seeking appointments at ensuing Annual General Meeting.
Annual General Meeting. The Company has received Notice
All other Directors are Independent Directors.
under Sec. 160 of the Companies Act, 2013, from a member
of the Company proposing the names of the above three Mr. Sachin Salvi, who was working as Senior Vice President-
Additional Directors for appointment as Directors liable to Finance, has been appointed as Chief Financial Officer,
retire by rotation. effective from January 28, 2022.
The Board has appointed Mr. Rahul Guha as Managing All appointments were through the recommendation of
Director & Chief Executive Officer in their meeting held on Nomination and Remuneration Committee.
February 05, 2022. Mr. Rahul Guha has communicated
that he will take charge on May 04, 2022. The Board has, Pursuant to Section 164(2) of the Companies Act, 2013, all
therefore, appointed Mr. Dharmil Sheth as Managing Director the Directors have provided declarations in Form DIR- 8 that
with effective from 12 February, 2022 to hold office till the they have not been disqualified to act as a Director.
Details of above changes in the position of directors are given below:

S. No Name Designation Appointed / Resigned Effective dateI
1 Dr. A. Velumani Chairman & Managing Director Resigned 2-Sep-21
2 Mr. A. Sundararaju Executive Director & CFO Resigned 2-Sep-21
3 Ms. Amruta Velumani Non-Executive Non Independent Resigned 2-Sep-21
Additional Director, Non-Executive Non-Independent Appointed 2-Sep-21
4 Mr. Dharmil Sheth
Managing Director* Appointed 12-Feb-22
5 Mr. Hardik Dedhia Additional Director, Non-Executive Non-Independent Appointed 2-Sep-21
6 Dr. Dhaval Shah Additional Director, Non-Executive Non-Independent Appointed 6-Oct-21
7 Mr. Sachin Salvi Chief Financial officer Appointed 28-Jan-22
*As Mr. Raul Guha, appointed as Managing Director & Chief Executive Officer, was expected to join on May 04, 2022, the Board of Directors,
at their meeting held on February 12, 2022, appointed Mr. Dharmil Sheth as the Managing Director for the interregnum period, in order to
comply with the provisions of Sec 203 of the Companies Act, 2013. Accordingly, Mr. Dharmil Sheth occupied the position of Managing Director
on February 12, 2022.
In terms of the provisions of Sections 2(51) and 203 of the Disclosure Requirements), Regulations 2015, the Companies
Act, your Company has all the three KMPs in place as on Act, 2013 and applicable Secretarial Standards are given in
31-03-2022. the Explanatory Statement of AGM notice.
Dr. A. Velumani - up Mr. Dharmil Sheth -
Managing Director
to 02-09-2021 from 12-02-2022 B) Declaration by Independent Directors:
Chief Financial Mr. A. Sundararaju - Mr. Sachin Salvi -
Officer up to 02-09-2021 from 28-01-2022 our Company has received declarations from all the
Y
Company Secretary Mr. Ramjee Dorai Independent Directors confirming that they meet with the
criteria of independence as prescribed under Section 149(6)
As on 31-03-2022, the Board has seven directors, of the Companies Act, 2013 and under Regulation 16 (1) (b)
including one Managing Director, two Additional Directors of the SEBI (Listing Obligations and Disclosure Requirements)
(non-independent and non-executive directors) and four Regulations, 2015 and they have registered their names in the
Independent Directors (including a Woman Independent Independent Director’s Databank. The Independent Directors
Director). This meets with the requirements of the Companies have complied with the Code of Conduct prescribed in
Act, 2013 and rules framed thereunder and the requirements Schedule IV to the Act.
under SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015.
C)
Formal Annual Evaluation of Board, its
Brief resumes of Mr. Dharmil Sheth, Mr. Hardik Dedhia, Committees and Directors including
Mr. Dhaval Shah and Mr. Rahul Guha and nature of their Independent Directors:
expertise in functional areas and the name of the companies he Board of Directors carried out an evaluation of its own
T
in which they hold the Directorship and the Chairmanship/ performance and that of its Committees and Individual
Membership of the Committees of the Board, and other Directors in accordance with the provisions of Section
details as stipulated under SEBI (Listing Obligations and 134(3) (p) of Companies Act, 2013, read with Rule 8 (4)

of the Companies (Accounts) Rules, 2014, and SEBI Investor Relations (thyrocare.com) as required under sub-
(LODR) Provisions. section (3) of Section 178 of the Companies Act, 2013.
As per the provisions of Section 149 (8) of the Companies Act, The details of Board and committee position, tenure of
2013, read with Clause VIII of Schedule IV of the said Act, and directors, areas of expertise and other details has been
Regulation 17(10) of SEBI (Listing Obligations & Disclosure disclosed in the Corporate Governance Report, which is a
Requirements) Regulations, 2015, annual evaluation of the part of this report and is also available on your Company’s
performance of all the Independent Directors was done website at Investor Relations (thyrocare.com)
by the entire Board of Directors, excluding the Director
being evaluated. Number of meetings of the Board of Directors:
As per the provisions of Clause VII of Schedule IV of the said During the year under review, the Board of Directors met on
Act, and Regulation 25(3) & (4) of SEBI (Listing Obligations fifteen occasions as follows:
& Disclosure Requirements) Regulations, 2015, all the
Independent Directors had, at an exclusive meeting held (i) May 08, 2021, (ii) June 16 , 2021, (iii)July 22, 2021 (iv)
on March 31, 2022, under the chairmanship of Mr. Gopal August 03, 2021, (v) August 12, 2021 (vi) September 02,
Krishna Shivaram Hegde, the Lead Independent Director, 2021 (vii) October 06, 2021 (viii) October 27, 2021 (ix)
reviewed the performance of non-independent directors and November 13, 2021 (x) December 16, 2021 (xi) January
the board of directors as a whole, reviewed the performance 10, 2022 (xii) January 28, 2022 (xiii) February 05, 2022
of the Chairperson and assessed the quality, quantity and (xiv) February 12, 2022 (xv) March 31, 2022
timeliness of flow of information between the management
and the board of director They recorded their satisfaction and The number of Meetings of the Board that each Director
had no adverse comments to make. attended is provided in the Report on Corporate Governance,
appended to, and forming part of, this Report.
As per the provisions of Section 178(2) of the Companies Act,
2013, and as provided under Part D of Schedule II of SEBI
REMUNERATION POLICY FOR DIRECTORS,
(Listing Obligations & Disclosure Requirements) Regulations,
KEY MANAGERIAL PERSONNEL AND OTHER
2015, the Nomination & Remuneration Committee has
EMPLOYEES:
specified the manner and criteria for effective evaluation of
performance of Board, its Committees and individual director In terms of the provisions of Section 178(3) of the Act
and Regulation 19 read with Part D of Schedule II to the
Accordingly, evaluation of the performance of the individual Listing Regulations, the NRC is responsible for determining
directors was done based on criteria such as attendance, qualification, positive attributes and independence of a
meaningful participation in the deliberations, contribution Director. The NRC is also responsible for recommending
to the discussions at the Board / Committee meetings, to the Board, a policy relating to the remuneration of the
understanding of the fiduciary duties of a Director, etc. Directors, KMP and other employees. The policy formulated
by Nomination and Remuneration Committee is given in the
In the case of Independent Directors, their fulfillment of Annexure-2, attached to this report. The Policy is also made
independence criteria as specified in the SEBI (Listing available on your Company’s website, Investor Relations
Obligations & Disclosure Requirements) Regulations, 2015, (thyrocare.com)
and their independence from the Management, not having
any pecuniary relationship with the Company, etc., was also COMMITTEES
considered during evaluation.
In order to adhere to the best corporate governance practices,
to effectively discharge its functions and responsibilities and
Evaluation of the performance of the Board and its Committees
in compliance with the requirements of applicable laws,
was done based on the criteria such as constructive nature of
your Board has constituted several Committees including
discussions, ability to analyze the issues and take considered
the following:
decisions, adherence to statutory requirements, ability to
draw clear business strategies, etc.
•• Audit Committee
The last year’s observations and current year’s observation •• Nomination and Remuneration Committee
did not warrant any follow up action.
•• Stakeholder’s Relationship Committee
•• Corporate Social Responsibility Committee

Policy on directors’ appointment, remuneration, and
other details: •• Risk Management Committee
The Company’s policy relating to appointment of directors The details with respect to the compositions, powers, roles,
and remuneration, is available on the Company’s website at terms of reference etc. of relevant Committees are given

in detail in the ‘Report on Corporate Governance’ of your Code of Conduct:

Company which forms part of this Report. The dates on As required under Regulation 17(5) of SEBI (Listing Obligations
which Meeting of Board Committees were held during the & Disclosure Requirements) Regulations, 2015, the Board has
financial year under review and the number of Meetings of the laid down a Code of Conduct for all Board Members and
Board Committees that each Director attended is provided Senior Management of your Company. The Code of Conduct
in the ‘Report on Corporate Governance’. The minutes of the has been communicated to all the Directors and Senior
Meetings of all Committees are circulated to the Board for Management personnel. The Board Members and Senior
discussion and noting. Management personnel have affirmed compliance with the
Code of Conduct for the financial year 2021-22. The Senior
During the year, all recommendation of the committees were Management personnel have also submitted declarations
approved by the Board. confirming that, in none of the financial / commercial
transactions of your Company, they had any personal interest
Corporate Social Responsibility Expenditure: conflicting with the interests of your Company.
During the year under review, your Company has spent a total
sum of ` 5.56 Crore on the CSR activities as approved by the Vigil Mechanism (Whistle Blower Policy):
CSR Committee. This was `0.54 crore more than the amount In accordance with Sub-Section (9) and (10) of Section 177 of
statutorily required to be spent, and this will be carried forward the Companies Act, 2013, and Regulation 22 of SEBI (Listing
to be set off against CSR expenditure to be incurred up to Obligations & Disclosure Requirements), Regulations 2015,
immediately succeeding three financial years, as provided as amended, your Company has in place a Vigil Mechanism
under the Proviso to Section 135(5) of the Companies Act, (Whistle Blower Policy) to enable directors and employees
2013, and Rule 7(3) of the Companies (Corporate Social to report concerns about unethical behaviour, actual or
Responsibility Policy) Rules, 2014. suspected fraud, or violation of your Company’s Code
of Conduct. Your Company has displayed in its website,
The Corporate Social Responsibility Policy of your company Investor Relations (thyrocare.com) the full details of the Policy,
has been made available on its website, Investor Relations including the name, address and mail-id of the Chairman
(thyrocare.com) of the Audit Committee, to whom the disclosures should be
made, ec. There is no change in the Whistle-blower Policy
Disclosures as per Rule 8 of Companies (Corporate adopted by your Company, during the year under review.
Social Responsibility Policy) Rules, 2014 are given in the
Annexure-3, attached to this report. During the financial year ended March 31, 2022, your
Company did not receive any complaint or any other report/
Risk management framework and policy: intimation coming under the ambit of Whistle Blower Policy.
Your Company has an elaborate Risk Management
Framework, which is designed to enable risks to be identified, Policy on prevention of Sexual Harassment:
assessed and mitigated appropriately. Your Company Your Company has zero tolerance towards any action of
monitors, manages and reports on the principal risks and any employee which may fall under the ambit of ‘Sexual
uncertainties that can impact its ability to achieve its strategic Harassment’ at workplace and is fully committed to uphold
objectives. Your Company’s SOP’s, Organizational structure, and maintain the dignity of every woman working in your
management systems, code of conduct, policies and Values Company. Your Company has formed a Committee to attend
together govern how your Company conducts its business to any complaint of sexual harassment at the workplace. The
and manage associated risks. statement and disclosures pertaining to Sexual Harassment
of Women at Workplace (Prevention, Prohibition & Redressal)
The Risk Management framework enables the management Act, 2013, are given in the Corporate Governance Report.
to understand the risk environment and assess the specific
risks and potential exposure to your Company, determine During the financial year ended March 31, 2022, your
how to deal best with these risks to manage overall potential Company has not received any complaint from any employee
exposure, monitor and seek assurance of the effectiveness of pertaining to any sexual harassment.
the management of these risks and intervene for improvement
where necessary and report throughout the management
chain upto the Risk Management Committee on a periodic Subsidiaries, Associates and Joint Ventures:
basis about how risks are being monitored, managed, Nueclear Healthcare Limited (Nueclear) is the wholly owned
assured and improvements are made. subsidiary and its entire share capital made up of 1,11,11,000
equity shares are held by your company, which includes 6
Your Company has formulated a Risk Management policy shares held in the name of six nominees who are holding one
identifying the elements of risk, and it has been made share each, as nominees of your company, in order to meet
available on the website of your Company, Investor Relations with the statutory requirement of having a minimum number
(thyrocare.com) of seven shareholders.

Nueclear operates a growing network of molecular imaging 8(2) of the Companies (Accounts) Rules, 2014. The policy
centres, primarily focused on early and effective cancer on materiality of Related Party Transactions is uploaded on
detection and monitoring. Each of Nueclear’s imaging the website of your Company and the link for the same is
centres uses PET-CT scanners to assist in cancer diagnosis, provided in the ‘Report on Corporate Governance’. There
staging, monitoring of treatment, and efficacy and evaluation were no materially significant related party transactions which
of disease recurrence. could have potential conflict with interest of the Company
at large.
During the year under review, Nueclear has 8 centres which
are operating smoothly from various locations as follows:
Particulars of loans, guarantees or investments
under Section 186:
Fully Owned by us Pet CT Partnership Scheme
Bangalore Borivali Your Company has not given any loan, provided any guarantee/
Hyderabad Prabhadevi security or made any investment, under Section 186 of the
Mumbai Nashik Companies Act, other than what has been disclosed in the
Delhi Vadodara financial statements, pursuant to the provisions of Section
186 (4) of the Companies Act, 2013 and Schedule V of the
Nueclear also owns and operates a medical cyclotron unit Listing Regulations.
in Navi Mumbai, which produces the radioactive bio-marker
required for PET-CT scanning.
Corporate Governance Report:
Equinox Labs Private Limited (Equinox) is an associate Your Company believes that robust Corporate Governance
company, where your company has made an investment practices are critical for enhancing and retaining stakeholder’s
of ` 20 Crores in its equity share capital. Your company is trust and confidence. Your Company always ensures that its
presently holding 4,29,186 numbers of equity shares of the performance goals and targets are achieved in compliance
above company, constituting 30% of their paid-up Equity with its sound corporate governance practices. The efforts
Share Capital. Thus, Equinox has become an Associate of your Company are always focused on long term value
company of your company, as defined in Section 2 (6) of the creation. Inherent to such an objective is to continuously
Companies Act, 2013. Equinox is engaged in the business engage and deliver value to all its stakeholders including
of water, food and other environment and hygiene testing. members, customers, partners, employees, lenders and the
society at large.
Your company presently does not have any Joint Venture.
The Report on Corporate Governance, as stipulated under
A statement containing the salient feature of the financial Regulation 34 of the SEBI (Listing Obligations and Disclosure
statement of your Company’s Wholly-owned Subsidiary and Requirements) Regulations, 2015. The Report on Corporate
the Associate company, pursuant to the first proviso to sub- Governance also contains certain disclosures required under
section (3) of Section 129 has been given in Form No. AOC-1, Companies Act, 2013 for the year under review.
attached to this report as Annexure-4.
A certificate from M/s V Suresh Associates Practising Company
Further, pursuant to the provisions of Section 136 of the Act, the Secretaries, confirming compliance to the conditions of
financial statements of your Company, consolidated financial Corporate Governance as stipulated under SEBI (Listing
statements along with relevant documents and separate Obligations and Disclosure Requirements) Regulations, 2015,
audited financial statements in respect of subsidiaries, are is annexed to Report on Corporate Governance.
available on your Company’s website at Investor Relations
(thyrocare.com).
Management’s Discussion and analysis
As required under the provisions of Regulation 34 (2) (e) of
Particulars of contracts or arrangements with the SEBI (Listing Obligations & Disclosure Requirements)
related parties: Regulations, 2015, the Management’s Discussion and
All contracts / arrangements / transactions entered by the Analysis is attached and forms part of this Annual Report.
Company during the financial year with related parties were
in its ordinary course of business and on an arm’s length
Business Responsibility Report :
basis. During the year, the Company had not entered into any
contract / arrangement / transaction with related parties which As required under the provisions of 34 (2) (f) of SEBI (Listing
could be considered material in accordance with the policy Obligations & Disclosure Requirements) Regulations, 2015,
of the Company on materiality of related party transactions or the Business Responsibility Report (BRR) is attached and
which is required to be reported in Form No. AOC-2 in terms forms part of this Report
of Section 134(3)(h) read with Section 188 of the Act and Rule

Compliance with Secretarial Standards: A. The ratio of the remuneration of each director to the median
Your Company has followed the applicable Secretarial employee’s remuneration and other details in terms of Section
197(12), of the Companies Act, 2013 read with Rule 5(1) of the
Standards ie. SS-1 and SS-2, relating to ‘Meetings of Board
Companies (Appointment and Remuneration of Managerial
of Directors’ and ‘General Meetings’ respectively.
Personnel) Rules, 2014, as amended from time to time
Particulars of employees:
The information required under section 197 of the Act read with
Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 are given below:
Ratio to median %age of increase in the

Name of the Directors Position
remuneration financial year
Executive Directors / KMPs
Dr. A. Velumani Managing Director up to 02-09-2021 * *
Mr. A. Sundararaju Executive Director & CFO up to 02-09-2021 21.43 **
Mr. Dharmil Sheth Managing Director from 12-02-2022 ***
Mr. Sachin Salvi Chief Financial Officer from 28-01-2022 32.14 50.00%
Mr. Ramjee Dorai Company Secretary 10.71 7.14%
* Does not arise, as Dr. A. Velumani, Chairman & Managing Director, has opted to receive a token remuneration of Re. 1/- only per month.
** Does not arise, as there was no change in the remuneration of Mr. A. Sundararaju, Executive Director & Chief Financial Officer.
*** Does not arise as Mr. Dharmil Sheth has opted to not receive any remuneration from the Company
The non-executive directors are not getting any remuneration.
Independent directors are being paid sitting fee only. There is set out in the said rules , forms part of Annexure 5 to this
no increase in the Sitting Fee payable per meeting. However, Board’s report.
the actual amount paid may differ based on the number of
meetings attended by them. Employees Stock Purchase / Option Schemes:
As already intimated, your Company had allotted 33,650
Dr. A. Velumani and Mr. A. Sundararaju were the Chairman equity shares in the year 2014 to Thyrocare Employees
& Managing Director, and Director & Chief Financial Officer, Stock Option Trust, as approved by the shareholders, which
respectively, of the wholly-owned subsidiary, Nueclear got multiplied to 1,34,600 equity shares subsequent to the
Healthcare Limited. However, they were not receiving any Bonus issue made in 2014. These shares vested on the
remuneration from Nueclear. eligible employees numbering One Hundred, on April 01,
2018 and all of them have exercised their option to acquire
Mr. Hardik Dedhia has been appointed as Managing Director, these shares, and the shares have been transferred to the
and Mr. Sachin Salvi as Chief Financial Officer of Nueclear respective employees, except for a small quantity of 364
Healthcare Limited. However, both of them are not getting any shares which is also being transferred shortly.
remuneration from NHL.
The Shareholders had also approved granting of 5,05,359
The percentage increase in the median remuneration of Nos. of Stock Options, equivalent to 1% of the then paid-up
employees in the financial year: 10.67 % equity share capital of the Company, to be distributed to the
eligible employees over a period of ten years at the rate of
The number of permanent employees on the rolls of Company 0.10% with an increase or decrease of 0.02% depending on
as on 31-03-2022: 2115 the Company’s growth.
Mr. Hardik Dedhia, Mr. Dharmil Sheth, Mr. Dhaval Shah and Accordingly, your Company has already issued Stock Options
Mr. Sachin Salvi are the Managing Director, and Director & for the years 2014-15 to 2020-21, out of which the Options
Chief Financial Officer, respectively, of the wholly-owned granted for 2014-15, 2015-16, 2016-17 and 2017-18 got
subsidiary, Nueclear Healthcare Limited. However, they are vested on the continuing eligible employees and the Options
not receiving any remuneration from Nueclear. granted to a few employees who have left before the date of
vesting, got lapsed and have been added back to the pool.
B. In terms of the provisions of Section 197(12) of the Act
read with Rule 5(2) and 5(3) of the Companies (Appointment This year, it is proposed to grant Stock Options not exceeding
and Remuneration of Managerial Personnel) Rules, 2014, a 40,429 Equity Shares, which would vest on the eligible
statement showing the names of the top ten employees in employees after a lock-in period of three years, subject to
terms of remuneration drawn and names and other particulars their continuing in service, and the proposal is being placed
of the employees drawing remuneration in excess of the limits before the Members for their approval. The details of Options
granted, shares allotted, etc., are given below:

Total Options approved 505,359 Internal Financial Controls and their Adequacy:
Less: Options exercised Internal Financial Controls are an integrated part of the
Granted in 2014-15 and exercised in 2018-19 33,973 risk management process, addressing financial risks and
Granted in 2015-16 and exercised in 2019-20 37,759 financial reporting risks. The Board has adopted policies and
Granted in 2016-17 and exercised in 2020-21 38,054 procedures for ensuring the orderly and efficient conduct of
Granted in 2017-18 and exercised in 2021-22 28,913
its business, including adherence to the Company’s policies,
Total Options exercised 138,699
the safeguarding of its assets, the prevention and detection
Balance 366,660
of frauds and errors, the accuracy and completeness of the
Less: Options granted but not yet vested
accounting records, and the timely preparation of reliable
- 2018-19 40,429
financial disclosures. Assurance on the effectiveness of
- 2019-20 40,429
- 2020-21 40,429
internal financial controls is obtained through management
121,287 reviews, continuous monitoring by functional experts and
Balance 245,373 testing of the internal financial control systems by the internal
Less: Options to be granted now for 2021- auditors during the course of their audits. We believe that
40,429
22 – not exceeding these systems provide reasonable assurance that our internal
Further balance 204,944 financial controls are designed effectively considering
the nature of our industry and are operating as intended.
The disclosure as per rule 12 (9) of The Companies (Share During the year, such controls were reviewed and no material
Capital and Debentures) Rules, 2014 relating to Employees weakness in the design or operation was observed.
Stock Option Scheme is enclosed as Annexure-6, attached
to this report.
Directors’ Responsibility Statement:
The certificate issued by the Secretarial Auditors regarding Pursuant to the provisions of Sub-Section 5 of Section 134 of
compliance with the Scheme implemented during the year the Companies Act, 2013, your Board of Directors confirm,
under review in accordance with the SEBI (Share Based to the best of their knowledge and ability, that:
Employee Benefit) Regulations, 2021 and the resolution
passed at the annual general meeting (a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with
Consent of the shareholders is being sought for granting of proper explanation relating to material departures;
Stock Options under the ESOP Scheme.
(b) they have selected such accounting policies and applied
them consistently and made judgments and estimates
Change in the nature of business: that are reasonable and prudent so as to give a true and
There is no change in the nature of core business of your fair view of the state of affairs of the company at the end
Company or in that of the Subsidiary Company during the of the financial year and of the Profit of the company for
year under review. that period;
Conservation of energy, technology absorption (c) they have taken proper and sufficient care for the
and foreign exchange earnings and outgo: maintenance of adequate accounting records
in accordance with the provisions of the Act for
Pursuant to the provisions of Clause (m) of Sub-Section 3
safeguarding the assets of the company and for
of Section 134 of the Companies Act, 2013, read with Rule
preventing and detecting fraud and other irregularities;
8 (3) of the Companies (Accounts) Rules 2014, the details
of conservation of energy, technology absorption, foreign
(d) they have prepared the annual accounts on a going
exchange earnings and outgo, are given in the Annexure-7,
concern basis;
attached to this report.
(e) they have laid down internal financial controls to be
Annual Return: followed by the Company and such internal financial controls
Pursuant to the provisions of Section 92(3) read with Section are adequate and operating effectively; and
134(3)(a) of the Companies Act, 2013, the Annual Return
as on March 31, 2022, has been placed in your Company’s (f) they have devised proper systems to ensure compliance
website, on Investor Relations (thyrocare.com) with the provisions of all applicable laws and such systems
were adequate and operating effectively.
Insurance: Based on the framework of internal financial controls and

All properties and insurable interests of your Company compliance systems established and maintained by the
including building, plant and machinery and stocks have Company, work performed by the internal, statutory and
been fully insured. secretarial auditors and external consultants, including

audit of internal financial controls over financial reporting 6) There were no one time settlements with taking loan
by the statutory auditors, and the reviews performed by from Banks or Financial Institutions and hence there are
management and the relevant board committees, including no details to be disclosed for difference between the
the audit committee, the board is of the opinion that the amount of the valuation done at the time of one-time
Company’s internal financial controls were adequate and settlement and the valuation done while taking a loan
effective during FY 2021-22. from the Banks or Financial Institutions.
General: Acknowledgements:
Your Directors state that no disclosure or reporting is required Your Directors take this opportunity to thank all the Government
in respect of the following items as there were no transactions and Regulatory Authorities, Financial Institutions, Banks,
on these items during the financial year under review: Customers, Vendors, Suppliers and Members and all other
stakeholders for their valuable continuous support.
1) The Company has not accepted any deposits within the
meaning of Section 73 of the Companies Act, 2013 and The Boards of Directors also wish to place on record its
the Companies (Acceptance of Deposits) Rules, 2014. sincere appreciation for the committed services by the
Company’s executives, staff and workers.
2) No significant or material orders were passed by the
Regulators or Courts or Tribunals which impact the going Your Directors also wish to thank the Members for the
concern status and Company’s operations in future. confidence they have reposed in the Board of Directors of
the Company.
3)
During the financial year under review, except as
specified in the above sections, there were no other
change in share capital of the Company (Including
Sweat Equity, under ESOP’s or equity shares with
differential rights as to dividend, voting or otherwise or
Buyback). For and on behalf of the Board of Directors,
4) The provisions of section 197(14) of the Companies Thyrocare Technologies Limited

Act, 2013, in relation to disclosure of remuneration or
commission received by a managing or whole-time
director from the company’s holding or subsidiary
company are not applicable to the Company.
Dharmil Sheth Hardik Dedhia
5) There is no application made or proceedings pending Place: Navi Mumbai Managing Director Director
under the Insolvency and Bankruptcy Code, 2016. Date: 29-04-2022 DIN: 06999772 DIN: 06660799

Annexure 1
Form No. MR-3 Secretarial Audit Report

For the Financial Year 2021-2022 (iv) Foreign Exchange Management Act, 1999 and the
[Pursuant to section 204(1) of the Companies Act, 2013 and rules and regulations made thereunder to the extent of
rule No.9 of the Companies (Appointment and Remuneration Foreign Direct Investment, Overseas Direct Investment
of Managerial Personnel) Rules, 2014] and External Commercial Borrowings;
To, (v) The following Regulations and Guidelines prescribed

The Members, under the Securities and Exchange Board of India Act,
Thyrocare Technologies Limited 1992 (‘SEBI Act’):-
We have conducted the Secretarial Audit of the compliance (a) The Securities and Exchange Board of India
of applicable statutory provisions and the adherence to good (Substantial Acquisition of Shares and Takeovers)
corporate practices by THYROCARE TECHNOLOGIES Regulations, 2011;
LIMITED (hereinafter called the Company). Secretarial
Audit was conducted in a manner that provided us a (b) The Securities and Exchange Board of India
reasonable basis for evaluating the corporate conducts/ (Prohibition of Insider Trading) Regulations, 2015;
statutory compliances and expressing our opinion thereon.
(c) The Securities and Exchange Board of India
We have conducted online verification & examination of (Issue of Capital and Disclosure Requirements)
records, as facilitated by the Company, due to Covid 19 and Regulations, 2018 and amendments from time to
for the purpose of issuing this Report. time; (Not applicable to the Company during the
audit period)
Based on our verification of the THYROCARETECHNOLOGIES
LIMITED books, papers, minute books, forms and returns (d) The Securities and Exchange Board of India
filed and other records maintained by the Company and (Employee Stock Option Scheme and Employee
also the information provided by the Company, its officers, Stock Purchase Scheme) Guidelines, 1999 and
agents and authorized representatives during the conduct of The Securities and Exchange Board of India (Share
secretarial audit, the explanations and clarifications given to Based Employee Benefits) Regulations, 2014;
us and considering the relaxations granted by the Ministry of
Corporate Affairs and Securities and Exchange Board of India (e) The Securities and Exchange Board of India (Issue
warranted due to the spread of the COVID-19 pandemic, we and Listing of Debt Securities) Regulations, 2008;
hereby report that in our opinion, the Company has, during (Not applicable to the Company during the audit
the audit period covering the financial year ended 31st March period)
2022, complied with the statutory provisions listed hereunder
and also that the Company has proper Board-processes and (f) The Securities and Exchange Board of India
compliance-mechanism in place to the extent, in the manner (Registrars to an Issue and Share Transfer Agents)
and subject to the reporting made hereinafter: Regulations, 1993 regarding the Companies Act
and dealing with client; (Not applicable)
We have examined the books, papers, minute books,
forms and returns filed and other records maintained by (g) The Securities and Exchange Board of India
THYROCARE TECHNOLOGIES LIMITED (“the Company”) (Delisting of Equity Shares) Regulations, 2009;
for the financial year ended on 31st March 2022 according to (Not applicable to the Company during the audit
the provisions of: period)
(i) The Companies Act, 2013 (the Act) and the rules made (h) The Securities and Exchange Board of India
there under; (Buyback of Securities) Regulations, 2018; (Not
applicable to the Company during the audit
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) period)
and the rules made there under;
Other Laws specifically applicable to this Company is
(iii) The Depositories Act, 1996 and the Regulations and as follows:
Bye-laws framed there under;
(vi) The Bio-medical Wastes (Management and Handling)
Rules 1998;

(vii) The Clinical Establishments (Registration and Regulation) We further report that there are adequate systems and
Act, 2010 and rules made thereunder; processes in the company commensurate with the size and
operations of the company to monitor and ensure compliance
(viii) Preconception and The Pre-Natal Diagnostic Techniques with applicable laws, rules, regulations and guidelines.
(Prohibition of Sex Selection) Act, 1994 and rules
made thereunder; We further report that during the audit period as per the
information provided and to the best of our knowledge
(ix) The Atomic Energy Act 1962 and rules made there there were no other specific events / actions having a
under; and major bearing on the company’s affairs in pursuance of the
above referred laws, rules, regulations, guidelines, and the
(x) Bio Medical Waste Management and Handling) Rules, Secretarial Standards.
1988 framed under Environment (Protection) Act,
1986 being laws that are specifically applicable to the We further report that, during the audit period:
Company based on their sector/industry
During the period under audit, the erstwhile promoters
We have also examined compliance with the applicable along with the promoter group sold their entire shareholding
clauses of the following: consisting of 349,72,999 equity shares representing 66.11%
(calculated as on March 31, 2022) of the total paid up equity
(i) Secretarial Standards issued by The Institute of Company capital of the Company, to Docon Technologies Private
Secretaries of India. Limited (“Docon”). Therefore, Docon made an open offer as
provided under the SEBI (SAST) Regulations, and acquired
(ii) Securities and Exchange Board of India (Listing 26,83,093 equity shares from the Public representing 5.07%
Obligations and Disclosure Requirements) (calculated as on March 31, 2022) of the paid up capital of
Regulations, 2015. the Company. As a result, a change in management control
took place, and three directors representing the erstwhile
We further report that the Board of Directors of the Company Promoters and Promoter Group resigned and three directors
is duly constituted with proper balance of Executive Directors, representing the incoming Promoters have joined the Board.
Non-Executive Directors, Independent Directors and Woman
Director (including a woman Independent Director). The Based on the application made by the Company, the stock
changes in the composition of the Board of Directors that exchanges have approved reclassification of the erstwhile
took place during the period under review were carried out Promoters and their Promoter Group in Public Category w.e.f
in compliance with the provisions of the Act. March 16, 2022.
Adequate notice is given to all directors to schedule the For V Suresh Associates
Board Meetings, agenda and detailed notes on agenda were Practising Company Secretaries
sent at least seven days in advance, and a system exists for
seeking and obtaining further information and clarifications
on the agenda items before the meeting and for meaningful V Suresh
participation at the meeting. Senior Partner
FCS No. 2969
As per the minutes of the meeting, all the decisions were C.P.No. 6032
taken unanimously in as much as there were no dissenting Place: Chennai Peer Review Cert. No. :667/2020
views appearing in the minutes of the meetings. Date: 29-04-2022 UDIN: F002969D000241130

Annexure 2
Board’s Report
Nomination & Remuneration Committee
The Nomination & Remuneration Committee consists of three directors, viz.
1 Mr. Gopal Krishna Shivaram Hegde, Independent Director - Chairman
2 Mr. Vishwas Kulkarni, Independent Director - Member
3 Dr. Indumati Gopinathan, Independent Director – Member
The following is the broad description of the terms of reference of the Committee:
1 Formulating the criteria for determining qualifications, positive attributes and independence of a director and recommending
to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;
2 Formulating of criteria for evaluation of performance of the independent directors and the Board;
3 Devising a policy on Board diversity;
4 Identifying persons who qualify to become directors and who may be appointed in senior management in accordance
with the criteria laid down, recommending to the Board their appointment and removal;
5 Determining whether to extend or continue the term of appointment of the independent director, on the basis of the report
of performance evaluation of independent directors;
6 Analysing, monitoring and reviewing various human resource and compensation matters;
7 Determining the company’s policy on specific remuneration packages for executive directors including pension rights
and any compensation payment, and determining remuneration packages of such directors;
8 Determining compensation levels payable to the senior management personnel and other staff (as deemed necessary),
which shall be market-related, usually consisting of a fixed and variable component;
9 Reviewing and approving compensation strategy from time to time in the context of the then current Indian market in
accordance with applicable laws;
10 Performing such functions as are required to be performed by the compensation committee under the Securities and
Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 or
the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014, as applicable;
11 Framing suitable policies and systems to ensure that there is no violation, by an employee of any applicable laws in India
or overseas, including:
(i) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; or
(ii) The Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices relating to the
Securities Market) Regulations, 2003.
12 Performing such other activities as may be delegated by the Board of Directors and/or are statutorily prescribed under
any law to be attended to by the Nomination and Remuneration Committee.”

Nomination & Remuneration Policy:

The objectives of the Policy:
1 To lay down criteria and terms and conditions with regard to identifying persons who are qualified to become directors
(Executive and Non-executive) and persons who may be appointed in Senior Management and Key Managerial positions
and to determine their remuneration.
2 To determine remuneration based on the Company’s size and financial position and trends and practices on remuneration
prevailing in peer companies.
3 To carry out evaluation of the performance of Directors.
4 To provide them reward linked directly to their effort, performance, dedication and achievement relating to the
Company’s operations.
5 To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create
competitive advantage.
The Board of Directors on its own and/or as per the recommendations of Nomination and Remuneration Committee can amend
this policy as deemed fit from time to time, the salient features of policy is available on the Company’s website at Investor
Relations (thyrocare.com)
For and on behalf of

Thyrocare Technologies Limited,
G. S. Hegde Mr. Dharmil Sheth

(Chairman, Nomination (Managing Director)
& Remuneration Committee) DIN: 00157676
DIN: 06999772
Place: Navi Mumbai
Date: 29-04-2022

Annexure-3
Annual Report on Corporate Social Responsibility (CSR)

Activities for the financial year ended on 31st March, 2022
1. A brief outline of the Company’s CSR policy, including overview of projects or programmes proposed to be undertaken
and a reference to the web-link to the CSR policy and projects and programs.
The Company’s CSR Policy is based on the principle of extending support to the underprivileged segments of the Society
and rendering service to achieve selected goals for the common benefit of the entire society.
The following are the identified four thrust areas for CSR activities (based on Schedule VII of the Companies Act 2013)
under the CSR policy:
- Environment oriented:
i) Exploitation of Solar Energy as alternative for conventional modes of Energy usage.
ii) Creation of awareness of the dangers of water, air and soil pollution.
iii) Planting of trees in schools, colleges, medical centres and other selected places.
iv) Supply of seedlings, nursery materials, etc.
- Society oriented
i) Adoption of economically backward rural areas for all-round improvement.
ii) Construction of water tanks and laying of pipelines in selected rural areas to make available safe drinking water.
iii) Construction of public toilets in rural areas.
iv) Rehabilitation of abandoned children, orphans and destitute and help them integrate with the society.
v) Laying of link roads in places, which are not properly connected, to the nearby towns.
- Education oriented
i) Establishment of model schools in rural areas.
ii) Establishment of Lending Libraries that lend textbooks to the needy students on yearly basis.
iii) Introduction of Scholarships for students from economically weaker sections of society, who are otherwise fit for
pursuing higher education.
iv) Introduction of Cups, Medals and Prizes for oratorical contests, quiz programmes, sports & athletic competitions.
v) To extend financial assistance to the under-privileged for educational needs.
- Health care Oriented

i) Introduction of mobile clinics to be of service for the people in rural areas, in association with hospitals in the nearby
urban centres.
ii) Running of ambulances with first-aid facilities in selected rural areas.
iii) Creating awareness about the importance of preventive health-care.
iv) Creating awareness about the hazards of dangerous habits like smoking, tobacco-chewing, drinking, etc
CSR Policy may be viewed at the Company's website, Investor Relations (thyrocare.com)

2. Composition of CSR Committee:

Sr. Name of Director Designation/Nature of Meeting Number of meetings Number of meetings
No Directorship date of CSR Committee of CSR Committee
held during the year attended during the year
1. Mr. Gopal Krishna Shivaram Hegde Chairman, Independent, 08-05-2021 1 1
Non-Executive Director
2. Mr. Vishwas Kulkarni Member, Independent, Non- 08-05-2021 1 1
Executive Director
3. Mr. Hardik Dedhia * Member, Non-Independent, 08-05-2021 - -
Non-Executive Director*
4. Mr. A. Sundararaju** Member, Non-Independent, 08-05-2021 1 1
Executive Director, CFO
* Member since September 02, 2021
** Member up to September 02, 2021
3. 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: Investor Relations (thyrocare.com)
4. 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).: Not applicable.
5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social
responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any:
Sl. Financial Year Amount available for set-off from preceding Amount required to be set-off for the financial
No. financial years (in `) year, if any (in `)
Not Applicable
6. Average net profit of the company as per section 135(5): ` 141.78 crores
7.
a) Two percent of average net profit of the company as per section 2.83 Crores
135(5)
b) Surplus arising out of the CSR projects or programmes or activities NIL
of the previous financial years
c) Amount required to be set off for the financial year, if any NIL
d) Total CSR obligation for the financial year (7a+7b-7c). INR 5.02 Cr (Including INR 2.19 Crores as unspent CSR amount
of previous financial year)
8. (a) CSR amount spent or unspent for the financial year: (` crore)
Total Amount Spent for Amount Unspent

the Financial Year. Total Amount transferred to Unspent CSR Amount transferred to any fund specified under
Account as per Section 135(6) of the Act Schedule VII as per second proviso to section 135(5).
Amount. Date of transfer. Name of the Amount Date of transfer.
Fund
5.56 Nil NA Nil Nil NA
(b) Details of CSR amount spent against ongoing projects for the financial year
1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11.
Sr Name Item from Local Location of the Project Amount Amount Amount transferred Mode of Mode of Implementation -
No of the the list of area project. duration allocated spent in to Unspent CSR Implementa Through Implementing Agency
Project. activities in (Yes/No). for the the current Account for the tion - Direct
Schedule VII project financial project as per (Yes/No)
to the Act. (in `). Year (in `). Section 135(6) (in `).
State District Name CSR Registration number.
_________________________________________________________________________NIL_____________________________________________________________________
(c) Details of CSR amount spent against other than ongoing projects for the financial year:

1. 2. 3. 4. 5. 6. 7. 8.
Sr. Name of the Project. Item from Local Location of the project. Amount Mode of Mode of Implementation
No the list of area spent in Implementa - Through
activities in (Yes/ the current tion - Direct Implementing
Schedule No). financial Year (Yes/No) Agency
VII to State District (in `) Name CSR
the Act. Registration number
1. Promotion of Skill development of Youths (ii) Yes Maharashtra Mumbai 5.25 Yes - -
2. Women & Child Care (iii) Yes Maharashtra Mumbai 0.06 Yes - -
3. Support to old age home (iii) Yes Tamil Nadu Coimbatore 0.10 Yes - -
4. Covid cintainment measure (xii) Yes Maharashtra Mumbai 0.15 Yes - -
(d) Amount spent in Administrative Overheads: Nil

(e) Amount spent on Impact Assessment, if applicable: NA
(f) Total amount spent for the Financial Year (8b+8c+8d+8e): 5.56 crore
(g) Excess amount for set off, if any: (` crore)
Sl. No. Particular Amount
1 Two percent of average net profit of the company as per section 135(5) 2.83
2 Unspent amount of previous financial year 2.19
3 Total amount spent for the Financial Year 5.56
4 Excess amount spent for the financial year [(iii)-(i) & (ii)] 0.54
5 Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any Nil
6 Amount available for set off in succeeding financial years [(iii)-(iv)] 0.54
9. Details of Unspent CSR amount for the preceding three financial years
Sr. No Preceding Amount transferred to Amount spent Amount transferred to any fund specified Amount remaining to
Financial Unspent CSR Account in the reporting under Schedule VII as per section 135(6), if any. be spent in succeeding
Year under section 135 (6) Financial Year Name of the Fund Amount Date of transfer financial years.
1 2020-21 0.43 0.43 NA 0
2 2019-20 0 0 NA 0
3 2018-19 1.76 1.76 NA 0
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s)
Sl. Name Financial Year in Project Total amount Amount spent on the Cumulative amount spent Status of the project -
No. of the which the project duration allocated for project in the reporting at the end of reporting Completed /Ongoing
Project was commenced the project Financial Year Financial Year
_________________________________________________________________NIL__________________________ _________________________________________
10. 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 (asset-wise details).
(a) Date of creation or acquisition of the capital asset(s): None
(b) Amount of CSR spent for creation or acquisition of capital asset: Nil
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address
etc.: NA
(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital
asset): NA
11. Specify the reason(s), if the Company has failed to spend two percent of the average net profit as per Section 135(5) of
the Act: Not Applicable
Gopal Shivram Hedge Hardik Dedhia

Place: Navi Mumbai Chairperson, CSR Committee Director
Date: April 29, 2022 DIN: 00157676 DIN: 06660799

Form AOC-1 Annexure-4
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
(Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013, read with Rule 5 of Companies
(Accounts) Rules, 2014)
Part “A”: Subsidiaries

(Information in respect of each subsidiary to be presented with amounts in `Crores)
Sr No Particulars Details
1. Name of the subsidiary Nueclear Healthcare Limited
2. Subsidiary on 24-12-2014 and
The date since when subsidiary was acquired
wholly owned subsidiary on 16-12-2015
3. Reporting period for the subsidiary concerned, if different from the holding Same as the Holding Company’s reporting period,
company’s reporting period viz. April 01, 2021 to March 31, 2022
4. Reporting currency and Exchange rate as on the last date of the relevant
Not Applicable
Financial year in the case of foreign subsidiaries
5. Share capital – Authorised 15.00
6. - Paid up 11.11
7. Reserves & surplus 56.49
8. Total Assets 83.66
9. Total Liabilities 83.66
10. Investments 36.16
11. Turnover 27.35
12. Profit / Loss before taxation 20.39
13. Provision for taxation 3.75
14. Profit / Loss after taxation 24.12
15. Proposed Dividend Nil
16. Extent of shareholding (in percentage) at the end of financial year 2021-22 100%
Notes: The following information shall be furnished at the end of the statement:
1. Names of subsidiaries, which are yet to commence operations: Nil
2. Names of subsidiaries, which have been liquidated or sold during the year: Nil
The above statement also indicates performance and financial position of each of the subsidiaries.
Part “B”: Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013, related to Associate Companies and Joint Ventures
(` In Crore)
Name of Associate Companies /Joint Ventures Equinox Labs Private Limited
1 Latest audited Balance Sheet Date Balance sheet as on March 31, 2022.
2 Shares of Associate/Joint Ventures held by the company on the year end
- Number. 4,29,186
- Amount of Investment in Associates ` 20.00 Crores
- Extent of Holding (in %) 30.00%
The Company does not have significant influence on
3 Description of how there is significant influence
account of shareholding in the Company
Not Applicable, as it is consolidated in accordance with
4 Reason why the associate/joint venture is not consolidated
applicable accounting standards.
Net worth attributable to shareholding as per latest audited Balance
5 7.32
Sheet
6 Profit/Loss for the year -0.60
i. Considered in Consolidation -0.18
ii. Not Considered in Consolidation -0.42
1. Names of associates or joint ventures which are yet to commence operations: Nil
2. Names of associates or joint ventures which have been liquidated or sold during the year: Nil
For and on behalf of the Board,
Ramjee Dorai Dharmil Sheth Hardik Dedhia

Company Secretary Din: 06999772 Din: 06660799
FCS-2966 Managing Director Director
Navi Mumbai Navi Mumbai Navi Mumbai
29-04-2022 29-04-2022 29-04-2022

Annexure 5
Statement pursuant to Section 197(12) of the Companies Act, 2013, read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, for the year ended March 31,
2022, forming part of the Directors’ Report.
Sr Employee Name Designation Nature of Education Date of Age *Gross Previous employment
No employment qualification commencement Remuneration and
(Permanent of designation
or employment
Contractual)
1. Mr. Kallathikumar K Chief Operating Permanent MSC Bio 08 Nov 1998 44 10000000 -
Officer Sciences
2. Dr Caesar Senior Vice Permanent MD Medical 06 Apr 2004 48 10000000 -
Sengupta President Microbiology
3. Mr. Sachin Salvi Chief Financial Permanent CA, CS 01 Feb 2011 42 9000000 -
Officer
4. Mr. Aditya Shinde Vice President Permanent CA 17 Dec 2012 34 5000000 -
5. Dr Preet Kaur Head-Clinical Permanent MD Pathology 1/2/2022 40 4025004 -
Operations and
Quality
6. Dr Prachi Sinkar General Manager Permanent MD Pathology 11 Jul 2016 35 3800000 API Diagnostic
7. Mr. Retheesh Pillai General Manager Permanent MCA 22 Mar 2021 43 3700000 Raksha Health
Computer Insurance TPA Pvt Ltd
Application
8. Mr. Santhosh General Manager Permanent BE 6/12/2021 40 3500000 Phasorz Technologies
Manickam Mechatronics Private Limited
Engineering
9 Mr. Ramjee D Head Company Permanent CS 19 Aug 2014 76 3000000 -
Secretary
10 Mr. Krishnakumar S General Manager Permanent MSC Zoology 01 Mar 2001 51 2900000 -
Notes:
1) Remuneration comprises basic salary, allowances, contribution to Provident Fund, taxable value of perquisites and gratuity
paid but excluding gratuity provision.
2) None of the employees mentioned above is related to any director or manager of the Company.
3) None of the employees, if employed throughout the financial year, was in receipt of remuneration for that year which, in
the aggregate, was not less than Rupees One Crore and Two Lakh only.
4) None of the employees, if employed for a part of the financial year, was in receipt of remuneration for any part of that year,
at a rate which, in the aggregate, was not less than Rupees Eight Lakh and Fifty Thousand per month.
5) None of the employees, if employed throughout the financial year or part thereof, was in receipt of remuneration in that
year which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by
the managing director or whole-time director or manager and holds by himself or along with his spouse and dependent
children, not less than two percent of the equity shares of the company.
6) information about qualification, previous employment is based on particulars furnished by the concerned employee.
7) * Gross Remuneration excluding ESOP.
For and on behalf of the Board,

Ramjee Dorai Dharmil Sheth Hardik Dedhia

Company Secretary Din: 06999772 Din: 06660799
FCS-2966 Managing Director Director
Navi Mumbai Navi Mumbai Navi Mumbai
29-04-2022 29-04-2022 29-04-2022

Annexure 6
Details of Employee Stock Option Scheme

Disclosure pursuant to Regulation 14 of Securities and Exchange Board of India
(Share Based Employee Benefits) Regulations, 2014 as on March 31, 2021
DESCRIPTION OF ESOP SCHEMES:
A. Relevant disclosures in terms of the ‘Guidance note on accounting for employee share-based payments’
issued by Institute of Chartered Accountants of India (“ICAI”) or any other relevant accounting standards as
prescribed from time to time.
The disclosures are provided in the Note No. 46(c) to the Financial Statements of the Company for the year ended
March 31, 2022.
B. Diluted EPS on issue of shares pursuant to all the schemes covered under the regulations, in accordance
with ‘Indian Accounting Standard 33 – Earnings per Share’ issued by ICAI or any other relevant accounting
standards as prescribedfrom ti me to time.
₹. 33.24
C. Details related to ESOP

In the year 2014, the Company decided to allot 33,650 Nos. of equity shares to the eligible employees. These shares
were allotted in the name of Thyrocare Employees Stock Option Trust. This number went up to 134,600 shares
consequent on a Bonus Shares in the ratio of 4:1. Out of these, 1,34,236 shares have already been transferred to the
respective employees, after a waiting period of three years, together with dividend paid thereon and kept in the Bank,
and transfer of the remaining 364 equity shares due to one employee who is presently out of India, is expected to be
completed shortly.
The Company also introduced an Employees Stock Option Scheme envisaging granting of Stock Options equivalent
to 1% of the then paid up capital of the Company amounting to 5,05,359 Numbers of Stock Options, excisable into
equivalent number of new Equity Shares of Rs. 10/- each, to be offered to the eligible employees every year over a
period of ten years, commencing from 2014-15 at the rate of 10% of the total Options every year, fine-tuned by 0.02%
plus or minus, depending upon the Company’s growth.
The Options so granted would vest on the employees after a waiting period of three years, subject to their continuing
in service. Options granted for those employees who had left the services before the vesting date, would lapse and be
added back to the Pool.
Sr no Particulars ESOP
1. Date of Shareholders’ approval September 26, 2015
September 12 2016
August 12 , 2017
September 01, 2018
August 24, 2019
September 29, 2020
June 26, 2021
2. Total number of options / units approved 5,05,359 options convertible into equivalent no. of equity shares.
under ESOP
3. Vesting requirement A total number of 5,05,359 Stock Options is envisaged under
the Scheme for distribution over a period of ten years. Out of
this, Stock Options not exceeding 40,429 Nos would be granted,
this year. Those employees who have completed two years of
service as at the end of the relevant financial year would be
entitled to participate and be beneficiaries in the Scheme
Period of vesting is 3 years after date of granting, i.e. the

employees should continue to be in the service for a period of
three years from the date of granting the Option.
4. Exercise price or pricing formula Exercise price will be Rs. 10/- per share.

5. Maximum term of options / units granted The total no of Options would not exceed 40,429 in aggregate.
(Years) No maximum no of Options has been fixed per employee.
Entitlement of individual employees will be determined based
on norms fixed by the Nomination & Remuneration Committee /
Board of Directors.
6. Source of shares Primary
7. Variation in terms of options / units There was no variation in terms of Options outstanding during
2021-22
8. (a) the method used and the assumptions The Option grantees can exercise the Options after 121310
made to incorporate the effects of a waiting period of 3 years. The face value is the
expected early exercise; exercise period. Weighted average price of shares,
expected dividends, etc., are not considered.
(b) the method used and the assumptions
made to incorporate the effects of
expected early exercise;
(c) how expected volatility was

determined, including an explanation
of the extent to which expected
volatility was based on historical
volatility; and
(d) whether and how any other features of

the options granted were incorporated
into the measurement of fair value,
such as a market condition.
Disclosures in respect of grants made in

three years prior to IPO under each ESOS
9. The details of options granted, options exercised, options lapsed, etc. are given below:
a. Number of options forfeited / lapsed during the year 11539
b. Number of options granted during the year 40429
c. Number of options vested during the year 28913
d. Number of Options exercised during the year 28913
e. Number of shares arising as a result of the exercise 28913
f. Money realized by exercise of options (INR), if scheme is implemented directly by the company 289130
g. Loan repaid by the Trust during the year from exercise price received No loan
availed
h. Number of options outstanding at the end of the year 121287
i. Number of options exercisable at the end of the year 0
j. Number of options outstanding at the beginning of the period 121310
k. Number of options forfeited / lapsed during the year 11539
l. Number of options granted during the year 40429
m. Number of options vested during the year 28913
n. Number of Options exercised during the year 28913
o. Number of shares arising as a result of the exercise 28913
p. Money realized by exercise of options (INR), if scheme is implemented directly by the company 289130
q. Loan repaid by the Trust during the year from exercise price received No loan
availed
r. Number of options outstanding at the end of the year 121287
s. Number of options exercisable at the end of the year 0

10 Employee wise details (name of employee, designation, number of Options / Units granted during the year,
exercise price) of Options / Units
a) Senior Managerial Personnel Refer table below
b) Any other employee who receives a grant in any
one year of option amounting to 5% or more of
option granted during that year N.A
c) Identified employees who were granted option,
during any one year, equal to or exceeding 1% of
the issued capital (excluding outstanding warrants
and conversions) of the company at the time of
grant
11 A description of the method and significant assumptions used during the year to estimate the fair value of
options including the following information:
a) Exercise price Exercise price will be Rs. 10/- per share
Expected volatility
Expected option life
Expected dividends
The risk-free interest rate
Any other inputs to the model
b) The method used and the assumptions made to N.A
incorporate the effects of expected early exercise;
c) How expected volatility was determined, including
an explanation of the extent to which expected
volatility was based on historical volatility;
d) Whether and how any other features of the option
grant were incorporated into the measurement of
fair value, such as a market condition.
Details of options granted to KMPs and other senior employees

i. Key Managerial Personnel
2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21
Mr. Ramjee Dorai - - 851 583 600 650 465
Mr. Sachin Salvi 3,951 1,376 2,020 1200 1300 1500 990
ii) Other senior employees
Mr. Kallathikumar, Chief Operating Officer 2,209 1,020 922 850 900 1200 1661
Dr. Caesar Sengupta, Vice-President-
6,076 3,520 2,986 2,026 2,100 1000 1570
Operations.
Mr. M. Chandrasekhar, Vice-President-
4,411 2,520 2105 1,600 1,900 1000 `1326
Infrastructure
Mr. Aditya Shinde, Vice President Finance 638 273 820 730 800 800 824
Mr. S. Krishna Kumar, General Manager-
2,155 1,020 787 670 710 600 474
Laboratory
iii.
Identified employees who were granted
option during any one year, equal to
or exceeding 1% of the issued capital
None None None None None None None
(excluding outstand-ing warrants and
conversions) of the Company at the time
of grant.
Place: Navi Mumbai Dharmil Sheth Hardik Dedhia

Date: April 29, 2022 Managing Director Director
DIN: 06999772 DIN: 06660799

Annexure 7
The conservation of energy, technology absorption, foreign exchange earnings and outgo pursuant to the provisions
of section 134 (3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014
(A) CONSERVATION OF ENERGY:-

(i) the steps taken or impact on conservation We have set up 82 Kw solar panel with investment of 58
of energy Lakhs in our Zonal lab at Gurugram by which we are saving
30% of our energy expenses(Approx. 10 Lakhs/Year).
(ii) the steps taken by the company for utilizing We are in process of installing solar system on Hyderabad,
alternate sources of energy: Delhi and Gurugram laboratories.
(iii) the capital investment on energy Approx. 0.50 Crore
conservation equipment
(B) TECHNOLOGY ABSORPTION:-
(i) the Efforts made towards technology 1. We launched 6 Regional Processing Laboratories in Jaipur
absorption: , Nagpur, Raipur, Ranchi, Ahmedabad and Vizag moving
forward in our venture to provide global quality standards in
preventive care and diagnostic testing services with speed
& accuracy at affordable prices with a quick turnaround time
throughout the country.
We have 2 more Regional Processing Laboratories and 10
Satellite Labs in pipeline this year
2. In our endeavour to provide 95% of reports from NABL
accredited labs, we have completed NABL audits for 4 more
labs last quarter in Kolkata, Hyderabad, Pune and Gurgaon.
We aim to have all our labs NABL accredited by the end of
this year.
3. Every laboratory now has an expert MD Pathologist to verify
the outgoing reports and ensure uncompromised quality.
4. Starting from just Thyroid testing , today we have come a
long way in providing an extensive menu of 700+ tests, of
which 475+ tests have been added in the last year itself.
5. To enhance our quality further, we have installed automation
for Urine testing at 12 Lab locations, Beckman Analyzers
in Zonal Processing Laboratories for Specialized tests and
will be also placing six pre-analytical sorters this quarter in
Delhi, Bengaluru, Hyderabad, Lucknow, Kolkata and Patna
for automated scanning, sorting and importing of samples for
processing further reducing the TAT for report delivery.
6. Our new initiatives also include
- Our entry in Human genomics by partnering with ‘Map my
Genome’ by finding our crucial information that your DNA
holds about your tendency to suffer from genetic disorders,
nutritional requirements, metabolic potential, drug response,
immunity , ancestral linkages etc
- Partnering with Datar Genetix for early detection of
malignancy by detecting circulating tumor cells
Easy Check 360 , a non - invasive cancer screening based
on a simple blood test can help in early detection of 30 types
of cancer
- Focused approach toward Tuberculosis Diagnosis and
Treatment By introduction of TB Whole Genome Sequencing

(ii) the Benefits derived like product Introduction / Increased use of such technologies help us
improvement, cost reduction, product expand our menu, testing capacity and improve the efficiency
development or import substitution: of our services
(iii) in case of imported technology (imported Nil
during the last three years reckoned from the
beginning of the financial year
(a) the details of technology import
(b) the year of import
(c)
whether the technology been fully
absorbed
(d)
if not fully absorbed, areas where
absorption has not taken place, and the
reasons thereof
(iv) the expenditure incurred on Research and
Development:
(C) FOREIGN EXCHANGE EARNINGS AND
OUTGO:-
The Foreign Exchange earned in terms of actual
inflows during the year and the Foreign Exchange
outgo during the year in terms of actual outflows-
Actual Inflow and Outgo during the year
Particulars 31-03-2022(Currency in ` Crores’
Actual Inflow 0.68
Actual Outflow 5.91
For and on behalf of the Board of Directors,


Place: Navi Mumbai Managing Director Director
Date: April 29, 2022 DIN: 06999772 DIN: 06660799

Management Discussion and Analysis
Overview
Thyrocare is one of the leading pan-India diagnostic chains Our CPL, located in Navi Mumbai, is equipped with automated
that conducts an array of medical diagnostic tests and profiles systems, diagnostic testing instruments and processes from
of tests that centre on early detection and management of leading international and Indian healthcare brands. The
health disorders and diseases. We have processed more than CPL is fully automated and driven by a barcoded and bi-
21 million samples in the last year, thus serving more than 16 directionally-interfaced system and laboratory information
million patients, with remarkable turnaround time, accuracy in system. The CPL meets international standards of quality and
reporting and in compliance, mainly due to our decades long has received global accreditations from College of American
experience in dealing with the diagnostic needs of people. Pathologists (CAP), National Accreditation Board for Testing
We performed more than 110 million clinical investigations and Calibration Laboratories (NABL) and the ISO. We
during the previous year, highest compared to any of our commenced setting up RPLs in 2014 and currently operate 25
RPLs in various key cities of the county which process samples
peers in the industry and catered to more than 500 districts
sourced from the respective regions. We commenced setting
of the country.
up Zonal Processing Laboratories (ZPLs) in 2021, to ensure
that these ZPLs can effectively operate as COVID-RTPCR
In the private sector, we are the pioneers in offering an entire
testing laboratories in the respective region and perform
range of laboratory services across the nation. Being among
certain advanced tests that are currently managed from the
the top players, our credentials earned over a quarter-century
centralised processing laboratory. Currently we operate 3
led to the Indian Council for Medical Research to sponsor
ZPLs at Delhi, Bangalore and Kolkata respectively.
us, among the top players in the private sector, to accept
referrals from governments and civic bodies for Covid-19
We collect samples through a pan-India network of authorised
testing through our fully automated testing facility at Navi service providers comprising of Good Quality Centres
Mumbai. As laboratory service providers, we were the first (GQCs), Thyrocare Service Providers (TSPs), Thyrocare
among the Covid frontline warriors, braving the risk to pledge Aggregators (TAGs) and Online Clients (OLCs), who in turn
our unstinted support for the cause. Thyrocare served as source these samples from local hospitals, laboratories,
the sole COVID testing laboratory for MCGM for Seven Hills diagnostic centres, nursing homes, clinics and doctors that
Hospital, Sion Hospital and NESCO Jumbo isolation facility. avail diagnostic services from us. As on, March 31, 2022,
A diagnostic laboratory that had not tested a single swab we had a network of about 1500 active channel partners
until February 2020, has today achieved built in capacity to and more than 9000 collection points, comprised of TSPs,
process and report more than 50000 swab samples, spread TAGs, OLCs, local hospitals, laboratories, diagnostic centres,
across three dedicated COVID testing laboratories. In the last nursing homes, clinics and doctors spread across more than
year we performed 4.72 million Covid-RTPCR investigations 500 districts covering all the states within the country. Our
through our RTPCR laboratories. widespread network of authorised service providers has
enabled us to expand the reach of the CPL, RPLs and ZPLs,
As of March 31, 2022, we offered 636 distinct tests and 90 thereby providing us with access to a larger customer base.
profiles of tests to detect many health disorders, including those
relating to thyroid disorders, growth disorders, metabolism Through Nueclear, we are developing a growing network
disorders, auto-immunity, diabetes, anaemia, cardiovascular of molecular imaging centres, that primarily focus on early
conditions, infertility and various infectious diseases. Our 34 and effective cancer screening. Each of our imaging centres
profiles are administered under our “Aarogyam” brand, which use PET-CT scanners to assist in cancer diagnosis, staging,
offers patients a suite of wellness and preventive health care monitoring of treatment, and efficacy and evaluation of
tests. We primarily operate our testing services through a fully disease recurrence. We currently have 10 active operating
automated Centralised Processing Laboratory (the “CPL”) PET-CT scanners in our 8 active imaging centres : two in
and have expanded our operations to include a network of Navi Mumbai, two in New Delhi, one each in Hyderabad,
Zonal Processing Laboratories (the “ZPLs”) and Regional central Mumbai, western Mumbai, Baroda, Nashik and
Processing Laboratories (the “RPLs”). Bangalore. We have disposed our Aurangabad PET-CT
business during the financial year, as it was not economically
viable post pandemic. Nueclear also owns and operates a
Through our wholly owned subsidiary, Nueclear Healthcare
medical cyclotron unit in Navi Mumbai, which produces the
Limited, we operate a network of molecular imaging centres
radioactive biomarker FDG required for PET-CT scanning.
in New Delhi, Navi Mumbai, Hyderabad, central Mumbai,
We believe we have developed a platform of affordable
western Mumbai, Nashik, Baroda and Bangalore, focused on
diagnostic services and are poised to further enhance our
early and effective cancer monitoring. We performed 23,203
services and test offerings.
PET-CT scans during the previous year throughout the county.

Statutory Reports | Management Discussion and Analysis 43
Our key competitive strengths are : increased reliance on organised players as local unorganized
players are facing operational challenges. Besides, there is
•• Quality in testing and reporting, supported by higher degree of trust in established brand with high-tech
our accreditations. and accredited laboratories. In the current situation, with
no immediate respite available from COVID-19, the RTPCR
•• Our tech integration enables us to serve our patients within
test would be the most routine and common test. Besides,
the best possible turnaround time.
garnering business, this situation shall benefit organised
•• Our strong network in the country and trust of our patients. players with huge testing capacities and a pan India logistic
network. Simultaneously increased awareness about the
•• Portfolio of specialized tests with an emphasis on wellness
health in small and medium cities is likely to ensure growth
and preventive healthcare.
for the diagnostic industry.
•• Multi-lab model driving volume growth and economies
of scale. According to industry estimates, the diagnostic market is
anticipated to grow at 12-13%, with the general expectation
•• Pan-India collection network supported by logistics,
that the organised chains of diagnostic laboratories would
capabilities and information technology infrastructure.
deliver growth at an even higher rate. In India’s healthcare
•• Capital efficiencies in our diagnostic testing business. industry, diagnostic services play the role of an information
intermediary, providing useful information for the accurate
•• Experienced senior leadership and management team.
diagnosis and treatment of patients’ health conditions. The
These standalone and consolidated financial statements services of the diagnostic industry in India can be classified
have been prepared in accordance with Indian Accounting into pathology testing and imaging. Pathology testing or in vitro
Standards (Ind AS) as per the Companies (Indian Accounting diagnosis involves collection of samples, in the form of blood,
Standards) Rules, 2015, notified under Section 133 of urine, stool, etc., for analysis, using laboratory equipment
Companies Act, 2013, (the ‘Act’) and other relevant provisions and technology to arrive at useful clinical information, to
of the Act. assist with diagnosis and treatment. The pathology testing
segment includes biochemistry, immunology, haematology,
urine analysis, molecular diagnosis and microbiology.
Industry structure and developments
Imaging diagnosis or radiology involves imaging procedures
The Indian diagnostic market is small when compared with such as X-rays and ultrasounds, which shows anatomical or
developed countries, due to lower healthcare spending. In physiological changes within a patient’s body and assist
2018, healthcare spending as a percentage of GDP in India doctors in diagnosis. The imaging diagnostic segment also
was merely 3.5%, whereas for developed countries like UK includes more complex tests, such as CT scans and MRIs,
and USA, it was 10% and 17% of GDP respectively. The and highly specialised tests, such as PET-CT scans.
Indian diagnostic market is highly underpenetrated, with
huge potential for growth. Research shows that, it is fast- According to the research reports, the Indian healthcare
growing segment of the overall healthcare market. The Indian diagnostic industry, is likely to grow by atleast 11-13% p.a.
diagnostic market is poised to grow at 13% CAGR till FY23, in the next five years, largely driven by increase in healthcare
due to multiple growth drivers such as aging population, spending by an aging population, rising income levels, rising
rising insurance penetration and growing thrust of preventive awareness about preventive testing, availability of advanced
care diagnostics. Currently about 25% of the total population healthcare diagnostic tests and healthcare measures
is above 45 years of age and by FY23 this is expected to introduced by a stable central government. Government
cross 30%, leading to higher demand for diagnosis of sponsored schemes like Ayushman Bharat that provides
diseases and disorders. That apart the population seeking healthcare to the poorest income population will likely bring
insurance coverage is growing at CAGR of 17% , that would more patients under the ambit of health cover.
also lead to growing demand for diagnostics through various
other channels.
Strategy
The industry is dominated by small and regional unorganised Our strategic objective is to have sustainable productive
diagnostic laboratories, which control more than 70% of growth by maintaining profit margins, without compromising
the total diagnostic market. Before the pandemic, due to on the quality or the delivery cost of our services.
significant latent demand emerging on the back of improved
economic conditions in the country and a rapidly emerging Tests you can trust
urban population, significant chunk of diagnostic business
Thyrocare as a brand has evolved over the years without
was getting converted from unorganized to organized. There
compromise on the quality of our testing and reporting. With
are no entry barriers, therefore more and more unorganized
a legacy of more than 25 years, we are trusted by billions of
players were entering into the space and there seems no
patients across the country, for their diagnostic needs. We are
significant shift in the share of organized players in the
a familiar brand name in the diagnostic industry and amongst
total diagnostic market. However, COVID-19 has deeply
doctors for our preventive healthcare profile offering. In fact,
impacted the landscape of Indian diagnostics. There is

we have pioneered the preventive trend in the healthcare Strategic set-up of Zonal Processing Laboratories (ZPLs)
segment. Thyrocare that started by offering only 3 tests back for advance tests to grow our network of RPLs and
in 1996, i.e. T3, T4 and TSH, now offers more than 700 tests authorised service providers.
on the platform, with unmatched quality and precision across We intend to set-up zonal processing laboratories for
the country. Our patient’s trust on our process and test results advanced diagnostic testing, in strategic locations across
have birthed our new tagline “Tests You Can Trust”, revamped the country. Since March 2020, our operations were largely
with our new logo. affected due to restrictions on the movement of goods and
personnel across states. This has also resulted in some
An invincible combination with Pharmeasy revenue erosion from certain advanced tests, performed in
Our association with Pharmeasy is uniquely advantaged in our centralised processing laboratory apart from impacting
the diagnostic space. Our lean cost structure and national our turnaround time for these tests. In view of the huge
presence through a widespread B2B network, coupled with post-pandemic growth potential, in highly underpenetrated
Pharmeasy’s technology support to scale operations at diagnostic markets we have set up a ZPL at Delhi, Bangalore
relatively low customer acquisition cost enables us to grow and Kolkata. These ZPLs, akin to our centralised processing
manifold in the coming years. We are targeting to cross sell laboratory, can perform some of the most complex and
diagnostic services through Pharmeasy platform that regularly advanced tests with a reasonable turnaround time that
evidences online search by users for buying medicines. enables us to cater to patient needs and also simultaneously
Additionally, Pharmeasy as a widely acclaimed doctor compete with regional and national players effectively.
consultancy platform, provides supplies and consumables
to more than 6000 retail chemists and multiple hospitals. We We intend to strengthen and grow our coverage of regions
consider these associations as our potential customers in the across India through our network of RPLs and authorised
coming years for selling diagnostic services. service providers. By expanding this network, we plan
to expand our customer base, generate higher volume of
Focus on B2B business samples for processing, improve our turnaround time and
We continue to expand our network of collection points, optimise our logistic costs.
comprising of TSPs, TAGs, OLCs, local hospitals, laboratories,
diagnostic centres, nursing homes, clinics and doctors, We plan on targeted expansion by continuing to open RPLs
currently spread across more than 500 districts by effectively in locations in close proximity to rail or road networks and
addressing the turnaround time difficulties faced by the in markets that are expected to generate high volumes of
network. We have initiated an engagement with doctors samples. To sustain our future growth and client base, we are
through our field force. We continue to work as back-end also focused on increasing the number and service quality
service providers for our B2B channel partners, thereby of the authorised service providers. We intend to use the
providing affordable diagnostic solutions to our patient and expanded network of RPLs and authorized service providers
opportunities for channel partners to grow with us, rather than to bolster brand visibility and increase the service accessibility.
competing against us at the regional level. We have a strong presence throughout the country, spread
equally in all states through our touch points. We are also
To achieve sustainable growth, our business strategy is targeting the uncovered client base by penetrating deeper
crafted along the following lines : into the key regions and offering on door services to smaller
clinics, dispensaries, laboratories and hospitals.
Expansion of our wellness product offerings.
Continue to develop our subsidiary business to provide
We will continue to focus on the growth of our wellness and
affordable PET-CT scanning.
preventive healthcare offerings, in addition to expansion of
our test offerings through aggressive price rationalization. We currently have 8 imaging centres operating 10 PET-CT
As the leaders in preventive care diagnostic test offerings scanners. We believe that having backward integration with
with ‘Aarogyam’ brand, we recognise the growth opportunity, our own cyclotron provides us with greater flexibility, reliability
in this segment and, are well positioned to leverage our and cost effectiveness as we expand our operations. We
expertise and brand. We are focusing a significant proportion intend to increase the number of PET-CT scans per centre
of our marketing efforts on preventive diagnostic and that would enable the newly started centre to attain break
wellness offerings. even by more matured centres funding the deployment of
additional centres.
We intend to expand our diagnostic test offerings through the
acquisition of new technologies, including instruments and The lockdown imposed during the pandemic caused huge
processes. Our initiative to launch high quality Tuberculosis disruption, as movement of patients and FDG was limited,
testing through the ‘Focus TB’ campaign has already begun during this period. Learning from the experience, we intend
to garner volumes. We intent to expand our footprints into to ensure that our PET-CT operations are set-up or transferred
other parts of the country by replicating the dedicated Focus to locations near our medical cyclotron or locations were
TB laboratory setup. sustainable availability of FDG can be ensured through
tie-ups with local medical cyclotron vendors. We used this

lockdown period to transfer one PET-CT set-up to our newer As we re-create ourselves in FY 2023, the focus areas
centre at Borivali. We intend to transfer existing PET-CTs to for our people agenda will be to invest in young talent,
locations that can yield higher revenue with lower operational enhance our benefit offerings and continue our focus on
costs and activate those centres under dispute by settling employee development.
the litigation.
Financial Performance
Expand our service platform by developing new channels
that leverage the strength of our brand and network. These standalone financial statements have been prepared
in accordance with the Indian Accounting Standards as
We plan to increase the breadth of our testing and services
notified by Ministry of Corporate Affairs pursuant to Section
platform through new channels that leverage our brand, multi-
133 of the Companies Act, 2013 (‘the Act) read with Rule 3 of
lab (regional processing) model and pan-India network of
the Companies (Indian Accounting Standards) Rules, 2015
service providers.
and Companies (Indian Accounting Standards) Amendment
Rules, 2016 (hereinafter referred to as the ‘Ind AS’) and other
We have introduced various channels such as online clients
relevant provisions of the Act.
(OLCs), blood collection technician (BTECHs), blood
collection technician online clients (BOLCs) and last mile
The standalone financial statements were authorized for issue
executives (LMEs) to ensure cost effective and timely delivery
by the Company’s Board of Directors on 29 April 2022.
of our offerings. We will also continue to expand our presence
by directly serving our clients.
I. Standalone Financial Performance
Human Resource The management discussion and analysis given below relate
to the audited standalone financial statements of Thyrocare
At Thyrocare, we truly believe that largest driving force of the
Technologies Limited (hereinafter referred to as Thyrocare).
organization’s growth & success is our people. Our constant
The discussion should be read in conjunction with the financial
endeavor is to give our employees an engaging & learning
statements and related notes to the financial statements for
environment with a strong foundation of trust for them to
the year ended March 31, 2022.
develop and thrive.
Summary
Being in the diagnostic sector, we have been one of the front
runners in battling the pandemic. Our phlebotomists, on- Revenue from operations of Thyrocare aggregated to
ground logistics & operations team and lab technicians have ` 561.53 crore in FY2022 as compared to ` 474.27 crore in
continued to serve our customers and we truly appreciate FY2021, registering a growth of 18.4%.
the dedication and hard-work demonstrated by each of them.
These heroes were backed by a strong support team who Earnings before interest, tax, depreciation and amortization
ensured that there was no disruption to the services that we (EBITDA) (unadjusted) of Thyrocare aggregated to ` 230.83
offer to our customers. In turn, Thyrocare took utmost care of crore in FY2022 as compared to ` 170.74 crore in FY2021.
its employees’ safety & wellbeing. Strong norms & guidelines
were set to ensure that employees were safe while in office Profit after tax and after exceptional items (PAT)
& field – mandatory vaccination, temperature checks, usage (unadjusted) of Thyrocare aggregated to ` 152.01 crore in
of PPE kits, etc. For 60% of our employee population, we FY2022 as compared to ` 118.36 crore in FY2021.
encouraged them to continue to work from home as their roles
did not necessitate them to move out. Total Assets of Thyrocare after net off of liabilities aggregated
to ` 520.70 crore in FY2022 as compared to ` 445.46 crore
In the last year, we continued our journey on building talent in FY2021.
internally and adding a host of young talent to our employee
strength. We hired a total of 1,393 employees of which 90% Dividend
were freshers (0 to 6 months’ experience). Our total headcount Thyrocare has determined that as a matter of policy, the
moved up to 2,204 with 310 additional employees added to net cash surplus after providing for tax, capital expenditure
the strength. expected to be incurred during the next financial year, and
any other anticipated requirement of funds, may be distributed
With a young and enthusiastic workforce, it is imperative to among the shareholders as dividend for the financial year
invest in their learning & development which sets them up concerned. The Board of Directors on 29 April 2022 have
for success in their professional journey. In the past year, we recommended and approved the payment of interim dividend
clocked a total of 47,606 learning hours, maintaining a good of `15/- (Rupees Fifteen only) per equity share of the face
mix of internal and external facilitators. We also encourage value of `10/- each.
employees to pursue higher education through our program
to fund their education fees.

The following table provides the details of the standalone financial performance of Thyrocare –
FY2022 FY2021
% % growth %
of Income compared of Income
to FY2021
Income from Operations 561.53 100.00 18.4 474.27 100.00
Expenses
Cost of Materials consumed/ traded 165.23 29.42 2.9 160.55 33.85
Employee benefits expense 58.82 10.47 3.6 56.79 11.97
Other expenses 109.03 19.42 25.5 86.85 18.31
Total Expenses 333.08 59.32 9.5 304.19 64.14
Earnings before interest, tax, depreciation and amortisation (EBITDA) 228.45 40.68 34.3 170.08 35.86
Other income (net) excluding dividend & income from current investments 4.07 0.72 -52.8 8.63 1.82
Dividend & income from current investments 3.33 0.59 -8.8 3.65 0.77
Depreciation and amortization expense 28.47 5.07 35.1 21.08 4.44
Profit before exceptional item and tax 207.38 36.93 28.6 161.28 34.01
Exceptional Items - 0.00 - 0.00
Profit before tax (PBT) 207.38 36.93 28.6 161.28 34.01
Tax expense 55.33 9.85 33.3 41.51 8.75
Profit for the year (PAT) 152.05 27.08 27.0 119.77 25.25

Revenue from operations increased from ` 474.27 crore in FY2021 to ` 561.53 crore in FY2022, registering a growth of 18.4%
(18.3% in FY2021).
Reported revenue increased by 18.4% in FY2022 over FY2021 driven mainly by revenue from COVID RT-PCR testing during
the second wave of Covid for the Government contract, however as we look at the year our non-COVID business too recovered
significantly. Our focus on driving volumes in non-COVID business, resulted in march exit at all time high non-COVID revenue
and volume.
Expenses
Cost of material consumed
FY2022 FY2021
% of % growth % of
income from compared to income from
operations FY 2021 operations
Cost of materials consumed
Opening stock 21.82 18.11
Add: Adjustment on account of change in a/c policy 0.21 -
Purchases 162.76 163.13
184.79 181.24
Less: Closing stock 23.00 22.06
Cost of material consumed [A] 161.79 28.88 1.6 159.18 33.66
Material consumed comprises:

Reagents/ Diagnostics material 128.20 22.89 138.49 29.28
Consumables 33.59 6.00 20.69 4.37
161.79 28.88 159.18 33.66
Cost of material consumed increased from ` 159.18 crore in FY2021 to ` 161.79 crore in FY2022 and the cost of material
consumed to revenue from diagnostic services was 28.88% (33.66% in FY2021). Cost of material consumed includes the cost
of reagents, diagnostic materials and other consumables instrumental to processing sample. The cost of material consumed
to diagnostic services has decreased during the year mainly on account of efficiencies and reduction in the cost of Covid-19
testing, however the gross margin for the non-COVID tests has not increased substantially, due to the reagent/ consumable
costs for these tests are fixed as per the long-term arrangements with suppliers.

Cost of material traded

FY2022 FY2021
% of reven. % growth % of reven.
from sale compared from sale
to FY2021
Purchase of stock-in-trade
Point of care testing devices and strips 4.32 1.49
4.32 1.49
Changes in inventories of stock-in-trade
Inventories at the end of the year:
1.22 0.34
Inventories at the beginning of the year:
0.34 0.38
Net change (0.88) 0.04
Cost of material traded [B] 3.44 55.93 124.84 1.53 61.20
Cost of material comprises of cost of point of care testing devices and consumables procured, the same are traded under the
brand name ‘ThyroMart’, mainly since the current year. The previous year figures have been regrouped. The cost of goods
traded were at ` 3.44 crore in FY2022 compared to ` 1.53 crore in FY2021.
Cost of Materials consumed/ traded

FY2022 FY2021
% of reven. % growth compared % of reven.
from sale to FY2021 from sale
Cost of Materials consumed/ traded [A]+[B] 165.23 29.42 2.81 160.71 33.89
The overall Cost of material consumed/ traded thus has increased from ` 160.71 crore in FY2021 to ` 165.23 crore in FY2022.
The cost of material consumed/ traded to income from operations was 29.42% (33.89% in FY2021).
Employee benefits expense

FY2022 FY2021
% of Income % of Income
Salaries, wages and bonus 52.64 9.37 44.62 9.41
Contributions to provident and other funds 4.05 0.72 3.63 0.77
Employees stock compensation expense 2.30 0.41 1.68 0.35
Gratuity 0.78 0.14 0.49 0.10
Compensated absences (2.83) -0.50 4.13 0.87
Staff welfare expenses 1.88 0.33 2.24 0.47
58.82 10.47 56.79 11.97
Total employee benefits expenses were ` 58.82 crore in FY2022, increased marginally from ` 56.79 crore in FY2021. The
employee’s benefits expenses as percentage of income from operations were 10.47% in FY2022 (11.97% in FY2021). While
the average salary increments for employees amounted to 5-6% p. a., special incentives and increments were offered to key
employees for their contribution. The provision for compensated absences is reversed during the year with change in leave
encashment policy and encashment of leaves by some employees during the FY2022.
Other expenses
FY2022 FY2021
% of Income % of Income
Service charges 37.44 6.67 34.36 7.24
Rent 2.16 0.38 0.65 0.14
Sales incentive 15.70 2.80 18.07 3.81
Business promotion 5.16 0.92 1.67 0.35
Advertisement expenses 0.13 0.02 3.98 0.84
Power and fuel and water 7.00 1.25 6.43 1.36
Printing and stationery 2.41 0.43 1.79 0.38
Postage and courier 3.59 0.64 2.54 0.54
Others 33.06 5.89 16.70 3.52

Other expenses as percentage of revenue remained near static at 18.99% in FY2022 (18.17% in FY2021). Other expenses
primarily comprised of service charges, sales incentives, power & fuel, etc. Order service credits attributing to 45-76% of
total service charges, primarily represented order service charges paid to blood/ swab technicians for collection of samples.
Additionally, the Company incurred (a) swab technician charges for collection & handling of COVID test swabs, (b) transportation
& logistics of COVID test swabs paid to third parties and (c) service charges for updation of COVID patient data on the ICMR
portal. Sales incentives primarily represented incentives paid to Direct Sales
Associates (DSAs) for patients referred to the Company and relates mainly to B2C business.
Earnings before interest, tax, depreciation and amortisation (EBITDA)

In FY2022 the EBITDA (unadjusted) was ` 228.45 crore (40.68% of income from operations) as compared to ` 170.08 crore
(35.86% of income from operations) in FY2021. The normalized EBITDA after adjusting for CSR, provision for bad and doubtful
debts and IndAS 116 adjustment was ` 242.06 crore (43%) as compared to ` 175.66 crore (37%) in FY2021. The EBITDA
margin for our Covid business was significantly higher as compared to our Non-Covid business, since under the contract
with state government, we were processing the collected swab samples. We have seen significant revival in our Non-Covid
business in later part of the FY2022.
Other income (net)

FY2022 FY2021
% of Income % of income
Net gain on investments 4.07 0.72 3.65 0.75
Interest income 0.60 0.11 2.00 0.41
Others 2.73 0.48 6.63 1.36
7.40 1.30 12.28 2.52
Depreciation and amortisation

Depreciation and amortisation increased from ` 21.08 crore in FY2021 (4.44% of income from operations) to ` 28.47 crore in
FY2022 (5.07% of income from operations).
Profit before tax (PBT)

In FY2022, PBT was ` 207.38 crore (` 161.28 crore in FY2021). As a percentage of income from operations, PBT was at 36.93%
in FY2022 (34.01% in FY2021).
Tax expense
The effective tax rate for the Company is 25.7% and tax provision for the current year was ` 55.33 crore (` 41.51 crore in
FY2021).
Profit for the year (PAT)

The net profit in FY2022 was ` 152.05 crore (27% of income from operations) as compared to ` 119.77 crore (25% of income
from operations) in FY2021.
Financial Position – Standalone
Share capital
FY2022 FY2021
In crore of INR Number Amount Number Amount
of shares of shares
Authorised
Equity shares of ` 10 each with equal voting rights 100,000 100.00 100,000 100.00
Issued, subscribed and paid-up
Equity shares of `10 each with equal voting rights 52,903,332 52.90 52,874,419 52.87
Total 52,903,332 52.90 52,874,419 52.87
The Company has a single class of equity shares of par value of ` 10/- each. The authorised share capital stood at ` 100.00
crore, divided into 10 crore equity shares of ` 10/- each. The issued, subscribed and paid up capital stood at ` 52.90 crore

as at March 31, 2022. During the current fiscal the Company has issued equity shares to eligible employees on conversion of
stock options granted to employees.
The Company has issued share options plan for its employees, the details of the options granted as at March 31, 2022 are
provided under the notes to the Standalone Financial Statement in the Annual Report.
Reserves and surplus

Reserves and surplus as at March 31, 2022 were ` 467.80 crore (` 392.59 crore as at March 31, 2021).
Capital reserve
Capital reserve as at March 31, 2022 amounted to ` 30.25 crore (` 30.25 crore as at March 31, 2021). Capital Reserve
represents a) amounts received in earlier years from the selling shareholder at the time of the IPO towards reimbursement of
certain expenses and b) fair of the trademark “Whaters” (subsequently disposed off) assigned by Dr A Velumani in favour of
the Company for no consideration.
Securities premium account

Securities premium as at March 31, 2022 amounted to ` 71.51 crore (` 69.71 crore as at March 31, 2020) after adjustment on
account of transfer of accumulated balance in stock option premium after exercise of stock options and adjustment towards
equity shares bought back at premium. Securities premium represents the premium received on issue of shares. It is utilized
in accordance with the provisions of the Companies Act, 2013.
Share option outstanding account

The Company has established various equity-settled share-based payment plans for certain categories of employees of the
Company. The balance in the share option outstanding account represents the expenses recorded pursuant to the aforesaid
schemes for which the options are not yet vested or exercised.
The balance as at March 31, 2022 was ` 3.43 crore (As at March 31, 2021 it was ` 2.93 crore), after adjustment on account of
transfer of accumulated balance in stock option premium after exercise of stock options.
General reserve
General reserve as at March 31, 2022 were ` 9.17 crore, which was the same as per the previous year.
Capital redemption reserve

The Company bought back 9,58,900 equity shares for an aggregate amount of ` 63.00 crore being 1.78% of the total paid up
equity share capital, at an average price of ` 656.90 per equity share, during the FY2019. The equity shares bought back were
extinguished on 12 October 2018 and 22 October 2018 and as per the provisions of the Companies Act, 2013, the Capital
redemption reserve is used to record the reduction of the share capital of the Company on account of equity shares bought
back out of the accumulated profits. It is created in accordance with the provisions of the Companies Act, 2013.
Surplus in the statement of profit and loss account

Balance in the statement of profit and loss as at March 31, 2022 was ` 352.48 crore (` 279.57 crore as at March 31, 2021) after
appropriation towards dividend on equity shares and tax on dividend.
Non-current liabilities
Financial liabilities Provisions Total
In crore of INR As at As at As at As at As at As at
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Financial liabilities
Lease liabilities 16.01 6.20 - - 16.01 6.20
Others - - - - - -
16.01 6.20 - - 16.01 6.20
Other than financial liabilities
Provision for employee benefits:
Provision for compensated absences - - - 9.30 - 9.30
Provision for gratuity - - 0.17 4.14 0.17 4.14
- - 0.17 13.44 0.17 13.44
Total non-current liabilities 16.01 6.20 0.17 13.44 16.18 19.64

Total non-current liabilities – lease liability increased to ` 16.01 crore as at March 31, 2022 (` 6.20 crore as at 31 March, 2021),
with recognition of long-term lease liability on account of new arrangement entered into in the current financial year.
The provision for leave encashment is classified as current liabilities in the current financial year with change in policy of
encashment of earned leaves.
Current liabilities
Trade Paybale Financial liabilities Provisions Others Total
In crore of INR As at As at As at As at As at As at As at As at As at As at
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Trade payables 13.41 21.02 - - - - - - 13.41 21.02
Lease liabilities - - 5.42 3.43 - - - - 5.42 3.43
Security deposits received - - 15.89 9.24 - - - - 15.89 9.24
Employees dues - - 5.29 6.63 - - 5.29 6.63
Unclaimed dividend - - 0.23 0.11 - - 0.23 0.11
Creditors for capital goods - - 1.02 6.14 - - 1.02 6.14
13.41 21.02 27.85 25.55 - - - - 41.26 46.57
Provision for CSR spend - 2.19 - 2.19
Provision for compensated absences - - - - 2.12 1.07 - - 2.12 1.07
Provision for gratuity - - - - 4.52 0.09 - - 4.52 0.09
Current tax liabilities (net) - - - - - - 1.44 2.57 1.44 2.57
Contract liabilities - - - - - - 9.29 8.51 9.29 8.51
Statutory dues - - - - - - 1.66 1.69 1.66 1.69
- - - - 6.64 3.35 12.39 12.77 19.03 16.12
Total current liabilities 13.41 21.02 27.85 25.55 6.64 3.35 12.39 12.77 60.29 62.69
Total current liabilities decreased marginally to ` 60.29 crore as at March 31, 2022 (` 62.69 crore as at March 31, 2021).
The deviation was mainly on account of –
•• Decrease in expenses/ dues outstanding and payable as at the end of the financial year.
•• Decrease in payable to creditors for capital goods.
•• Increase in recognition of lease liabilities for the long-term arrangements entered into this year.
•• Increase in the provision for employee benefits during the year and reclassification of provision for employee benefits related
to leave encashment.
Property, plant and equipment, capital work-in-progress and investment property
The additions to gross block in FY2022 were:
•• Plant and equipment ` 28.95 crore (` 15.21 crore in FY2021)
•• Furniture and fixtures ` 7.26 crore (` 5.77 crore in FY2021)
•• Office equipment ` 3.43 crore (` 3.10 crore in FY2021)
•• Computer, printer and scanner ` 1.79 crore (` 0.88 crore in FY2021)
The capital work in progress on account of tangible assets was ` 2.15 crore as at March 31, 2022 (` 8.28 crore as at March
31, 2021).
A portion of the leasehold land and building was reclassified as investment property.
Investment in associate
The Company owns 30% stake in Equinox Labs Private Limited (‘Equinox’) for a total purchase consideration of ` 20 crore.
The equity shareholding in Equinox is disclosed under Investment in associate as at 31 March 2022.

Non-current assets
Investments Loans Others Total
In crore of INR As at As at As at As at As at As at As at As at
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Financial assets
Investment in subsidiary 150.34 150.34 - - - - 150.34 150.34
Loans to subsidiary - - - 6.35 - - - 6.35
Security deposits - - 4.56 2.51 - - 4.56 2.51
Bank balance in deposit accounts - - - - 3.46 3.08 3.46 3.08
Receivables for sub-leases - - - - - 0.47 - 0.47
150.34 150.34 4.56 8.86 3.46 3.55 158.36 162.75
Other than financial assets
Deferred tax assets - - - - 15.75 14.86 15.75 14.86
Other tax assets - - - - 8.69 9.67 8.69 9.67
Capital advances - - - - 10.00 10.01 10.00 10.01
Prepaid expenses - - - - 1.29 0.05 1.29 0.05
Balance with government authorities - - - - 0.52 0.52 0.52 0.52
- - - - 36.25 35.11 36.25 35.11
Total non-current assets 150.34 150.34 4.56 8.86 39.71 38.66 194.61 197.86
Investment in subsidiary
The Company assessed the recoverable amount of investment in the wholly owned subsidiary Nueclear Healthcare Limited,
as at 31 March 2022, as the higher of Fair Value less Cost of Disposal (the ‘FVCOD’) and the Value in Use (the ‘VIU’), in view
of the accumulated business losses since inception and also considering the changes in the market conditions and business
environment in India including due to the outbreak of COVID epidemic and effects thereof in the foreseeable future.
Current assets
Investments Inventories Trade receivables Loans Cash and bank balance Others Total
In crore of INR As at As at As at As at As at As at As at As at As at As at As at As at As at As at
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Financial assets
Investments in Mutual Funds (Quoted) 89.05 103.47 - - - - - - - - - - 89.05 103.47
measured at FVTPL
Inventories - - 24.22 22.16 - - - - - - - - 24.22 22.16
Trade receivables - - - - 92.78 44.29 - - - - - - 92.78 44.29
Cash and bank balance - - - - - - - - 11.50 5.05 - - 11.50 5.05
Other bank balances - - - - - - - - 0.50 2.62 - - 0.50 2.62
Security deposits - - - - - - 0.73 0.70 - - - - 0.73 0.70
Loans and advances to employees - - - - - - 0.06 0.02 - - - - 0.06 0.02
Receivables for sub-leases - - - - - - - - - - - 0.14 - 0.14
Interest accrued on deposits - - - - - - - - - - - 0.01 - 0.01
Other receivables towards sale of capital assets - - - - - - - - - - 1.21 1.80 1.21 1.80
89.05 103.47 24.22 22.16 92.78 44.29 0.79 0.72 12.00 7.67 1.21 1.95 220.05 180.26
Advances for supply of goods and services - - - - - - - - - - 9.84 1.39 9.84 1.39
Prepaid expenses - - - - - - - - - - 1.13 0.85 1.13 0.85
- - - - - - - - - - 10.97 2.24 10.97 2.24
Total current assets 89.05 103.47 24.22 22.16 92.78 44.29 0.79 0.72 12.00 7.67 12.18 4.19 231.02 182.50
Inventories
Inventories as a percentage of income from operations were at 4.3% as at March 31, 2022 compared to 4.7% as at March 31,
2021. Inventories comprises of reagents, diagnostic material, consumables and stock in trade.
Trade receivables
Trade receivable as a percentage of income from operations were at 16.5% as at March 31, 2022 compared to 9.3% as at
March 31, 2021. Trade receivables as at 31 March 2022 amounted to ` 92.78 crore, out of the total receivables, ` 81.7 crore
(88%) related to government receivables.
Cash and bank balances

Cash and bank balances were ` 12 crore as at March 31, 2022 (` 7.67 crore as at March 31, 2021).

Cash Flow – Standalone

Thyrocare business generates cash from operations every year that is sufficient to manage the working capital and capital
expenditure requirements. As per the dividend policy, the net cash surplus after providing for tax, capital expenditure expected
to be incurred during the next financial year, and any other anticipated requirement of funds, the surplus cash may be distributed
among the shareholders as dividend for the financial year concerned. Thyrocare has not availed any credit/ overdraft facility
from any of the bank since its inception.
Summary of cash flow statement is given below -

In crore of INR FY 2022 FY2021
Net cash flows from / (used in) :
Operating activities 105.68 111.07
Investing activities (12.32) (53.09)
Financing activities (86.91) (57.81)
Net (Decrease)/ Increase in Cash and cash equiv. 6.45 0.17
Cash flow from operating activities -

Operating profit before working capital changes 245.44 175.44
Adjustment for increase in working capital (83.43) (20.78)
Net income tax paid (56.33) (43.59)
Net cash flows from operating activities 105.68 111.07
In FY2022, Thyrocare generated net cash of ` 105.68 crore (` 111.07 crore in FY2021) from operating activities. This is
attributable to:
•• Increase in operating profit before working capital changes to ` 245.44 crore in FY2022 (` 175.44 crore in FY2021).
•• Decrease in cash flow from working capital to the extent of ` 83.43 crore in FY2022 (decrease of ` 20.78 crore in
FY2021), mainly on account of delay in realization of payments from the government contracts.
•• Payment of taxes of ` 56.33 crore in FY2022 (` 43.59 crore in FY2021).
Cash flows from investing activities

Property, plant and equipment, additions to capital work in progress and capital advances (net) (40.41) (39.10)
Proceeds from sale of property, plant and equipment 0.79 5.31
Proceeds from sale of business undertaking -
Current investments (net) 18.48 (30.79)
Bank deposits 1.73 (0.11)
Interest received/ paid (net) 0.61 1.59
Net cash (used in) investing activities (12.32) (53.09)
In FY2022, cash used in investing activities was ` 12.32 crore (` 53.09 crore in FY2021).
During FY2022, cash used in investing activities was primarily attributable to:
•• Purchase of Property, plant and equipment (net) ` 40.41 crore in FY 2022 (` 39.10 crore in FY2021);
•• Repayment of loan by subsidiary of ` 6.35 crore (` 9.90 crore in FY2021);
•• Liquidation of current investment to the tune of ` 18.48 crore (Additional (net) current investment of ` 30.79 crore in
FY2021);
•• Repayment received from the subsidiary for the loan; and
•• Maturity of bank deposits during the year.

Cash flows from financing activities

Proceeds from issue of equity shares 0.03 0.03
Share issue expenses - (0.02)
Unsecured loans from related party
Payment towards lease liabilities (7.63) (4.95)
Dividend paid on equity shares (79.31) (52.87)
Interest paid
Net cash (used in) financing activities (86.91) (57.81)
The payment of dividend in FY2022 was ` 79.31 crore (` 52.87 crore including dividend tax in FY2021).
II. Consolidated Financial Performance

The Consolidated Financial Statements relate to Thyrocare Technologies Limited (‘the Company’) and its subsidiary company,
Nueclear Healthcare Limited (‘the Subsidiary), in which the Company has 100% equity holding as on 31 March 2022 (100% :
31 March 2021) (herein after referred to as the “Group”).
These consolidated Ind AS financial statements (hereinafter referred to as ‘consolidated financial statements’) have been
prepared in accordance with Indian Accounting Standards (Ind AS) as per the Companies (Indian Accounting Standards)
Rules, 2015, notified under Section 133 of Companies Act, 2013, (the ‘Act’) and other relevant provisions of the Act.
Summary
Revenue from operations of Group aggregated to ` 588.86 crore in FY2022 as compared to ` 494.62 crore in FY2021,
registering a growth of 19%.
Earnings before interest, tax, depreciation and amortization (EBITDA) of Group aggregated to ` 234.89 crore in FY2022
as compared to ` 171.26 crore in Fiscal 2021, registering a growth of 37%.
Profit after tax and after exceptional items (PAT) of Group aggregated to ` 176.06 crore in FY2022 as compared to ` 111.76
crore in Fiscal 2021.
Total Assets of Group after net off of liabilities aggregated to ` 607.66 crore in FY2022 as compared to ` 545.80 crore in FY2021.
The following table provides the details of the consolidated financial performance of Group –
FY2022 FY2021
% of %growth % of
Income compared to FY202 Income
Income from Operations 588.86 100.00 19.05 494.62 100.00
Expenses
Cost of Materials consumed/ traded 169.69 28.82 3.53 163.90 33.14
Employee benefits expense 61.13 10.38 5.27 58.07 11.74
Other expenses 125.52 21.32 22.75 102.26 20.67
Total Expenses 356.34 60.51 9.90 324.23 65.55
Earnings before interest, tax, depreciation and amortisation (EBITDA) 232.52 39.49 36.46 170.39 34.45
Other income (net) excluding dividend & income from current 24.03 4.08 174.63 8.75 1.77
investments
Dividend & income from current investments 5.22 0.89 41.85 3.68 0.74
Depreciation and amortization expense 33.87 5.75 11.86 30.28 6.12
Profit before exceptional item and tax 227.90 38.70 49.40 152.54 30.84
Exceptional Items (0.18) -0.03 (0.07) -0.01
Profit before tax (PBT) 227.72 38.67 49.35 152.47 30.83
Tax expense 51.58 8.76 31.18 39.32 7.95
Profit for the year (PAT) 176.14 29.91 55.67 113.15 22.88


Revenue from operations increased from ` 494.62 crore in FY2021 to ` 588.86 crore in FY2022, registering a growth of 19%.
The contribution of revenue from COVID during the current year was ` 171.01 crore (previous year ` 151.39 crore).
The Consolidated Revenue from operations primarily comprised of income from diagnostic services, income from imaging
services primarily 18F-FDG (Fluoro Deoxy Glucose) whole body PET CT imaging service, sale of consumables for diagnostic
services, trading of point of care testing devices and sale of excess radioactive bio-marker FDG required for PET-CT scanning.
The Consolidated revenue increased by 19% from ` 494.62 crore in FY2021 to ` 588.86 crore in FY2022 driven by increase
in COVID testing revenue mainly from government business and revival of non-COVID business in the latter half of the year.
Expenses
Cost of material consumed
FY2022 FY2021
% of % growth compared % of
income from to FY 2021 income from
operations operations
Cost of materials consumed
Add: Adjustment on account of change in a/c policy 0.21
Purchases 166.33 165.15
189.56 185.39
Cost of material consumed [A] 166.25 28.23 2.39 162.37 32.83
Reagents/ Diagnostics material 128.20 21.77 138.33 27.97
Radiopharmaceuticals 4.46 0.76 0.96 0.19
Consumables 33.59 5.70 23.08 4.67
166.25 28.23 162.37 32.83
The Cost of material consumed increased marginally from ` 162.37 crore in FY2021 to ` 166.25 crore in FY2022, the cost of
material consumed to revenue from operations was 28.23% (32.83% in FY2021).
The cost of material consumed primarily comprised of (a) reagents for diagnostic testing and consumables used for processing,
(b) Consumable for laboratory, (c) Consumption for FDG and consumables used for imaging centres such as contrast, films
etc. The cost of material consumed to diagnostic services has decreased during the year mainly on account of efficiencies and
reduction in the cost of Covid-19 testing, however the gross margin for the non-COVID tests has not increased substantially,
due to the reagent/ consumable costs for these tests are fixed as per the long-term arrangements with suppliers.
Cost of material traded

FY2022 FY2021
% of income % growth compared % of income
from traded to FY 2021 from traded
goods goods
Purchase of stock-in-trade
4.32 1.49
Changes in inventories of stock-in-trade
1.22 0.34
0.34 0.38
Cost of material traded [B] 3.44 256.72 124.84 1.53 114.18

The discussions about the cost of material traded is already included under the discussion on standalone financial statement
of Thyrocare.
Cost of Materials consumed/ traded

FY2022 FY2021
% of % growth compared % of
income from to FY 2021 income from
Cost of Materials consumed/ traded [A]+[B] 169.69 28.82 3.53 163.90 33.14
The overall Cost of material consumed/ traded thus has increased from ` 163.90 crore in FY2021 to ` 169.69 crore in FY2022,
the cost of material consumed/ traded to income from operations was 28.82% (33.14% in FY2021).
Employee benefits expense

FY2022 FY2021
% of income % of income
from\ from\
Salaries, wages and bonus 54.70 9.29 45.92 9.28
Contributions to provident and other funds 4.19 0.71 3.70 0.75
Employees stock compensation expense 2.32 0.39 1.68 0.34
Gratuity 0.85 0.14 0.52 0.11
Compensated absences (2.83) -0.48 4.01 0.81
Staff welfare expenses 1.90 0.32 2.24 0.45
61.13 10.38 58.07 11.74
Total employee benefits expenses were ` 61.13 crore in FY2022, increased from ` 58.07 crore in FY2021. The employee
benefits expenses as percentage of income from operations were 10.38% in FY2022 (11.74% in FY2021). While the average
salary increments for employees amounted to 5-6% p. a., special incentives and increments were offered to key employees
for their contribution. The provision for compensated absences is reversed during the year with change in leave encashment
policy and encashment of leaves by some employees during the FY2022.
Other expenses
FY2022 FY2021
from\ from\
Service charges 37.40 6.35 34.36 6.95
Rent 3.00 0.51 0.84 0.17
Sales incentive 16.00 2.72 18.23 3.69
Legal and professional fees 11.38 1.93 9.20 1.86
Power and fuel and water 8.40 1.43 7.64 1.54
Advertisement expenses 0.10 0.02 3.99 0.81
Business promotion 5.20 0.88 1.67 0.34
Postage and courier 3.60 0.61 2.55 0.52
Printing and stationery 2.50 0.42 1.94 0.39
Repairs and maintenance - Machinery 9.20 1.56 6.36 1.29
Others 26.37 4.48 14.61 2.95
Other expenses as percentage of revenue had marginally increased from 20.50% in FY2021 to 20.91% in FY2022.
Earnings before interest, tax, depreciation and amortisation (EBITDA)

In FY2022 EBITDA was ` 232.52 crore (39.49 % of income from operations) as compared to ` 170.39 crore (34.45% of income
from operations) in FY2021. The normalized EBITDA after adjusting for CSR and provision for bad and doubtful debts was
` 246.13 crore (42%) as compared to ` 176.40 crore (36%).

Other income (net)

FY2022 FY2021
Net gain on investments 5.22 0.84 3.68 0.73
Interest income 0.71 0.11 0.79 0.16
Others 23.32 3.77 7.96 1.57
29.25 4.73 12.43 2.45
Depreciation and amortisation

Depreciation and amortisation was ` 33.87 crore in FY2022 (5.75% of income from operations) compared to ` 30.28 crore in
FY2021 (6.12% of income from operations).
Profit before tax (PBT)

In FY2022, PBT was ` 227.72 crore (` 152.47 crore in FY2021).
Tax expense
Tax expense were at ` 51.58 crore in FY2022 compared to ` 39.32 crore in FY2021.
Profit for the year (PAT)

The net profit in FY2022 was ` 176.14 crore (29.91% of income from operations) as compared to ` 113.15 crore in FY2021.
Financial Position – Consolidated
Share capital
FY2022 FY2021
In crore of INR Number Amount Number Amount
of shares of shares
Authorised
Equity shares of ` 10 each with equal voting rights 100,000 100.00 100,000 100.00
Issued, subscribed and paid-up
Equity shares of `10 each with equal voting rights 52,903,332 52.90 52,874,419 52.87
Total 52,903,332 52.90 52,874,419 52.87
The Company has a single class of equity shares of par value of ` 10/- each. The authorised share capital of the Company
stood at ` 100.00 crore, divided into 10 crore equity shares of ` 10/- each. The issued, subscribed and paid up capital stood
at ` 52.90 crore as at March 31, 2022.
The Group has disclosed the issued, subscribed and paid-up capital net-off the equity shares held by the Employees Stock
Option Trust. The group has also issued shares on exercising of options by employees.

Reserves and surplus as at March 31, 2022 were ` 473.67 crore (` 374.41 crore as at March 31, 2021).
Capital reserve
Capital Reserve represents a) amounts received in earlier years from the selling shareholder at the time of the IPO towards
reimbursement of certain expenses and b) fair of the trademark “Whaters” (subsequently disposed off) assigned by Dr A
Velumani in favour of the Company for no consideration. Capital reserve as at March 31, 2022 amounted to ` 31.71 crore.
Securities premium account

Securities premium represent the premium received on issue of shares. It is utilized in accordance with the provisions of the
Companies Act, 2013. Securities premium as at March 31, 2022 amounted to ` 71.51 crore.

The group has established various equity-settled share-based payment plans for certain categories of employees of the Group.
The balance in the share option outstanding account represents the expenses recorded pursuant to the aforesaid schemes
for which the options are not yet vested or exercised.

The balance as at March 31, 2022 was ` 3.44 crore (As at March 31, 2021 it was ` 2.94 crore), after adjustment on account of
transfer of accumulated balance in stock option premium after exercise of stock options.
General reserve
General reserve is used to record the transfer from retained earnings of the company. It is utilized in accordance with the
provisions of the Companies Act, 2013. General reserve as at March 31, 2022 were ` 9.17 crore, which was the same as per
the previous year.
Surplus in the statement of profit and loss account

Balance in the statement of profit and loss as at March 31, 2022 was ` 356.88 crore (` 259.92 crore as at March 31, 2021) after
appropriation towards dividend on equity shares and tax on dividend.
Financial liabilities Provisions Total
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Lease liabilities 15.70 5.45 - - 15.70 5.45
15.70 5.45 - - 15.70 5.45
Provision for compensated absences - - - 9.37 - 9.37
Provision for gratuity - - 0.27 4.21 0.27 4.21
- - 0.27 13.58 0.27 13.58
Total non-current liabilities 15.70 5.45 0.27 13.58 15.97 19.03
Total non-current liabilities decreased to ` 15.97 crore as at March 31, 2022 (` 19.03 crore as at March 31, 2021), with
recognition of long-term lease liability on account of new arrangement entered into in the current financial year.
The provision for leave encashment is classified as current liabilities in the current financial year with change in policy of
encashment of earned leaves.
Current liabilities
Trade Paybale Financial liabilities Provisions Others Total
In crore of INR As at As at As at As at As at As at As at As at As at As at
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Trade payables 16.53 25.01 - - - - - - 16.53 25.01
Lease liabilities - - 5.00 3.04 - - - - 5.00 3.04
Security deposits received - - 16.74 10.28 - - - - 16.74 10.28
Employees dues - - 5.53 6.89 - - - - 5.53 6.89
Unclaimed dividend - - 1.02 0.12 - - - - 1.02 0.12
Creditors for capital goods - - 0.40 6.14 - - - - 0.40 6.14
16.53 25.01 28.69 26.47 - - - - 45.22 51.48
Provision for CSR spending - - - - - 2.19 - - - 2.19
Provision for compensated absences - - - - 2.17 1.11 - - 2.17 1.11
Provision for gratuity - - - - 4.52 0.09 - - 4.52 0.09
Current tax liabilities (net) - - - - - - 1.44 2.57 1.44 2.57
Contract liabilities - - - - - - 9.34 8.60 9.34 8.60
Advance received towards consideration - - - - - - - 27.20 - 27.20
for sale of capital assets held for sale
Statutory dues - - - - - - 1.83 1.86 1.83 1.86
- - - - 6.69 3.39 12.61 40.23 19.30 43.62
Total current liabilities 16.53 25.01 28.69 26.47 6.69 3.39 12.61 40.23 64.52 95.10
Total current liabilities decreased to ` 64.52 crore as at March 31, 2022 (` 95.10 crore as at March 31, 2021).

The deviation was mainly on account of –
•• Decrease in trade payables and outstanding;
•• Increase in the security deposits paid to parties for surety against short term contracts;
•• Increase in advances received from customers against which services were provided in the next fiscal;
•• Increase in provision for bonus, gratuity and leave encashment due to employees; and
•• Decrease in advances received for sale of capital assets, adjusted on registration of the transfer during the current
financial year.
Property, plant and equipment, capital work-in-progress and investment property
The additions to gross block in FY2022 were:
•• Plant and equipment ` 28.95 crore (` 15.21 crore in FY2021)
•• Furniture and fixtures ` 7.26 crore (` 5.77 crore in FY2021)
•• Office equipment ` 3.45 crore (` 3.10 crore in FY2021)
•• Computer, printer and scanner ` 1.79 crore (` 0.88 crore in FY2021)
The capital work in progress on account of tangible assets was ` 2.95 crore as at March 31, 2022 (` 8.28 crore as at March
31, 2021).
The Company has reclassified certain building premises to assets held for sale in previous years as the Company has already
received advances towards sale consideration for building premises.
Non-current assets
Loans Others Total
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Financial assets
Security deposits 5.59 0.58 - - 5.59 0.58
Bank balance in deposit accounts - - 3.46 3.08 3.46 3.08
5.59 0.58 3.46 3.08 9.05 3.66
Deferred tax assets - - 5.63 - 5.63
Other tax assets - - 9.88 10.40 9.88 10.40
Capital advances - - - 1.01 - 1.01
Prepaid expenses - - 1.29 0.05 1.29 0.05
Balance with government authorities - - 0.52 0.52 0.52 0.52
Advances for supply of goods - - 1.59 1.65 1.59 1.65
- - 13.28 19.26 13.28 19.26
Total non-current assets 5.59 0.58 16.74 22.34 22.33 22.92
Current assets
Investments Inventories Trade receivables Cash and bank balance Others Total
In crore of INR As at As at As at As at As at As at As at As at As at As at As at As at
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Financial assets
Investments in Mutual Funds (Quoted) 125.21 104.49 - - - - - - - - 125.21 104.49
measured at FVTPL
Inventories - - 24.53 23.36 - - - - - - 24.53 23.36
Trade receivables - - - - 93.20 44.68 - - - - 93.20 44.68
Cash and bank balance - - - - - - 13.63 13.20 - - 13.63 13.20
Other bank balances - - - - - - 0.28 2.53 - - 0.28 2.53
Security deposits - - - - - - - - 0.61 2.90 0.61 2.90
Loans and advances to employees - - - - - - - - 0.06 0.02 0.06 0.02
Other receivables - - - - - - - - 1.22 6.05 1.22 6.05
Interest accrued on deposits - - - - - - - - - 0.02 - 0.02
125.21 104.49 24.53 23.36 93.20 44.68 13.91 15.73 1.89 8.99 258.74 197.25

Investments Inventories Trade receivables Cash and bank balance Others Total
In crore of INR As at As at As at As at As at As at As at As at As at As at As at As at
31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021 31.03.2022 31.03.2021
Advances for supply of goods and - - - - - - - - 9.90 1.60 9.90 1.60
services
Balance with government authorities - - - - - - - - 0.16 - 0.16 -
Prepaid expenses - - - - - - - - 1.22 1.24 1.22 1.24
- - - - - - - - 11.28 2.84 11.28 2.84
Total current assets 125.21 104.49 24.53 23.36 93.20 44.68 13.91 15.73 13.17 11.83 270.02 200.09
Inventories
Inventories as a percentage of income from operations were at 4.17% as at March 31, 2022 compared to 4.72% as at March
31, 2021. Inventories comprises of reagents, diagnostic material, consumables and stock in trade.
Trade receivables
Trade receivable as a percentage of income from operations were at 15.83% as at March 31, 2022 compared to 9.03% as at
March 31, 2021.
Cash Flow – Consolidated

The Group business generates cash from operations every year that is sufficient to manage the working capital and capital
expenditure requirements. The Group has not availed any credit/ overdraft facility from any of the bank since its inception.
Summary of cash flow statement is given below

Net cash flows from / (used in) :
Operating activities 113.41 114.73
Investing activities (23.57) (48.66)
Financing activities (89.41) (61.58)
Net (Decrease)/ Increase in Cash and cash equiv. 0.43 4.49
Cash flow from operating activities

Adjustment for increase in working capital (79.22) (17.65)
Net income tax paid (56.76) (43.21)
Net cash flows from operating activities 113.41 114.73
In FY2022, Group generated net cash of ` 113.41 crore (` 114.73 crore in FY2021) from operating activities.
Cash flows from investing activities

Property, plant and equipment, additions to capital work in progress and capital advances (net) (37.83) (26.69)
Proceeds from sale of business undertaking 4.25 4.25
Current investments (net) (15.52) (31.79)
Bank deposits 1.87 (0.11)
Interest received/ paid (net) 0.73 0.37
Net cash (used in) investing activities (23.57) (48.66)
In FY2022, cash used in investing activities was ` 23.57 crore (` 48.66 crore in FY2021).
During FY2022, cash used in investing activities was primarily attributable to:
•• Purchase of Property, plant and equipment (net) ` 37.83 crore (` 26.69 crore in FY2021); and
•• Surplus investment in current investment.

Cash flows from financing activities

Unsecured loans from related party - (2.50)
Payment towards lease liabilities (7.76) (6.10)
Interest paid (2.37) (0.14)
Net cash (used in) financing activities (89.41) (61.58)
The payment of dividend in FY2022 was ` 79.31 crore (` 52.84 crore in FY2021).
III. Segment performance

The Group has identified business segments as its primary segment. Revenue and expenses directly attributable to segments
are reported under each reportable primary segment. The following table presents summary of revenue by industry segments.
Segment revenue (% aggregate revenue)

% Growth
In crore of INR FY2022 FY2021 FY2022 FY2021
Diagnostic Testing Services 555.36 472.87 94.31 95.60 17%
Imaging Services 27.34 20.41 4.64 4.13 34%
Others 6.16 1.34 1.05 0.27 360%
588.86 494.62 100.00 100.00 19%
In FY2022, revenue from diagnostic testing services contributed the largest share to revenue (94.31%) at a growth rate of 17%.
IV. Related Party Transaction

These have been discussed in detail in the Notes to the Standalone Financial Statements in the Annual Report.
V. Key financial ratios

Particulars FY 2022 FY 2021 FY 2022 FY 2021
Revenue growth (%) 18.4 18.3 19.1 13.9
EBIDTA margin (%) 40.7 35.9 39.5 34.4
Net profit margin (%) 27.1 25.3 29.9 22.9
Price / Earnings (times) NA NA 18.5 42.2
Basic EPS (Rs.) 28.8 22.7 33.3 21.4
Liquid cash as a % of revenue from operations 18.0 22.9 23.6 23.8
Return on net worth 29.2 26.9 33.5 26.2
Return on capital employed (ROCE) $ 110.9 142.2 104.1 95.1
Market capitalisattion to revenue from operations (Rs.) NA NA 5.5 9.6
In accordance with the SEBI (Listing Obligations and Disclosure Requirement 2018) (Amendment) Regulations, 2018, the
Company is required to give details of significant changes, if any in key sector-specific financial ratios. This apart the Company
has also disclosed the ratios as prescribed pursuant to the amendment to Schedule III of the Companies Act, 2013, in the
notes to the financial statement.
The Company has identified the following ratios as key financial ratios :
8. Outlook, risks and concerns

This section lists forward-looking statements that involve risks and uncertainties. Actual results may differ materially
from those suggested by the forward-looking statements due to risks or uncertainties associated with respect to, but
not limited to, regulatory changes pertaining to the industry in India in which our Company operates and our ability to
respond to them, our ability to successfully implement our strategy, our growth and expansion, technological changes,
our Company’s exposure to market risks, general economic and political conditions in India which have an impact on its
business activities or investments, the monetary and fiscal policies of India, inflation or deflation, unanticipated turbulence
in any or all of interest rates or foreign exchange rates or both, equity prices and other rates or prices, the performance
of the financial markets in India and globally, changes in domestic laws, regulations and taxes and changes in the
competitive environment.

Certain important factors that could cause actual results to differ materially from our Company’s expectations include, but are
not limited to, the following –
•• operating highly-competitive and fragmented industry and our business, financial condition and results of operations may
be adversely affected if we are not able to compete effectively;
•• negative publicity or other harm to our reputation, brand or customer perception of our brand;
•• disruption in operations of any our laboratories or offerings of particular tests;
•• delay or interruption in transportation of samples to the laboratory and regional processing laboratories and our
dependence on hub-and-spoke business model complemented by the regional processing laboratories;
•• failure to attract and retain authorized service providers;
•• failure of our equipment, information technology and other technological systems; and
•• changes in technologies and/or the introduction of new technology could reduce demand for our pathology
testing services.
•• operational risk associated with molecular imaging business may have effect on results of operations and
financial conditions.
•• Changing laws, rules, regulations and government policies with reference to our businesses.
9. Internal control systems and their adequacy

The CEO and CFO certification provided in the CEO and CFO certification section of the Annual Report discusses the adequacy
of our internal control systems and procedures.

Corporate Governance Report
1.
COMPANY’S PHILOSOPHY ON CODE OF The composition of Board of Directors meets
GOVERNANCE: with the requirement under the provisions of
The Company’s philosophy on code of governance is Companies Act, 2013 and SEBI (Listing Obligations
to ensure & Disclosure Requirements) Regulations, 2015,
as amended. The composition of the Board is in
•• Highest levels of transparency and accountability conformity with Section 149 of the Act read with
in all facets of its operations; Regulation 17 of the SEBI (Listing Obligations &
Disclosure Requirements) Regulations, 2015,
•• Fiscal accountability, ethical corporate behaviour as amended.
and fairness to all stakeholders, including
Regulators, Clients, Shareholders, Employees, The Board has an optimum combination of
Vendors and Business Partners and society Executive/Non-Executive Directors, Independent
at large. Directors and Woman Independent Director with
•• Commitment in its responsibility towards the Society diversified skill sets, professional knowledge and
as a whole. relevant business experience.
In modern world, Corporates play a very significant role Based on the information provided by Directors
in the economic development of a Nation. They not only and available with us, none of the Directors on
contribute to the economic growth and development, but the Board holds directorships in more than ten
also play a significant role in achieving the aspirations public companies. None of the Independent
of the Society as a whole. Directors serves as an independent director on
more than seven listed entities. Further, none of
The Company’s basic goal is, therefore, to maximize the Directors of the Company is acting as a Whole
the long term value for all our stakeholders – investors, Time Director / Managing Director of any listed
employees, customers, business associates, and the Company as well as Independent Director in more
society at large, and all its business decisions and than 3 listed companies. None of the Director
actions are oriented towards achieving this basic goal. of the Company is a Member of more than 10
Committees and no Director is the Chairperson
The Company strongly believes that the best Corporate of more than 5 committees across all the public
Governance practices have been the key enablers in limited companies in which he is a Director. For the
enhancing stakeholders’ trust & confidence, attracting & purpose of determination of limit, Chairpersonship
retaining financial & human capital and meeting societal and Membership of the Audit Committee and the
aspirations. The Board of Directors (‘the Board’) is at the Stakeholders’ Relationship Committee alone have
core of our corporate governance practice and oversees been considered. All the Directors have made
how the Management serves and protects the long-term necessary disclosures regarding their Committee
interests of our stakeholders. positions, if any, in other public companies as on
March 31, 2022.
The Company is in compliance, in letter and spirit, with
the requirements stipulated under provisions of SEBI Independent Directors are non-executive directors
(Listing Obligations and Disclosure Requirements) as defined under Regulation 16(1)(b) of the SEBI
Regulations, 2015 as applicable, with regards to Listing Regulations, read with Section 149(6) of
corporate governance. the Act along with rules framed thereunder. In
terms of Regulation 25(8) of the said Regulations,
2. BOARD OF DIRECTORS they have submitted declarations that they meet
with the criteria of independence as provided in
a) Composition and Category of Directors:
the said Regulations and are not aware of any
As on March 31 2022, the Company has seven circumstance or situation which exists or may
directors – One Executive Director, Two Non- be reasonably anticipated that could impair or
Executive, Non-Independent Directors, and Four impact their ability to discharge their duties with
Non-Executive Independent Directors, including an objective independent judgement and without
one Woman Independent Director. any external influence. The Board of Directors, after
due assessment of veracity of such declarations,
have taken them on record.

Statutory Reports | Corporate Governance Report 63
The following table gives details of Composition and Category of Board of Directors as on March 31, 2022.
S. No. Name Director Identification No. (DIN) Designation Category
1 Mr. Dharmil Sheth 06999772 Managing Director Executive Director
2 Mr. Hardik Dedhia 06660799 Additional Director No-Executive Non Independent Director
3 Dr. Dhaval Shah 07485688 Additional Director No-Executive Non Independent Director
4 Mr. Gopal Shivram Hegde 00157676 Director Non-Executive Independent Director
5 Mr. Vishwas Kulkarni 06953750 Director Non-Executive Independent Director
6 Dr. Neetin Desai 02622364 Director Non-Executive Independent Director
7 Dr. Indumati Gopinathan 06779331 Director Non-Executive, Independent Director
b) Change in Board of Directors during the year and after the closure of financial year:
During the year under review, Dr. A. Velumani and Mr. A. Sundararaju, erstwhile Promoters of the Company, along with
nine other Promoter-group shareholders sold their entire shareholding in the Company to Docon Technologies Private
Limited, pursuant to an agreement entered into amongst them. Based on this, Dr. A. Velumani, Mr. A. Sundararaju
and Miss. Amruta Velumani, resigned from the Board of Directors on September 02, 2021.
Mr. Dharmil Sheth, and Mr. Hardik Dedhia, joined the Board as Additional Directors, (Non-Executive Non-Independent
Director) on the same day, viz. September 02, 2021 and Dr. Dhaval Shah joined as an Additional Director, (Non-
Executive Non-Independent Director) on October 06, 2021.
The Board has appointed Mr. Dharmil Sheth as the Managing Director effective from February 12, 2022 to look after
the day-to-day affairs of the Company. He shall be acting as Managing Director till Mr. Rahul Guha joins the Board
of the Company and thereafter he will continue as a Non-Executive, Non-Independent Director.
The Board has appointed Mr. Rahul Guha as Managing Director & Chief Executive Officer who has communicated
that he will take charge on May 04, 2022.
As on date of this report there are _seven_ Directors on the Board of the Company, and it will go up to eight once
Mr. Rahul Guha joins as Managing Director & CEO
c) Attendance of Directors at the meetings:

The details of attendance of the Directors at the Board Meetings held during the year ended March 31, 2022 and at
the last Annual General Meeting are given below:
Board Meetings Attendance at AGM held on

S.No. Name June 26, 2021
Held during the tenure of Attended by the Director
the Director
1 Dr. A. Velumani * 6 5 Yes
2 Mr. A. Sundararaju* 6 6 Yes
3 Miss. Amruta Velumani* 6 6 Yes
4 Mr. Dharmil Sheth ** 10 10 NA
5 Mr. Hardik Dedhia ** 10 9 NA
6 Dr. Dhaval Shah*** 9 9 NA
7 Mr. Gopal Krishna Shivaram Hegde 15 15 Yes
8 Mr. Vishwas Kulkarni 15 15 Yes
9 Dr. Neetin Desai 15 15 No
10 Dr. Indumati Gopinathan 15 15 Yes
*Director up to September 02, 2021

** Director since September 02, 2021
*** Director since October 06, 2021

d) Other Directorships & Committee Memberships/Chairmanships

The number of Directorships and Memberships / Chairmanship in the Committees in other public companies as on
March 31, 2022 is as under:
In Other Companies In other Public Companies Name of the listed entities where
S.No. Name No. of Committee No. of Committee holding directorship, and category of
No. of Directorships directorship
Membership# Chairmanship#
1 Dr. A. Velumani * 3 - - -
2 Mr. A. Sundararaju* 11 1 - -
3 Miss. Amruta Velumani* 1 - - -
4 Mr. Dharmil Sheth ** 3 2 - -
5 Mr. Hardik Dedhia ** 2 - - -
6 Dr. Dhaval Shah*** 1 - - -
Mr. Gopal Krishna
7 1 - 2 -
Shivaram Hegde
8 Mr. Vishwas Kulkarni - - - -
9 Dr. Neetin Desai - - - -
10 Dr. Indumati Gopinathan - - -
#Represents Memberships/Chairpersonships of Audit Committee & Stakeholders’ Relationship Committee of public limited
companies only
e) Number of Board Meetings:

The Board meets at regular intervals to discuss, inter alia, quarterly financial results, significant developments and
other regular subjects including information as mentioned in Regulation 17(7) (Part A of Schedule II) of the SEBI
Listing Regulations, as applicable, and take appropriate decisions.
The Company has complied with the provisions of Secretarial Standards on Board Meetings (SS-1) issued by the
Institute of Company Secretaries of India with respect to convening of Board Meetings during the year.
During the financial year ended March 31, 2022, there were fifteen meetings of the Board of Directors, held as follows:
S. No Date of board meeting No of Board of Directors as on Board Meeting Date No of directors present at the Meeting.
1 May 08, 2021 7 7
2 June 16, 2021 7 7
3 July 22, 2021 7 6
4 August 03, 2021 7 7
5 August 12, 2021 7 7
6 September 02, 2021 9 9
7 October 06, 2021 7 7
8 October 27, 2021 7 7
9 November 13, 2021 7 7
10 December 16, 2021 7 7
11 January 10, 2022 7 7
12 January 28, 2022 7 7
13 February 05, 2022 7 6
14 February 12, 2022 7 7
15 March 31, 2022 7 7
The maximum interval between any two Meetings was 47 days. This gap was well within the maximum allowed gap of 120 days.
f) Disclosure of relationship between Directors inter-se:

In relation to the Directors who resigned during the Financial Year, Dr. A. Velumani, erstwhile Chairman & Managing
Director and Mr. A. Sundararaju, erstwhile Executive Director & Chief Financial Officer are related to each other
as Brothers. Miss. Amruta Velumani, erstwhile Non-executive Director is the daughter of Dr. A. Velumani, erstwhile
Chairman & Managing Director.
None of the other directors during the year and as at end of Financial Year and the new Director who would join after
end of Financial Year are related to each other.

g. Shares held by Directors including Non-Executive Directors as on March 31, 2022:

No. of Equity Shares (Face
S. No. Name Category of Director value of ` 10/- each held in the
Company) (as on March 31, 2022)
1 Dr. A. Velumani * Chairman & Managing Director
2 Mr. A. Sundararaju* Executive Director & CFO
3 Miss. Amruta Velumani* Non-Executive, Non-Independent Director
4 Mr. Dharmil Sheth ** Managing Director # -
5 Mr. Hardik Dedhia** Additional - Non-Executive Non-Independent Director -
6 Dr. Dhaval Shah*** Additional - Non-Executive Non-Independent Director -
7 Mr. Gopal Krishna Shivaram Hegde Non-Executive, Independent Director -
8 Mr. Vishwas Kulkarni Non-Executive, Independent Director -
9 Dr. Neetin Desai Non-Executive, Independent Director -
10 Dr. Indumati Gopinathan Non-Executive, Independent Director -

# Was non-executive Non-Independent Director until his appointment as Managing Director on February 12, 2022, to manage
the affairs of the Company until Mr. Rahul Guha takes charge as Managing Director & CEO. Thereafter, his designation will be
changed again to Non-Executive Non-Independent Director.
Note: Mr. Rahul Guha will join the Board as Managing Director and CEO with effect from May 04, 2022 (i.e. after the closure
of Financial Year). He does not hold any shares in the company as on April 29, 2022.
h) Web-link where details of familarisation programmes imparted to independent directors are disclosed.
The Company has familiarized its Independent Director’s regarding the Company, and its policies, their roles, rights
and responsibilities, etc. Presentations are made by senior personnel of the Company to the Independent Directors
covering nature of Industry, business model, business performance and operations, challenges & opportunities
available etc. Certain programmes are merged with the Board/Committee meetings for the convenience of the
directors. Separate programs are conducted for them as per their requirement. Further, the Directors are encouraged
to attend the training programmes being organized by various regulators/bodies/institutions. Details of familarisation
programmes conducted for the Independent directors are disclosed in Company’s website. Investor Relations
(thyrocare.com)
The Board of Directors confirms that in its opinion, the independent directors fulfill the conditions specified in the
SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and are independent of the management.
j) Reasons for resignation of Independent Directors

No Independent Director has resigned during the year under review.
i) Matrix setting out the skills / expertise / competence of the Board of Directors.
Mr. Dharmil Nirupam Sheth ** #
Mr. Dhaval Rajesh Shah ***

Mr. Hardik Kishor Dedhia**
Dr. Indumati Gopinathan

Miss. Amruta Velumani *
Mr. Vishwas Kulkarni

Mr. A. Sundararaju *
S. No. Skill Area Expectation

Dr. A. Velumani *
Dr. Neetin Desai

Mr. G.S. Hegde
Ability to lead an enterprise having sizeable

Experience in leading a manpower, diverse clientele, business associates
1 √ √ √
large business enterprise having different business background and others
connected with the business.
Ability to think strategically; identify and critically
Working out correct
assess strategic opportunities and threats. Develop
2 business strategies and √ √ √ √ √ √ √
effective strategies for achieving the given objectives
policies.
of the Company, relevant policies and priorities.

Mr. Dharmil Nirupam Sheth ** #
Mr. Dhaval Rajesh Shah ***

Mr. Hardik Kishor Dedhia**
Dr. Indumati Gopinathan

Miss. Amruta Velumani *
Mr. Vishwas Kulkarni

Mr. A. Sundararaju *
S. No. Skill Area Expectation
Dr. A. Velumani *
Dr. Neetin Desai

Mr. G.S. Hegde
Knowledge of the type of Company’s business and
Technical / Professional appropriate exposure with ability to identify evolving
3 √ √ √ √ √ √ √ √ √
skills trends in the area of Company’s business and identify
opportunities for the business development.
Ability to understand the compliance requirements
Legal acumen and under various laws, and also to guide and ensure that
4 exposure to changing the board’s responsibility in overseeing compliance √ √ √ √ √ √
regulatory landscape. with statutory rules and regulations is properly
discharged.
Ability to identify key risks to in a wide range of
areas including commercial operations, business
5 Risk management environment, management of clients, vendors, √ √ √ √ √ √ √ √ √
employees and others, and issues involving legal and
regulatory compliance.
Ability to understand and analyze key financial
6 Financial Knowledge statements, critically assess financial viability and √ √ √ √ √ √ √ √
performance, oversee efficient use of resources.
Knowledge of and exposure to nuances of marketing
Marketing &
and public promotion campaigns, and ability to gather
7 Communications and √ √ √ √ √ √ √ √ √
information relating to consumers’ expectations and
consumers’ expectations.
grievances.
A broad range of commercial / business experience,
8 Commercial Experience preferably in areas relating or relevant to the √ √ √ √ √ √ √ √ √
Company’s business.
Ability to understand the competencies expected
of human resources forming the backbone of the
Human Resources
9 Company, their expectation and the ways and √ √ √ √ √ √ √ √ √
Management
means of monitoring their performance, attitude and
contribution.
- *Director up to September 02, 2021
- ** Director since September 02, 2021
- *** Director since October 06, 2021
# Was non-executive Non-Independent Director until his appointment as Managing Director on February 12, 2022, until
Mr. Rahul Guha takes charge as Managing Director & CEO. Thereafter, his designation will be changed again to Non-Executive
Non-Independent Director.
3. AUDIT COMMITTEE: 2. Recommending to the Board the appointment,

a) Brief description of terms of reference: remuneration and terms of appointment of the
auditors of the Company;
The Board of Directors has constituted Audit
Committee in compliance with the provisions of
3.
Reviewing and monitoring the auditor’s
Section 177 of the Act and Regulation 18 of the
independence and performance, and
LODR Regulations.
effectiveness of audit process;
The terms of reference of Audit Committee include
the perusal and review of information specified in 4. Approval of payments to statutory auditors
Part C of Schedule II of SEBI (Listing Obligations for any other services rendered by the
and Disclosure Requirements) Regulations, 2015, statutory auditors;
inter-alia includes the following:
5. Reviewing with the management, the annual
1. Overseeing the Company’s financial reporting
financial statements and auditor’s report
process and disclosure of its financial
thereon before submission to the Board for
information to ensure that its financial
approval, with particular reference to:
statements are correct, sufficient and credible;

a. Matters required to be included in the 12. Monitoring the end-use of funds raised through
Director’s Responsibility Statement public offers and related matters;
to be included in the Board’s report in
terms of clause (c) of sub-section 3 of 13. Establishing a vigil mechanism for directors
Section 134 of the Companies Act, 2013, and employees to report their genuine
as amended; concerns or grievances;
b. Changes, if any, in accounting policies 14.

R eviewing, with the management, the
and practices and reasons for the same; performance of statutory and internal auditors,
and adequacy of the internal control systems;
c.
Major accounting entries involving
estimates based on the exercise of 15.
Reviewing the adequacy of internal audit
judgment by management; function if any, including the structure of
the internal audit department, staffing and
d.
Significant adjustments made in the seniority of the official heading the department,
financial statements arising out of reporting structure coverage and frequency of
audit findings; internal audit;
e.
Compliance with listing and other 16.
Discussing with internal auditors on any
legal requirements relating to significant findings and follow up there on;
financial statements;
17.
R eviewing the findings of any internal
f.
Disclosure of any related party investigations by the internal auditors into
transactions; and matters where there is suspected fraud or
irregularity or a failure of internal control
g.
Modified opinion(s) in the draft systems of a material nature and reporting the
audit report. matter to the Board;
6. Reviewing, with the management, the quarterly 18.

Discussing with statutory auditors before
financial statements before submission to the the audit commences, about the nature and
Board for approval; scope of audit as well as post-audit discussion
to ascertain any area of concern;
7.
Reviewing, with the management, the
statement of uses/ application of funds raised 19.
Looking into the reasons for substantial
through an issue (public issue, rights issue, defaults in the payment to the depositors,
preferential issue, etc.), the statement of debenture holders, shareholders (in case
funds utilised for purposes other than those of non-payment of declared dividends)
stated in the offer document/ prospectus/ and creditors;
notice and the report submitted by the
monitoring agency monitoring the utilisation 20.
Reviewing the functioning of the whistle
of proceeds of a public or rights issue, and blower mechanism;
making appropriate recommendations to the
Board to take up steps in this matter. This also 21.
Approving the appointment of the chief
includes monitoring the use/application of the financial officer or any other person heading the
funds raised through the proposed Offer by finance function or discharging that function
the Company; after assessing the qualifications, experience
and background, etc. of the candidate;
8. Approval of any transactions of the Company
with Related Parties, including any subsequent 22.
Reviewing the utilization of loans and/ or
modifications thereof. advances from/investment by the holding
company in the subsidiary exceeding rupees
9.
S crutiny of inter-corporate loans 100 crore or 10% of the asset size of the
and investments; subsidiary, whichever is lower including
existing loans / advances / investments
10. Valuation of undertakings or assets of the existing as on the date of coming into force of
Company, wherever it is necessary; this provision. and
11. Evaluation of internal financial controls and risk 23. Carrying out such other function as may be
management systems; required in pursuance of any decision of the

Board of Directors or any provision under the in the offer document/prospectus/

Companies Act and SEBI (Listing Obligations notice in terms of the Listing
& Disclosure Requirements) Regulations, Regulations.”
2015 or any other applicable law.”
The Audit Committee shall have the
The Audit Committee shall mandatorily review following powers:
the following information:
i. To investigate any activity within its
1. Management’s discussion and analysis
terms of reference;
of financial condition and results
of operations;
ii.
To seek infor mation from
2.
Statement of significant related any employee;
party transactions (as defined by
the Audit Committee), submitted by iii.
To obtain outside legal or other
the management; professional advice; and
3. Management letters / letters of internal iv. To secure attendance of outsiders

control weaknesses issued by the with relevant expertise, if it considers
statutory auditors; necessary.”
4. Internal audit reports relating to internal

The Audit Committee has reviewed
control weaknesses;
management discussion and analysis
5. The appointment, removal and terms of of financial condition and results of
remuneration of the chief internal auditor operations, statement of significant
shall be subject to review by the Audit related party transactions as submitted
Committee; and by the management and other information
as mentioned in Part C of Schedule II of
6. Statement of deviations: SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
a)
quarterly statement of deviation(s)
including report of monitoring (b)
Composition and names of Chairperson &
agency, if applicable, submitted to Members:
stock exchange(s) in terms of the
The Audit Committee consists of an Independent
Listing Regulations; and
Director as Chairman, and an Independent
b) annual statement of funds utilized Director and an Executive Director (who is also the
for purposes other than those stated Managing Director) as Members as shown below:
S. No. Name Category of Director Position in Committee

1 Mr. Gopal Krishna Shivaram Hegde Independent Director Chairman
2 Mr. Vishwas Kulkarni Independent Director Member
3 Mr. Dharmil Sheth* Managing Director Member
4. Mr. A Sundararaju** Executive Director & Chief Financial Officer Member

The Company Secretary acts as the Secretary of the Audit Committee.
The Chairman of the Audit Committee was present at the last Annual General Meeting of the Company held on June 26, 2021.
c) Meetings and attendance during the year:

During the year, there were eight meetings of Audit Committee, held on
(i) May 08, 2021 (ii) August 12, 2021 (iii) October 06, 2021 (iv) October 27, 2021 (v) November 13, 2021 (vi) January
10, 2022 (vii) January 28, 2022 and (viii) February 12, 2022
The maximum gap between two consecutive Audit Committee Meetings was 96 days and hence did not exceed 120
days. All members are financially literate and bring in expertise in the fields of finance, accounting, development,
strategy and management. The Internal Auditors and Statutory Auditors of the Company discuss their audit findings
and updates with the Committee and submit their views directly to the Committee.

The details of attendance at the Committee are as follows:
Committee Meetings
S.No. Name Position
Held Attended
1 Mr. Gopal Krishna Shivaram Hegde Chairman 8 8
2 Mr. Vishwas Kulkarni Member 8 8
3 Mr. Dharmil Sheth* Member 6 6
4 Mr. A. Sundararaju** Member 2 2
4. Nomination & Remuneration Committee: 8. Determining compensation levels payable to

a) Brief description of terms of reference: the senior management personnel and other
staff (as deemed necessary), which shall be
The Board of Directors has constituted NRC in
market-related, usually consisting of a fixed
compliance with the provisions of Section 178 of
and variable component;
the Act and Regulation 19 of the SEBI LODR.
9.
Reviewing and approving compensation
The terms of reference of Nomination &
strategy from time to time in the context of the
Remuneration Committee are as specified in Part
then current Indian market in accordance with
D of the Schedule II, inter-alia includes following:
applicable laws;
1.
Formulating the criteria for determining
10. Performing such functions as are required to
qualifications, positive attributes
be performed by the compensation committee
and independence of a director and
under the Securities and Exchange Board
recommending to the Board a policy, relating
of India (Employee Stock Option Scheme
to the remuneration of the directors, key
and Employee Stock Purchase Scheme)
managerial personnel and other employees;
Guidelines, 1999 or the Securities and
Exchange Board of India (Share Based
2.
Formulating of criteria for evaluation of
Employee Benefits) Regulations, 2014,
performance of the independent directors and
as applicable;
the Board;
11.
Framing suitable policies and systems to
3. Devising a policy on Board diversity;
ensure that there is no violation, by any
employee of any applicable laws in India or
4. Identifying persons who qualify to become
overseas, including:
directors and who may be appointed in senior
management in accordance with the criteria
(i)
The Securities and Exchange Board
laid down, recommending to the Board their
of India (Prohibition of Insider Trading)
appointment and removal;
Regulations, 2015; or
5. Determining whether to extend or continue the

(ii)
The Securities and Exchange Board
term of appointment of the independent director,
of India (Prohibition of Fraudulent and
on the basis of the report of performance
Unfair Trade Practices relating to the
evaluation of independent directors;
Securities Market) Regulations, 2003.
6.
Analysing, monitoring and reviewing
12. Performing such other activities as may be
various human resource and compensation
delegated by the Board of Directors and/
matters, and recommending to the Board all
or are statutorily prescribed under any law
remuneration, in whatever form, payable to
to be attended to by the Nomination and
senior management.
Remuneration Committee.”
7. Determining the company’s policy on specific

(b)
Composition and names of Chairperson &
remuneration packages for executive
Members:
directors including pension rights and any
compensation payment, and determining The Nomination & Remuneration Committee
remuneration packages of such directors; consists of an Independent Director as Chairperson
and two other Independent Directors as Members
as shown below:

S.No. Name Category of Director Position in Committee

1 Mr. Gopal Krishna Shivaram Hegde Non-executive Independent Director Chairman
2 Mr. Vishwas Kulkarni Non-executive Independent Director Member
3 Dr. Indumati Gopinathan Non-executive Independent Director Member
c) Meetings and attendance during the year.

During the year, there were five meetings of Nomination & Remuneration Committee, held on (i) April 05, 2021, (ii)
May 08, 2021 (iii) January 28, 2022 (iv) February 05, 2022 and (v) February 12, 2022
The details of attendance at the Committee are as follows:

Committee Meetings
S.No. Name Position
Held Attended
3 Dr. Indumati Gopinathan Member 5 5
The Company Secretary acts as the Secretary of the 5. Stakeholders Relationship Committee:
Nomination & Remuneration Committee. a) Brief description of terms of reference:
The Board of Directors has constituted the
(d) Performance evaluation criteria for independent
Stakeholders Relationship Committee in
directors:
compliance with the provisions of Regulation 20 of
The Board has prepared performance evaluation SEBI LODR and Section 178 of the Act.
policy for evaluating performance of Individual
Directors including Chairman of the Company, The terms of reference of Stakeholders Relationship
Board as a whole and its Committees thereof. Committee are broadly as under:
, The criteria of the Board evaluation includes
ability to understand the interests of the Company (1) To ensure procedures are in place for resolving
independent of any other factor, participation the grievances of the security holders of the
in the discussions, contribution to the decision- listed entity including complaints related to
making, etc. transfer/transmission of shares, non-receipt
of annual report, non-receipt of declared
The evaluation of the Independent Directors were dividends, issue of new/duplicate certificates,
made on the basis of attendance at the Meeting general meetings etc.
of the Board, Committee and General Meeting,
knowledge about the latest developments, (2) To review measures taken for effective exercise
contribution in the Board development processes, of voting rights by shareholders.
participation in the Meetings and events outside
Board Meetings, expression of views in best interest (3) To review adherence to the service standards
of the Company, assistance given in protecting the adopted by the listed entity in respect of
legitimate interests of the Company, employees various services being rendered by the
and investors, extending individual proficiency and Registrar & Share Transfer Agent.
experience for effective functioning and operation
of the Company etc. (4) To review the various measures and initiatives
taken by the listed entity for reducing the
(e) Succession Planning quantum of unclaimed dividends and ensuring
The Company believes that sound succession timely receipt of dividend warrants/annual
plans for the senior leadership are very critical for reports/statutory notices by the shareholders
a robust future of the Company. The Nomination of the company
and Remuneration Committee and the Board
of Directors of the Company on a periodical b)
Composition and names of Chairperson&
basis reviews the structured succession plan for Members:
senior leadership. The Stakeholders Relationship Committee consists
of an Independent Director as Chairman, and an
Executive Director (who is also the Managing
Director) and a Non-Executive Non-Independent
Director as Members as shown below:


3 Mr. Hardik Dedhia* Non-Executive Non Independent Director Member
4 Mr. A. Sundararaju ** Executive Director & CFO Member
5 Miss. Amruta Velumani ** Non-Executive, Non-Independent Director Member

During the year, there was one meeting of Stakeholders’ Relationship Committee, held on May 08, 2021
Details of attendance of Members of Stakeholders Relationship Committee are given below:
Committee Meetings
Ce Name Position
Held Attended
2 Mr. Dharmil Sheth* Member - -
3 Mr. Hardik Dedhia * Member - -
3 Miss. Amruta Velumani** Member 1 1
d) Name and designation of the Compliance Officer:
Mr. Ramjee Dorai, Company Secretary & Compliance Officer.
e) Details of shareholders’ complaints:

Opening balance Received during the year Resolved during the year Closing balance
0 4 4 0
6. RISK MANAGEMENT COMMITTEE: (4) To periodically review the risk management
a) Brief description of terms of reference: policy, at least once in two years, including by
considering the changing industry dynamics
The Company has constituted a Risk Management
and evolving complexity;
Committee in compliance with the provisions of
Section 178 of the Act and Regulation 19 of the SEBI (5) To keep the board of directors informed about
LODR. The terms of reference of Risk Management the nature and content of its discussions,
Committee are broadly as under: recommendations and actions to be taken;
(1)
To formulate a detailed risk management (6)
The appointment, removal and terms of
policy for identifying the various risks and remuneration of the Chief Risk Officer (if
systems to protect against the same. any) shall be subject to review by the Risk
Management Committee.
(2)
To ensure that appropriate methodology,
processes and systems are in place to b)
Composition and names of Chairperson&
monitor and evaluate risks associated with Members:
the business of the Company; The Risk Management Committee consists of
an Independent Director as Chairman, and an
(3) To monitor and oversee implementation of the Executive Director (who is also the Managing
risk management policy, including evaluating Director) and a Non-Executive Non-Independent
the adequacy of risk management systems; Director as Members as shown below:
3 Mr. Hardik Dedhia* Non-Executive Non Independent Director Member
4 Mr. A. Sundararaju** Executive Director & CFO Member
5 Miss. Amruta Velumani** Non-Executive Non-Independent Director Member


During the year, there were two meetings of Risk Management Committee, held on July 22, 2021 and January 10,
2022. Details of attendance of Members of Nomination & Remuneration Committee are given below:
Committee Meetings
S.No. Name Position
Held Attended
2 Mr. Dharmil Sheth* Member 1 1
3 Mr. Hardik Dedhia* Member 1 1
5 Miss. Amruta Velumani** Member 1 1
7. Corporate Social Responsibility Committee:

a) Brief description of terms of reference:
The Board of Directors has constituted the CSR Committee in line with the provisions of Section 135 of the Act. The
CSR Committee recommends, and the Board annually approves, the CSR expenditure budget and project plan.
The terms of reference of Corporate Social Responsibility Committee are broadly as under:
1. To formulate and recommend to the Board a CSR Policy indicating the activities to be undertaken by the
Company as specified in Schedule VII of the Act.
2. To recommend the amount of expenditure to be incurred on the CRS activities.
3. To advise on monitoring mechanism to be adopted for implementation of the CSR project / programme undertaken
by the Company.
4. To monitor the CSR Policy of the Company from time to time.
The details of the CSR initiatives undertaken as per the CSR policy of the Company, forms part of the CSR
section of the Directors Report. The Company Secretary acts as Secretary to this Committee.
b) Composition and names of Chairperson& Members:

The CSR Committee consists of three Members.

2 Mr. Vishwas Kulkarni Non-executive Independent Director Member
3 Mr. Hardik Dedhia * Non-Executive Non Independent Director Member
4 Mr. A. Sundararaju** Executive Director & CFO Member

During the year, there was one meeting of CSR Committee, held on May 08, 2021 Details of attendance of Members
of CSR meeting is given below:
Committee Meetings
S.No. Name Position
Held Attended
3 Mr. Hardik Dedhia * Member - -

The category of Mr. Dharmil Sheth at the time of induction There has been no change in the policy since last
was “Non-Executive, Non-Independent Director”. The same financial year. The Remuneration Policy is in consonance
was changed to Managing Director on February 12, 2022. with the existing industry practice.
His designation will be again changed to ‘Non Executive, Non
Independent Director” after Mr. Rahul Guha takes charge as a) There were no pecuniary transactions with any of
Managing Director and CEO. the non-executive directors of the Company, other
than sitting fees paid to the Independent Directors
as mentioned below. All related party transactions
8. REMUNERATION TO DIRECTORS.
are disclosed in notes to accounts.
The Company’s Remuneration Policy for Directors, Key
Managerial Personnel and other employee is available The Independent Directors are only paid sitting fee for
on the website of your Company at Investor Relations the meetings attended by them, as approved by the
(thyrocare.com) Board of Directors. The details of sitting fees paid to
them for the year under review are given below:
S.No. Name of the Independent Director Sitting Fee paid during the year - `
1 Mr. Gopal Krishna Shivaram Hegde ` 3,40,000/-
2 Mr. Vishwas Kulkarni ` 3,10,000/-
3 Dr. Neetin Desai ` 1,70,000/-
4 Dr. Indumati Gopinathan ` 2,20,000/-
b) The criteria of making payments to non-executive directors has been disseminated in the Company’s website, Investor
Relations (thyrocare.com). No commission is paid to Directors for FY 2021-22.
c) Dr. A. Velumani, Chairman & Managing Director and Mr. A. Sundararaju, Executive Director & Chief Financial Officer,
were the two executive directors who received remuneration during their tenure in the year under review. The details
are given below:
*Dr. A. Velumani, Chairman *Mr. A. Sundararaju, Executive ***Mr. Dharmil ***Mr. Hardik ***Mr. Dhaval
& Managing Director Director & Chief Financial Officer Sheth Dedhia Shah
Salary `6/- ** `17,60,000/- - - -
Benefits - - - - -
Bonuses - - - - -
Stock Option - - - - -
Pension - - - - -
Commission - - - - -
Leave Encashment - - - - -
Gratuity `10/- `39,98,537/- - - -
Total `16/- `57,58,537 /- - - -
Service Contract Has already resigned as - - -
Has already resigned as a Director
Notice Period a Director from the Board - - -
from the Board of Directors
of Directors effective from
Severance Fees effective from September 02, 2021
September 02, 2021
* Both of them have resigned as Directors on September 02, 2021.

** Had opted to receive a token remuneration of `1/- per month.
Opted not to receive any remuneration
9. GENERAL BODY MEETINGS:

a) Location and time, where last three annual general meetings held;
The details of the last three Annual General Meetings of the Company held are given below:
AGM Detail Venue Time & Date

Hotel Yogi Midtown, Plot No. DX-12, TTC Industrial Area, Mumbai-
19 Annual General Meeting
th
3.00 P.M. on August 24, 2019
Pune Road, Turbhe, Navi Mumbai-400 705
Meeting conducted through Video Conferencing / Other Audio
20th Annual General Meeting 3.00 P.M. on September 29, 2020
Visual Means
Meeting conducted through Video Conferencing / Other Audio
21st Annual General Meeting 3.00 P.M. on Saturday, June 26, 2021
Visual Means

b) Extraordinary General Meeting: During the year under review, no special resolution
No extraordinary general meeting of the members was passed through Postal Ballot.
was held during FY 2022.
e) Whether any special resolution is proposed to be
c) Special resolutions passed in the previous three conducted through postal ballot and (f) procedure
annual general meetings: for postal ballot:
19th Annual General Meeting: No special resolution is proposed to be conducted through

1. Issue of Stock Options equivalent to 40,429 postal ballot on or before the ensuing AGM.
equity shares to the eligible employees of
the Company.
10. Means Of Communication:
2. Reappointment of Mr. Gopal Krishna Shivram (a) quarterly results (b) newspapers wherein results
Hegde (DIN: 00157676) as a Non-Executive normally published (c) any website, where
Independent Director. displayed (d) whether it also displays official news
releases; and (e) presentations made to institutional
3.
Reappointment of Mr. Vishwas Kulkarni investors or to the analysts.
(DIN: 06953750) as a Non-Executive
Independent Director. The Company has furnished Financial Results on a quarterly
basis to the Stock Exchanges in the format and within the time
4.
Reappointment of Dr. Neetin Desai period prescribed under Regulation 33 of the SEBI (Listing
(DIN: 02622364) as a Non-Executive Obligations and Disclosure Requirements) Regulations,
Independent Director 2015 The Quarterly, Half-yearly and Annual results of the
Company are published in leading newspapers in India, viz.
20th Annual General Meeting: The Free Press Journal (English) and Pudhari (Marathi), and
1. Issue of Stock Options equivalent to 40,429 are displayed on the Company’s website Investor Relations
equity shares to the eligible employees of (thyrocare.com)
the Company.
The official news releases are being placed on Company’s
21st Annual General Meeting: website and simultaneously sent to Stock Exchanges where
the shares of the Company are listed.
1. Issue of Stock Options equivalent to 40,429
equity shares to the eligible employees of the
All advertisements, intimations given to the Stock Exchanges,
Company
intimations and transcripts of post-results conference calls
and press releases, if any, and Presentations meant for
d) Whether any special resolution passed last year
Investors are also displayed on the Company’s website,
through postal ballot, details of voting pattern and
Investor Relations (thyrocare.com)
(d) Person who conducted the postal ballot exercise:
11 General Shareholder Information

A 22nd Annual General Meeting
Date 3rd August 2022
Day Wednesday
Time 04.00 P.M.
Venue Corporate Office situated at D-37/3, TTC Industrial Area, MIDC,
Turbhe, Navi Mumbai- 400703.
B Financial Year April 01, 2021 to March 31, 2022.
C Dividend Payment Date Within 30 days from the date of approval by the Shareholders
for the dividend, if any.
D Name and address of each stock exchange(s) at which National Stock Exchange of India Limited, Exchange Plaza,
the listed entity’s securities are listed and a confirmation Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (E),
about payment of annual listing fee to each of such stock Mumbai-400 051
exchange(s); BSE Limited, 1st Floor, P.J. Towers, Exchange Plaza, Dalal Street,
Fort, Mumbai-400 001
Annual Listing fee has been paid to both the exchanges.
E Stock Code NSE – THYROCARE
BSE – 539871

F. Share Price Movement

National Stock Exchange of India Limited
Month Low High No. of shares traded in lakhs

Apr-21 903.00 1,100.00 129.86
May-21 993.25 1,115.00 54.01
Jun-21 1,030.00 1,465.00 314.73
Jul-21 1,300.00 1,369.70 66.53
Aug-21 1,217.55 1,374.90 49.94
Sep-21 1,158.10 1,311.00 22.16
Oct-21 1,096.10 1,200.00 16.36
Nov-21 1,081.00 1,298.00 41.48
Dec-21 945.00 1,125.00 25.83
Jan-22 889.05 1,132.00 30.21
Feb-22 806.00 1,008.00 15.35
Mar-22 742.05 871.35 26.01
BSE Limited
Month Low High No. of shares traded in lakhs
Apr-21 902.75 1100 746.60
May-21 993.95 1114.45 332.35
Jun-21 1033.7 1465.9 2081.65
Jul-21 1299.2 1368 542.02
Aug-21 1217 1384.6 447.64
Sep-21 1159 1311.55 167.38
Oct-21 1095.45 1201.4 147.44
Nov-21 1081.6 1297 497.09
Dec-21 946.7 1132.9 188.31
Jan-22 890 1130 227.71
Feb-22 823.8 1006.9 275.030
Mar-22 742.25 870.75 433.04
G. |Performance in comparison with broad-based indices – with NSE Nifty and BSE Sensex:
Comparison with TTL High and BSE Sensex High:
1600 70000
1400 60000
1200
50000
1000
40000
800
30000 BSE SENSEX HIGH
600
TTL High
20000
400
200 10000
0 0
18000 1,600.00
16000 1,400.00
14000 1,200.00
12000
1,000.00
10000 Annual Report 2021-22
800.00
8000 NSE NIFTY HIGH
0 0
Comparison with TTL High and Nifty High:
18000 1,600.00
16000 1,400.00
14000 1,200.00
12000
1,000.00
10000
800.00
8000 NSE NIFTY HIGH
600.00
6000 TTL High
4000 400.00
2000 200.00
0 0.00
H Reasons for suspension, if any There is no suspension.

I Registrar to an issue and share transfer agents; Link Intime India Pvt. Limited,
C-101, 247 Park, Lal Bahadur Shastri Marg,
Vikhroli West, Mumbai, MH 400083.
J Share Transfer System All shares are in demat form, except for five (5) shares, which are held in
physical form by one shareholder, as on April 29, 2022
Transfer of shares in demat form, is done by the depositories on receipt of
appropriate Instruction Slip from the shareholder, without any involvement of
the Company.
SEBI has prohibited transfer of shares in physical form effective from April 01,
2019. If any shareholder holding shares in physical form wishes to transfer the
shares, he will have to dematerialise the shares and then transfer the shares in
demat form.
K. Shareholding as on March 31, 2022

a) Distribution of equity shareholding as on March 31, 2022:
Number of % of Total % of Total Share
S. No. Shareholding Range Total No. of shares
Shareholders Shareholders Capital
1 1 to 500 500 98.5474 2403151 4.5425
2 501 to 1000 1000 0.7835 412738 0.7802
3 1001 to 2000 2000 0.3211 322039 0.6087
4 2001 to 3000 3000 0.0892 149799 0.2832
5 3001 to 4000 4000 0.0372 89210 0.1686
6 4001 to 5000 5000 0.0327 99428 0.1879
7 5001 to 10000 10000 0.0669 320879 0.6065
8 10001 and above ********** 0.1219 49106088 92.8223
TOTAL : 67259 52903332 100
b) Categories of equity shareholding as on March 31, 2022:

S.No. Category No. of shares %age
1 Promoters 37656092 71.17905541
2 Foreign Portfolio Investors 6710501 12.68445814
3 Mutual Funds & Alternative Investment Funds 2603331 4.920920671
4 Public - Individuals, HUFs & Trusts 3638941 6.878472229
5 Other Bodies Corporate & LLP 700683 1.32445911
6 Clearing Members 168839 0.31914625
7 Insurance Companies, Banks, NBFCs & FIs 1037895 1.961870757
8 Non Resident Indians (repatriable & non-repatriable) 386686 0.730929386
9 Employee Welfare Trust / ESOP 364 0.000688047
Total: 52903332 100

L) Dematerialization of shares and liquidity: Sr.No Lab City Type

The Company’s shares are dematerialised, with both 1 Coimbatore Regional Processing Laboratory
the depositories, viz. National Securities Depository 2 Delhi Regional Processing Laboratory
Limited (NSDL) and Central Depository Services 3 Hyderabad Regional Processing Laboratory
(India) Limited (CDSL). As on April 29, 2022, except 4 Bhopal Regional Processing Laboratory
five (5) shares held by one shareholder in physical 5 Mumbai Regional Processing Laboratory
6 Patna Regional Processing Laboratory
form, all other shares are held in dematerialised
7 Chennai Regional Processing Laboratory
form only.
8 Bhubaneswar Regional Processing Laboratory
9 Pune Regional Processing Laboratory
ISIN No. allotted to the Company’s shares
10 Gurgaon Zonal Processing Laboratory
is INE594H01019.
11 Lucknow Regional Processing Laboratory
12 Bangalore Zonal Processing Laboratory
The shares of the Company are frequently traded 13 Cochin Regional Processing Laboratory
on both the stock exchanges and hence the shares 14 Amritsar Regional Processing Laboratory
of the Company are liquid. 15 Guwahati Regional Processing Laboratory
16 Kolkata Zonal Processing Laboratory
M)
Outstanding Global Depository Receipts or 17 Nagpur Regional Processing Laboratory
American Depository Receipts or warrants or 18 Ranchi Regional Processing Laboratory
any convertible instruments, conversion date 19 Raipur Regional Processing Laboratory
and likely impact on equity; 20 Ahmedabad Regional Processing Laboratory
21 Jaipur Regional Processing Laboratory
There are no outstanding GDR/ADR/Warrants/any 22 Vishakhapatnam Regional Processing Laboratory
convertible instruments, since the Company has
not issued any GDRs / ADRs or Warrants or any P) Address for correspondence
other Convertible Instruments. Thyrocare Technologies Limited,
D-37/3, TTC Industrial Area,
N) ommodity price risk or foreign exchange risk
C MIDC, Turbhe,
and hedging activities; Navi Mumbai 400 703.
Maharashtra.
The Company is not dealing in any commodities. Phone: 022-4125 2525 / 022-2762 2762
The Company has foreign exchange exposure Fax: 022-2768 2409
but it is not considered to necessary to have any Email: compliance@thyrocare.com
hedging cover.
Q) ist of all credit ratings obtained by the entity
L
O) Plant locations: along with any revisions thereto during the
The Company does not have any ‘plants’. The relevant financial year, for all debt instruments of
Company’s Central Processing Laboratory is at such entity or any fixed deposit programme or any
D-37/1, TTC Industrial Area, MIDC, Turbhe, Navi scheme or proposal of the listed entity involving
Mumbai- 400 703. mobilization of funds, whether in India or abroad:
The Company has Nineteen Regional Processing The Company has not sought / obtained any
Laboratories and Three Zonal Processing credit rating; the Company has not issued any
Laboratories at the following places: debt instruments, does not have any fixed deposit
scheme and has no proposal involving mobilization
of funds in India or abroad.

10) Other Disclosures:

(a) disclosures on materially significant related party transactions All contracts / arrangements / transactions entered by the Company
that may have potential conflict with the interests of listed during the financial year with related parties were in its ordinary course of
entity at large; business and on arm’s length basis. During the year, the Company had not
entered into any contract / arrangement / transaction with related parties,
which could be considered material in accordance with the policy of the
Company on materiality of related party transactions or which could have
potential conflict with the interests of Company at large.
The Company has received declarations from Senior Management
Personnel that there was no material, financial and commercial
transactions, where they have personal interest that may have a potential
conflict with the interest of the Company at large.
The Company has formulated a policy on dealing with Related Party
Transactions, such policy has been disclosed of the Company’s website,
Investor Relations (thyrocare.com)
(b) details of non-compliance by the listed entity, penalties, There have been no non-compliance by the Company with respect to any
strictures imposed on the listed entity by stock exchange(s) matter related to capital markets nor any penalty or stricture was imposed
or the board or any statutory authority, on any matter related on the Company by stock exchanges or SEBI or any statutory authority
to capital markets, during the last three years; on any matter related to capital markets during the last three years.
(c) details of establishment of vigil mechanism, whistle blower The Company promotes ethical behavior in all its business activities and
policy, and affirmation that no personnel has been denied has put in place a mechanism for reporting illegal or unethical behavior.
access to the audit committee; The Company has a vigil mechanism (whistle-blower policy) under
which the employees are free to report violations of applicable laws and
regulations. The Company has formulated a Whistle Blower policy as
part of Vigil Mechanism introduced, and the details are available at the
Company’s website, Investor Relations (thyrocare.com)
No personnel have been denied access to the Audit Committee.
(d) details of compliance with mandatory requirements and All mandatory requirements have been complied with. Adoption of non-
adoption of the non-mandatory requirements; mandatory requirements would be considered at appropriate time.
(e) web link where policy for determining material‘ subsidiaries The policy for determining ‘material subsidiaries’ is disclosed at the
is disclosed; company’s website, Investor Relations (thyrocare.com)
(f) web link where policy on dealing with related party The policy for dealing with Related Party transactions is disclosed at the
transactions is disclosed. company’s website, Investor Relations (thyrocare.com)
(g) disclosure of commodity price risks and commodity hedging Not applicable, as the Company is not dealing with any ‘commodities’.
activities.
(h) Details of utilization of funds raised through preferential During the year, the Company has not raised any funds through
allotment or qualified institutions placement as specified preferential allotment or qualified institutions placement.
under Regulation 32 (7A).
(i) a certificate from a company secretary in practice that none Certificate from Mr. V. Suresh, Practising Company Secretary, stating that
of the directors on the board of the company have been none of the directors of the Company has been debarred or disqualified
debarred or disqualified from being appointed or continuing from being appointed as director of the Company by SEBI/MCA or any
as directors of companies by the Board/Ministry of Corporate such authority, is attached.
Affairs or any such statutory authority.
(j) Where the board had not accepted any recommendation of During the year, there has been no occasion where the Board has not
any committee of the board which is mandatorily required, in accepted any recommendation of any of the Committees.
the relevant financial year, the same to be disclosed along
with reasons thereof:
(k) Total fees for all services paid by the listed entity and its `0.40 Crore paid during 2021-22 on consolidated basis, for all the
subsidiaries, on a consolidated basis, to the statutory auditor services rendered for the period.
and all entities in the network Firm / network entity of which
the statutory auditor is a part.
(l) Disclosures in relation to the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013:
Number of complaints filed during the financial year Nil
Number of complaints disposed of during the financial year Nil
Number of complaints pending as on end of the financial year. Nil
Disclosure by listed entity and its subsidiaries of ‘Loans and The Company had given a loan to Nueclear Healthcare Limited (NHL), the
advances in the nature of loans to firms/companies in which wholly owned subsidiary, which NHL has fully repaid. Neither the Company
directors are interested by name and amount nor NHL, its wholly owned subsidiary, has given any loans and advances
in the nature of loans to firms/companies in which directors are interested.
11) Non-compliance of any requirement of corporate governance Not applicable, since all the requirements have been complied with.
report of sub-paras (2) to (10) above, with reasons thereof
shall be disclosed.
12) The corporate governance report shall also disclose the Discretionary requirements would be adopted as and when felt
extent to which the discretionary requirements as specified appropriate.
in Part E of Schedule II have been adopted.
13) The disclosures of the compliance with corporate governance The Company has complied with the requirements specified in regulation
requirements specified in regulation 17 to 27 and clauses (b) 17 to 27 and clauses (b) to (i) of Sub-regulation (2) of Regulation 46.
to (i) of sub-regulation (2) of regulation 46 shall be made in
the section on corporate governance of the annual report.
Dividend Distribution Policy The Dividend Policy, adopted by the Board, is uploaded on the Company’s
website Investor Relations (thyrocare.com)
Terms and conditions of appointment of IDs Terms and conditions of appointment/re-appointment of IDs are available
on the Company’s website Investor Relations (thyrocare.com)

2. Pursuant to Schedule IV of the Companies Act, 2013 a) The Company has nominated Mr. Gopal Krishna
and the Rules made thereunder and Regulation 25 Shivaram Hegde, Independent Director, as an
(3) of the SEBI (Listing Obligations and Disclosure independent director on the board of the unlisted
Requirements) Regulations, 2015, all the Independent wholly owned subsidiary company, Nueclear
Directors of the Company met once during a year, Healthcare Limited.
without the attendance of Non-Independent Directors
and Members of the Management During this meeting, b) The audit committee of the Company reviews the
the Independent Directors, financial statements, in particular, the investments
made by the unlisted wholly owned subsidiary.
(a) reviewed the performance of non-independent
directors and the board of directors as a whole; c)
The minutes of the meetings of the board of
directors of the unlisted wholly owned subsidiary
(b) reviewed the performance of the chairperson and are placed at the meeting of the board of directors
the executive director of the listed entity, taking into of the Company.
account the views of executive directors and non-
executive directors; and d)
Details of all significant transactions and
arrangements entered into by the unlisted
(c) assessed the quality, quantity and timeliness of subsidiary are being brought to the notice of the
flow of information between the management of board of directors of the Company.
the listed entity and the board of directors that is
necessary for the board of directors to effectively e)
The unlisted wholly owned subsidiary has
and reasonably perform their duties. undertaken Secretarial Audit through a Company
Secretary in practice.
3. Corporate Governance requirements with respect
to the subsidiary: 4. Directors Profile
There is no subsidiary, which qualifies the test of ‘Material In case of appointment or re-appointment of Director (s),
Subsidiary’ in terms of Explanation to Regulation 24 a brief resume of Director(s), nature of their expertise in
of SEBI (LODR) Regulations, 2015. Therefore, the specific functional areas and company names in which
requirements to be complied with in case of a “Material they hold Directorships, Memberships/ Chairmanships
Subsidiary” are not applicable to your company. However, of Board Committees, and shareholding in the Company
your company has taken the following steps voluntarily are provided in Explanatory Statement of AGM notice.
as part of its Corporate Governance principles.
D. Declaration signed by the Managing Director stating that the members of board
Declaration signed by the Managing Director is
of directors and senior management personnel have affirmed compliance with the
attached.
code of conduct of board of directors and senior management.
E. Compliance certificate from either the auditors or practicing company secretaries
Compliance Certificate from the Auditors is
regarding compliance of conditions of corporate governance shall be annexed with
annexed.
the directors" report.
F. Disclosures with respect to demat suspense account / unclaimed suspense
account
1) The listed entity shall disclose the following details in its annual report, as long as
there are shares in the demat suspense account or unclaimed suspense account, NSDL CDSL
as applicable:
a) aggregate number of shareholders and the outstanding shares in the suspense
0 0
account lying at the beginning of the year (at the time of listing after IPO)
b) number of shareholders who approached listed entity for transfer of shares from
0 0
suspense account during the year;
(c) number of shareholders to whom shares were transferred from suspense account
0 0
during the year;
(d) aggregate number of shareholders and the outstanding shares in the suspense
0 0
account lying at the end of the year;
(e) that the voting rights on these shares shall remain frozen till the rightful owner of
N.A. N.A.
such shares claims the shares.
For and on behalf of the Board of Directors,


Place: Navi Mumbai Managing Director Director
Date: 29-04-2022 DIN: 06999772 DIN: 06660799

Managing Director / Chief Financial Officer (CFO) certification

a) We, Mr. Dharmil Sheth, MD and Mr. Sachin Salvi, CFO, have reviewed financial statements and the cash flow statement
for the year 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) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year, 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 we have taken or propose to take to rectify these deficiencies.
(d) We have indicated to the Auditors and the Audit Committee:
(i) Significant changes in internal control over financial reporting during the year;
(ii) Significant changes in accounting policies during the year and that the same have been disclosed in the notes to
the financial statements; and
(iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management
or an employee having a significant role in the Company’s internal control system over financial reporting.
Place: Navi Mumbai Sachin Salvi Dharmil Sheth

Date: April 29, 2022 Chief Financial Officer Managing Director
DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL

WITH THE COMPANY’S CODE OF CONDUCT:
This is to confirm that the Company has adopted a Code of Conduct for its employees including the Managing Director and
Executive Director, Non-Independent Director and Independent Directors. These Codes are available on the Company’s website.
I confirm that the Company has, in respect of the year ended March 31, 2021, received from the Senior Management Team
of the Company and the Members of the Board a declaration of compliance with the Code of Conduct as applicable to them.
For the purpose of this declaration, Senior Management Team means the employees in the Deputy General Manager cadre
and above as on March 31, 2022.
Place: Navi Mumbai Dharmil Sheth

Date: April 29, 2022 Managing Director

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015)
To,
The Members of
D-37/1, TTC Industrial Rea, MIDC, Turbhe,
Navi Mumbai-400 703.
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Thyrocare
Technologies Limited having CIN:L85110MH2000PLC123882 and having registered office at D-37/1, TTC Industrial Area,
MIDC, Turbhe, Navi Mumbai – 400 703 (hereinafter referred to as ‘the Company’), produced before us 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 our opinion and to the best of our 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 us by the Company & its
officers, We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending
on March 31, 2022 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 Director DIN Date of appointment in Company

1 Mr. Dharmil Nirupam Sheth 06999772 2-Sep-21
2 Mr. Hardik Dedhia 06660799 2-Sep-21
3 Dr. Dhaval Shah 07485688 6-Oct-21
4 Mr. Gopal Shivram Hegde 00157676 21-Aug-14
5 Mr. Vishwas Madhav Kulkarni 06953750 21-Aug-14
6 Dr. Neetin Shivajirao Desai 02622364 20-Sep-14
7 Dr. Indumati Gopinathan 06779331 8-Dec-17
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management
of the Company. Our 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 the efficiency or effectiveness with which the management has
conducted the affairs of the Company.
For V Suresh Associates

Place: Chennai Practising Company Secretaries
Date: 07.07.2022 V Suresh
Senior Partner
FCS No. 2969
C.P.No. 6032
Peer Review Cert. No. : 667/2020
UDIN: F002969D000584077

CERTIFICATE ON COMPLIANCE WITH THE CONDITIONS OF CORPORATE GOVERNANCE UNDER

SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
REGULATIONS, 2015.
To the Members of
We have examined the compliance of Corporate Governance by THYROCARE TECHNOLOGIES LIMITED, for the year ended
31st March 2022, as stipulated under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited to
procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, and considering the relaxations
granted by the Securities and Exchange Board of India warranted due to the spread of the COVID-19 pandemic.
We certify that the Company has complied with the conditions of Corporate Governance as stipulated in the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
We further state that no investor grievances are pending for a period exceeding one month against the Company as per the
records maintained by it.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the management has conducted the affairs of the Company.
For V Suresh Associates

Place: Chennai Practising Company Secretaries
Date: 07.07.2022 V Suresh
Senior Partner
FCS No. 2969
C.P.No. 6032
Peer Review Cert. No. : 667/2020
UDIN: F002969D000584077

82
Statutory Reports
Thyrocare | BusinessLimited
Technologies Responsibility Report 83
Business Responsibility Report

[See Regulation 34(2)(f)]
Section A: General Information about the Company

1. Corporate Identity Number (CIN) of the Company L85110MH2000PLC123882
2. Name of the Company Thyrocare Technologies Limited
3. Registered Address D-37/1, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai-400703.
4. Website www.thyrocare.com
5. E-mail id investor_relations@thyrocare.com
6. Financial Year reported 2021-22
7. Sector(s) that the Company is engaged in (industrial activity Independent Diagnostic Laboratories - NIC Code: 86095
code-wise)
8. List three key products/services that the Company (i) Diagnostic Services.
manufactures/provides (as in balance sheet) (ii) Sale of Glucose Strips, Glucometer, vials & kits
9. Total number of locations where business activity is undertaken
by the Company
(a) Number of International Locations (Provide details of None
major 5)
(b) Number of National Locations The Company has a Central Processing Laboratory at Navi Mumbai
and Nineteen Regional Processing Laboratories in Ahmedabad,
Amritsar, Bhopal, Bhubaneswar, Chennai, Coimbatore, Guwahati,
Hyderabad, Cochin, Jaipur, Lucknow, Mumbai, Nagpur, Delhi, Patna,
Pune, Ranchi, Vishakhapatnam ,Raipur. and three Zonal Processing
Laboratory at Gurgaon,Bangalore, Kolkata.
10. Markets served by the Company – Local/State/National/ National.
International
Section B: Financial Details of the Company
1. Paid up Capital (INR) 52.90 Crores.
2. Total Turnover (INR) 561.53
3. Total profit after taxes (INR) 152.05
4. Total Spending on Corporate Social Responsibility (CSR) as 3.66%
percentage of profit after tax (%)
5. List of activities in which expenditure in 4 above has been i) Promotion of Skill development of Youths
incurred:- ii) Women & Child Care
iii) Support to old age home
iv) Covid cintainment measure
Section C: Other Details
1. Does the Company have any Subsidiary Company/ Companies? Yes. The Company has a wholly-owned subsidiary, viz. Nueclear
Healthcare Limited.
2. Do the Subsidiary Company/Companies participate in the Yes. The subsidiary company participates in the BR initiatives of
BR Initiatives of the parent company? If yes, then indicate the the Company by following the basic principles and practices of the
number of such subsidiary company(ies) Parent company, to the extent applicable.
3. Do any other entity/entities (e.g. suppliers, distributors etc.) that The Company encourages adoption of BR initiatives by its Business
the Company does business with, participate in the BR initiatives Associates to the extent feasible.
of the Company? If yes, then indicate the percentage of such
entity/entities. [Less than 30%, 30-60%, More than 60%]
Section D: BR Information
1. Details of Director/Directors responsible for BR
(a) Details of the Directors responsible for implementation of the BR policy / policies
1. DIN Number 6999772 6660799
2. Name Dharmil Sheth Hardik Dedhia
3. Designation Managing Director Director
Date: April 29, 2022
Aptil April 29, 2022
Aptil
(b) Details of the BR head
No. Particulars Details
1 DIN Number 6999772
2 Name Dharmil Sheth
3 Designation Managing Director
4 Telephone number 022-2762 2762
5 e-mail id dharmil@pharmeasy.in
Annual Report 2021-22 Annual Report 2021-22

84
STATUTORY REPORTS
Thyrocare | Director'sLimited
Technologies Report 83
2. Principle-wise (as per NVGs) BR Policy/policies

Principle 1: Businesses should conduct and govern themselves with Ethics, Transparency & Accountability
Principle 2: Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle
Principle 3: Businesses should promote the wellbeing of all employees
Principle 4: Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalised.
Principle 5: Businesses should respect and promote human rights
Principle 6: Business should respect, protect, and make efforts to restore the environment.
Principle 7: Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner
Principle 8: Businesses should support inclusive growth and equitable development
Principle 9: Businesses should engage with and provide value to their customers and consumers in a responsible manner
(a) Details of compliance (Reply in Y/N)

No. Questions Policy No.
1 2 3 4 5 6 7 8 9
Providing value to customers

Inclusive Growth & Equitable
Well-being of the employees
Protection of Environment
Respect to Human Rights
Safety and Sustainability
Being responsive to the
Responsible reaction to
Ethics, Transparency &
stakeholders’ interests
of Services rendered
Accountability
& consumers
Development
Public Policy
1 Do you have a policy/ policies for.... Y Y Y Y Y Y Y Y Y
2 Has the policy been formulated in consultation with the
Y Y Y Y Y Y Y Y Y
relevant stakeholders?
3 Does the policy conform to any national / international Y Y Y Y Y Y Y Y Y
standards? If yes, specify (50 words) Yes. The policies are based on the ‘National Voluntary Guidelines on
Social, Environmental and Economic Responsibilities of Business
issued by the Ministry of Corporate Affairs, Government of India.
4 Has the policy been approved by the Board? If yes, has Y Y Y Y Y Y Y Y Y
it been signed by MD / Owner / CEO / appropriate Board The policies that are approved by the Board and signed by the
Director? Chairman, Managing Director & CEO / Executive Director & CFO,
would be uploaded in the Company’s website.
5 Does the company have a specified committee of Board Y Y Y Y Y Y Y Y Y
/ Director / Official to oversee the implementation of the Implementation of the Policy would be overseen by the Corporate
Policy? Social Responsibility Committee, consisting of one Independent
Director as Chairman and another Independent Director and one
Non-Executive Non Independent Director as Members.
6 Indicate the link for the policy to be viewed online? Investor Relations (thyrocare.com)
7 Has the policy been formally communicated to all relevant Y Y Y Y Y Y Y Y Y
internal and external stakeholders? The Policy has been communicated to the relevant internal and
external stakeholders.
8 Does the company have in-house structure to implement the Y Y Y Y Y Y Y Y Y
policy / policies?
9 Does the Company have a grievance redressal mechanism Y Y Y Y Y Y Y Y Y
related to the policy /policies to address stakeholders’ Yes. The Grievances can be reported by investors “investor_
grievances related to the policy / policies? relations@thyrocare.com” and by others to “complaints@thyrocare.
com”.
10 Has the company carried out independent audit / evaluation Y Y Y Y Y Y Y Y Y
of the working of this policy by an internal or external
agency?

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Statutory Reports
(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why? (Tick up to 2 options)
No. Questions
1 The company has not understood the Principles.
2 The company is not at a stage where it finds itself in a
position to formulate and implement the policies on specified
principles.
3 The company does not have financial or manpower resources Not applicable
available for the task.
4 It is planned to be done within next 6 months
5 It is planned to be done within the next 1 year √
6 Any other reason (please specify)
3. Governance related to BR
(a) Indicate the frequency with which the Board of Directors,
Committee of the Board or CEO to assess the BR performance
Annually
of the Company. - Within 3 months, 3-6 months, Annually,
More than 1 year.
(b) Does the Company publish a BR or a Sustainability Report? The Company is publishing Business Responsibility Report, as part
What is the hyperlink for viewing this report? How frequently it of the Annual Report. Since the Annual Report will be uploaded in the
is published? Company’s website, the BR can also be viewed at the said website.
Section E: Principle-wise Performance

Principle 1: Businesses should conduct and govern themselves with Ethics, Transparency & Accountability
Thyrocare believes that Ethics, Transparency and Accountability are inter-related:- a business which runs its operations ethically and in a
transparent manner, would never have any problem of Accountability towards all its stakeholders, and to the society at large. Thyrocare
has been conducting its business on Ethical lines, and in a Transparent manner from the day of inception. Thyrocare has formulated an
elaborate code of conduct, which is applicable to all the Directors and the employees of the Company and its subsidiary. The Company
has also put in place a Whistle-Blower policy to enable employees to report any actual or suspected incidence of corruption, bribery, or any
kind of unethical behaviour on the part of any employee, including executives and directors. The Code of Conduct and the Whistle Blower
Policy have been uploaded in the Company’s website.
1. Does the policy relating to ethics, bribery and corruption cover The policy relating to ethics, bribery and corruption are primarily
only the company? Yes/ No. Does it extend to the Group / Joint applicable to the Company and its subsidiary. Thyrocare encourages
Venture / Suppliers / Contractors / NGOs / Others the contractors, suppliers and others to comply with the same,
wherever possible.
2. How many stakeholder complaints have been received in the past The Company has not received any complaint from any stakeholders
financial year and what percentage was satisfactorily resolved by relating to ethics, bribery and corruption.
the Management? If so, provide in about 50 words or so.
Principle 2: Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle
Thyrocare believes that for a diagnostic service oriented company like it, sustainability means providing dependable results at affordable
cost. With this in view, Thyrocare established India’s first fully automated and IT-enabled laboratory that today ensures error-free processing
of over 52,650 specimens collected from all over India and sent by using an innovative air-cargo system, and conducting over 3.09 lakh
clinical investigations every day, and giving results within a turnaround time of twenty four hours. By employing the latest technologies,
and fully computerised testing process, Thyrocare is able to remain at par with global standards in terms of quality and service delivery.
By handling huge volumes, Thyrocare is able to provide its services at the lowest possible cost, unmatched by any other service provider.
1. List up to 3 of your products or services whose design has The Company focuses on preventive Clinical Biochemistry based
incorporated social or environmental concerns, risks and/or Diagnostic Services, and has introduced groups of tests packaged
opportunities. under the brand name “Aarogyam’, and various other tests, all of
which have been designed keeping its social responsibility in view
- at lowest possible rates, affordable even to the common man. The
four most popular tests are mentioned below:
(a) Aarogyam Profile
(b) Thyroid Profile
(c) Diabetic Profile
(d) Tuberculosis Profile
2. For each such product, provide the following details in respect Not applicable
of resource use (energy, water, raw material, etc.) per unit of
product (Optional):
(a) Reduction during sourcing/production/ distribution
achieved since the previous year throughout the value
chain?
(b) Reduction during usage by consumers (energy, water)
has been achieved since the previous year?
3. Does the company have procedures in place for sustainable The Company has in place adequate procedures through long-
sourcing (including transportation)? term contracts for sustainable sourcing of inputs required for its
operations.
(a) If yes, what percentage of your inputs was sourced Reagents and diagnostic materials are the major inputs for us. By
sustainably? Also, provide details thereof, in about 50 tying up mostly with the same vendors who have also supplied /
words or so. leased the laboratory equipment / instruments, we ensure that almost
100% of these materials are sourced sustainably.

86
STATUTORY REPORTS
Thyrocare | Director'sLimited
Technologies Report 85
4. Has the company taken any steps to procure goods and Yes.
services from local & small producers, including communities
surrounding their place of work?
(a) If yes, what steps have been taken to improve their We encourage individuals and other entities to become our Service
capacity and capability of local and small vendors? Providers and Direct Selling Agents, and thereby help them join us in
the progress of the Company.
5. Does the company have a mechanism to recycle products and The bio-medical wastes produced in the laboratory are handed over
waste? If yes what is the percentage of recycling of products to the State Pollution Control Board for recycling or safe disposal. The
and waste (separately as <5%, 5-10%, >10%). Also, provide Company has formulated Standard Operating Procedures for waste
details thereof, in about 50 words or so. management, to ensure proper separation, handling, storage and
transportation of bio-medical wastes.
Principle 3: Businesses should promote the wellbeing of all employees
Thyrocare is alive to the fact that Human Resources are the most valued assets of any organisation, and hence every organisation has to
take all possible measures for the well-being of the employees, so as to keep their morale and motivation high. With this in view, Thyrocare
has structured many welfare measures and is also taking necessary steps for enhancement of their skills and abilities on a continuous
basis. Thyrocare organises recreational events like New Year celebrations and Get-togethers , Townhall and periodical contests to enable
the employees to exhibit their abilities. Thyrocare is also providing other regular facilities like heavily subsidised canteen, free transportation
from the work spot to the nearest railway station, etc. Thyrocare allotted shares equivalent to about 0.25% of its then paid up capital to the
eligible employees at the face value of Rs. 10/- whereas the current market price is about 103 times of the offer price. Thyrocare has also
introduced another liberal Employees Stock Option Scheme whereby shares equivalent to about 1% of the Company’s paid up capital would
be offered, over a period of ten years at the rate of 0.10% every year, to all the eligible employees at face value , to inculcate into them a
deep sense of belonging to the organisation, besides giving them an opportunity of sharing the benefit of the Company’s growth. Under this
scheme, Thyrocare has already granted options to the eligible employees in the past seven years.
1. Please indicate the Total number of employees. (as on 31-03- 2115
2022)
2. Please indicate the Total number of employees hired on 211
temporary/contractual/casual basis.
3. Please indicate the Number of permanent women employees. 579
4. Please indicate the Number of permanent employees with 3
disabilities
5. Do you have an employee association that is recognized by There is no employee association recognized by the Management.
management.
6. What percentage of your permanent employees is members of N.A.
this recognized employee association?
7. Please indicate the Number of complaints relating to child labour, Nil
forced labour, involuntary labour, sexual harassment in the last
financial year and pending as on the end of the financial year.
No. Category No of complaints filed during No of complaints as on end of
the financial year the financial year
1 Child labour/forced labour / involuntary labour Nil Nil
2 Sexual harassment Nil Nil
3 Discriminatory employment Nil Nil
8. What percentage of your under mentioned employees were The Company believes in constant upgradation of skills of the employees
given safety & skill upgradation training in the last year? and hence conducts periodical training sessions to improve their work-
abilities. Standard Operating Procedures have been formulated for
safety measures to be taken on a continuous basis.
(a) Permanent Employees 100%
(b) Permanent Women Employees 100%
(c) Casual/Temporary/Contractual Employees N.A.
(d) Employees with Disabilities 100%
Principle 4: Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalised.
The modern concept of any business is to take care of welfare of not only the shareholders, but all the stake-holders as a whole. True to this
concept, Thyrocare takes care to structure its business policies in such a way that they are beneficial to all the stake-holders – Investors,
Employees, Customers, Vendors, Business Associates, and to the Society at large, and particularly the weaker sections of the society. The
Company’s pricing policy is based on the principle of taking the company’s services within the reach of common man.
1. Has the company mapped its internal and external Yes.
stakeholders? Yes/No
2. Out of the above, has the company identified the disadvantaged, Yes.
vulnerable & marginalised stakeholders?
3. Are there any special initiatives taken by the company to The Company is implementing welfare measures for that part of the
engage with the disadvantaged, vulnerable and marginalised society which is disadvantaged, vulnerable and marginalised.
stakeholders? If so, provide details thereof, in about 50 words
or so.

86
Statutory Reports
Principle 5: Businesses should respect and promote human rights

Thyrocare is conscious of the fact that it is the responsibility of every business enterprise to respect human rights, to avoid infringing on the
human rights of others, and to take effective remedial measures in the event of any such infringement. Therefore, Thyrocare takes efforts to
ensure that their own activities or business relationships do not cause any negative human rights impact.
1. Does the policy of the company on human rights cover only the The policy on human rights covers the Company and its subsidiary.
company or extend to the Group / Joint Ventures / Suppliers /
Contractors / NGOs / Others?
2. How many stakeholder Shareholder related Employee related Customer related
complaints have been received Received Resolved Pending Received Resolved Pending Received Resolved Pending
in the past financial year and 4 4 0 0 0 0 10,038 10,038 0
what percent was satisfactorily
The Company has setup an investor grievance mechanism to respond to investor grievances in a
resolved by the management?
timely and appropriate manner. The investor grievances and action taken are also reviewed at the
Board level by the Stakeholders Relationship Committee.
Employees’ grievances, if any, are resolved through internal review mechanism by Senior
Management. There is also a vigil mechanism in place to report serious grievances and inappropriate
action by any other employee/executive/director. A Committee has also been constituted to look into
complaints of sexual harassment, if any.
The Company has also established robust customer care system, which tracks customer complaints
and responds to them in the minimum time possible and take appropriate remedial measures.
Principle 6: Business should respect, protect, and make efforts to restore the environment.
Thyrocare is fully aware that protecting the environment around us – air, water, soil, and the entire ecosystem – is of vital importance for our
well being; damages to the environment are actually damages to the Nature and will ultimately endangers the very existence of life itself in
the long run. Therefore, Thyrocare is taking all possible efforts to prevent any kind of pollution and adhering to the best procedures to protect
the environment. Apart from complying with the statutory regulations, Thyrocare has structured Standard Operating Procedures to ensure
that the Company’s activities do not create any negative impacts on the environment.
1. Does the policy related to Principle 6 cover only the company or The Company’s policy on Environment, Health and Safety and
extends to the Group / Joint Ventures / Suppliers / Contractors / Standard Operating Procedures are applicable to the Company and
NGOs / Others. its subsidiary.
2. Does the company have strategies/ initiatives to address global No.
environmental issues such as climate change, global warming,
etc. Yes / No. If yes, please give hyperlink for webpage, etc.
3. Does the company identify and assess potential environmental Yes.
risks? Y/N
4. Does the company have any project related to Clean No.
Development Mechanism? If so, provide details thereof, in
about 50 words or so. Also, if yes, whether any environmental
compliance report is filed?
5. Has the company undertaken any other initiatives on – clean The Company has already installed solar panels, and has taken
technology, energy efficiency, renewal energy, etc. Yes / No. If steps to install additional solar plants. This would ensure that about
Yes, please give hyperlink for web page, etc. 12 to 15% of total power consumption comes from renewable source.
6. Are the Emissions/Waste generated by the company within the Yes. All emissions/waste generated are within permissible limits.
permissible limits given by CPCB / SPCB for the financial year These are continuously monitored, reviewed internally and reported
being reported? to the CPCB/SPCB as per the requirement.
7. Number of show cause/ legal notices received from CPCB/ The Company has not received any Show Cause Notice or Legal
SPCB which are pending (i.e. not resolved to satisfaction) as Notices from CPC / SPCB during the financial year.
on end of Financial Year.
Principle 7: Business, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
Though collaborating with similar businesses and representing to the Government for redressal of common grievances is recognised as an
acceptable business practice, it is the policy of Thyrocare that any engagement with the Government should be for the welfare of the public
at large, and should not be with the intention of advancing the interests or promoting the welfare of a select few.
1. Is your company a member of any trade and chamber or The Company is not a member of any trade association or chamber.
association? If Yes, Name only those major ones that your
business deals with:
2. Have you advocated/lobbied through above associations for Not applicable.
the advancement or improvement of public good? Yes /No;
If yes, specify the broad areas (Drop box - Governance and
Administration, Economic Reforms, Inclusive Development
Policies, Energy Security, Water, Food Security, Sustainable
Business Principles, Others )
Principle 8: Business should support inclusive growth and equitable development
Thyrocare believes that real growth and development can be achieved only when equal opportunities are made available to every member
of the society and there is equitable development; a lopsided growth will ultimately lead to social unrest and result in negation of the benefits
already achieved. Therefore, Thyrocare formulates its policies in such a way that the benefits of its services are easily available to everyone.
Thyrocare has also structured its CSR policies on the principle of empowering and enabling the community as a whole to participate in the
march towards growth and development.

STATUTORY REPORTS | Director's Report 87
1. Does the company have specified programmes/initiatives/ The Company’s CSR Policies are aimed at supporting inclusive
projects in pursuit of the policy related to Principle 8? If yes, growth and equitable development. The Company implemented
details thereof. an Employees Share Purchase Scheme through which shares
were allotted to all the eligible employees, in 2014. In addition, the
Company has also introduced an Employees Stock Option Scheme
for issuing shares equivalent to 1% of the paid-up equity capital over
a period of ten years.
2. Are the programmes/projects undertaken through in-house Under the Company’s CSR project, appropriate assistance is
team/own foundation/external NGO / government structures / extended to other entities for programmes designed to achieve
any other organisation? inclusive growth and equitable development.
3. Have you done any impact assessment of your initiative? A regular assessment of the impact of the initiative is being done.
4. What is your company’s direct contribution to community The Company has spent about Rs.5.56 Crores during the financial
development projects- Amount in INR and the details of the year 2021-22 towards community development projects. This
projects undertaken. expenditure is incurred towards: (i) Promotion of Skill development
of Youths (ii) Women & Child Care (iii) Support to old age home (iv)
Covid cintainment measure
Giving financial assistance through
5. Have you taken steps to ensure that this community development Adoption of such initiatives is ensured through periodical contacts
initiative is successfully adopted by the community? Please with the entities through whom such initiatives are implemented.
explain in 50 words, or so.
Thyrocare has always considered the customer as the most important person in its business and its avowed Mission is to ensure
that the right value is given in right time to the right patient at the least cost. High productivity, lean operations, able administration
and volume-enabled savings have made Thyrocare the most affordable Clinical Chemistry Laboratory in the world.
1. What percentage of customer complaints/consumer cases are Nil
pending as on the end of financial year.
2. Does the company display product information on the product Not applicable to us.
label, over and above what is mandated as per local laws? Yes/
No/N.A./Remarks (additional information)
3. Is there any case filed by any stakeholder against the company Nil
regarding unfair trade practices, irresponsible advertising
and/or anti-competitive behaviours during the last five years
and pending as on end of financial year. If so, provide details
thereof, in about 50 words or so.
4. Did your company carry out any consumer survey/ consumer The Company has not carried out any consumer survey, but has a
satisfaction trends? system of getting feedback from the consumers, based on which
appropriate actions are taken to improve the services and resolve the
consumer grievances.

INDEPENDENT AUDITOR’S REPORT
To the Members of Thyrocare Technologies Limited Basis for Opinion

We conducted our audit in accordance with the Standards
Report on the Audit of the Standalone Financial
on Auditing (SAs) specified under section 143(10) of the
Statements
Act. Our responsibilities under those Standards are further
Opinion described in the Auditor’s Responsibilities for the Audit of the
Standalone financial statements section of our report. We are
We have audited the standalone financial statements of
independent of the Company in accordance with the Code
Thyrocare Technologies Limited (“the Company”), which
of Ethics issued by the Institute of Chartered Accountants of
comprise the Balance Sheet as at March 31, 2022, and
India (ICAI) together with the ethical requirements that are
the Statement of Profit and Loss, Statement of Changes
relevant to our audit of the standalone financial Statements
in Equity and Statement of Cash Flows for the year then
under the provisions of the Act and the Rules thereunder,
ended, and notes to the Financial Statements, including
and we have fulfilled our other ethical responsibilities in
a summary of significant accounting policies and other
accordance with these requirements and the Code of Ethics.
explanatory information.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
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 Key Audit Matters
Companies Act, 2013 (“the Act’) in the manner so required Key audit matters are those matters that, in our professional
and give a true and fair view in conformity with the Indian judgment, were of most significance in
Accounting Standards prescribed under section 133 of the
Act read with Companies (Indian Accounting Standards) our audit of the standalone financial statements for the year
Rules, 2015 as amended and other accounting principles ended March 31, 2022. These matters were addressed in the
generally accepted in India, of the state of affairs of the context of our audit of the standalone financial statements as
Company as at March 31, 2022, and profit, changes in equity a whole, and in forming our opinion thereon, and we do not
and its cash flows for the year ended on that date. provide a separate opinion on these matters.
Key Audit Matter How the matter was addressed in our audit
Impairment testing of investment in Subsidiary. See Note In view of the significance of the matter, we applied the
2D, 3H and 7A to the Standalone Financial Statements following audit procedures in this area, among others to
The company has significant investment in its wholly owned obtain sufficient and appropriate audit evidence:
subsidiary, Nueclear Healthcare Limited (‘NHL’). The a) Evaluated the process followed by the Company in
investment is carried at cost less any impairment. NHL has respect of performing the annual impairment analysis
continued to incur losses since inception and consequently of investment in subsidiary.
the Company is required to perform impairment testing of the b) Evaluated the design and implementation and tested
carrying value of the investment at each reporting date. the operating effectiveness of the key internal controls
The company is required to test the investment for indicators related to the Company’s process of relating to review
of existence of impairment if any, annually and frequently of the annual impairment analysis, including controls
as and when there is an indication that the investment may over determination of key assumptions underlying
be impaired. the valuation.
Changes in the business environment can have a significant c) Evaluated the reasonableness of the assumptions,
impact on the valuation of these investments. The annual particularly forecasted revenue growth rate and related
impairment testing of the investment in NHL comprises costs based on our knowledge of the Company’s
estimating the recoverable value of the investment by business and the nature of its operations. Assessed the
using the Discounted Forecast Cashflow Model (DCF) and reasonableness of the forecast based on comparison
comparing it with the carrying value of the said investment with the actual results till date.
at the reporting date. In cases where the recoverable value d) Involved the valuation professionals with specialized
of the investment is observed to be lower than carrying value skills and knowledge to assist in evaluating the valuation
thereof, an impairment loss is recognized in the statement of model used and the underlying assumptions.
Profit and loss.

Financial Statements | Standalone 91
The valuation process involves making significant judgements e) Evaluated the assumptions used by the company in
based on assumptions and estimates as a result the process performing the impairment analysis such as EBITDA,
is complex. There is certain amount of uncertainty involved revenue growth rate, terminal growth rate, discount rate
in forecasting the future cashflows and discounting the same by comparing it to the publicly available to the market
which form the basis of the assessment of recoverability of indices and industry specific indices.
the investment. f) Tested the arithmetical accuracy of the Cashflow
In view of the complexities, judgements and estimates involved Projections and reasonableness of the impairment
in the process and the magnitude of the likely impact, we have assessment performed based on the same.
identified testing of impairment in the value of investment in g) Performed a sensitivity analysis to evaluate the impact of
NHL as a key audit matter. changes in key assumptions individually or collectively
The recoverable amount is based on the value in use model to the recoverable value.
and has been derived from discounted forecast cash h) Assessed the adequacy of disclosures in the standalone
flow model. financial statements.
We identified the impairment indicators and resultant
provisions, if any, in respect of investment in subsidiary as a
key audit matter considering:
a) The significance of the value of these investments in the
Standalone Balance Sheet of the Company
b) Performance and net worth of this entity and
c) The degree of judgement involved in determining the
recoverable amount of this investment including:
i) Valuation assumptions such as discount rate and terminal
growth rate.
ii) Business assumptions such as revenue growth rate,
related costs and the resultant cash flows projected to
be generated from this investment over period.
Recognition of revenue from sale of testing services. See In view of the significance of the matter, we applied the
Note 2D, 3K and 25 to the Standalone Financial Statements. following audit procedures in this area, among others to
obtain sufficient and appropriate audit evidence:
The Company earns a significant amount of revenue from
“testing services”, which is the key stream of revenue presently. a) Obtained an understanding of the systems, processes
and controls implemented by the company and
Revenue from sale of testing services is recognized at a point
evaluated the design and implementation of internal
in time once the testing samples are analysed for requisitioned
controls for measuring and recording revenue.
diagnostics test. We have identified recognition of revenue
b) Tested the design, implementation and operating
from sale of testing services as a key audit matter because
effectiveness of the Company’s key Information
revenue is the key performance indicator. In addition, there Technology (IT) General controls, key IT applications/
is a risk that revenue is recognized at a point in time different manual controls including testing of controls relating to
from the time of fulfilment of the performance obligation and timing of revenue recognition, by involving IT specialists.
consequent rendering of testing services by the company, This includes access controls, change controls, program
due to pressure to achieve performance targets and to meet development controls and IT operation controls;
external expectations at the year end. c) For selected sample of transactions (using statistical
sampling), we analysed when the testing samples
are processed for requisitioned diagnostic tests and
matched it with the timing of recognition of revenue;
d) Tested the reconciliation of revenue recorded as per
the Billing system to the revenue recorded as per the
Accounting system;
e) Performed substantive testing by selecting samples
(using statistical sampling) of revenue transactions
recorded during the year (and before and after the
financial year end) and traced to the underlying evidence
of tests conducted and results concluded.
f) Verified manual journal entries, if any, posted to revenue
account to identify unusual adjustments to revenue, If any.
g) Verified the adequacy of disclosures in respect of
revenue in the standalone financial statements.

Information Other than the Standalone Financial Auditor’s Responsibilities for the Audit of the
Statements and Auditor’s Report Thereon Standalone Financial Statements
The Company’s Board of Directors is responsible for the Our objectives are to obtain reasonable assurance about
other information. The other information comprises the whether the standalone financial statements as a whole
Director’s report but does not include the standalone financial are free from material misstatement, whether due to fraud
statements and our auditor’s report thereon. or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance,
Our opinion on the standalone financial statements does not but is not a guarantee that an audit conducted in accordance
cover the other information and we do not express any form with SAs will always detect a material misstatement when it
of assurance conclusion thereon. exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
In connection with our audit of the standalone financial could reasonably be expected to influence the economic
statements, our responsibility is to read the other information decisions of users taken on the basis of these standalone
and, in doing so, consider whether the other information is financial statements.
materially inconsistent with the standalone financial statements
or our knowledge obtained in the audit or otherwise appears We give in “Annexure A” a detailed description of Auditor’s
to be materially misstated. If, based on the work we have responsibilities for Audit of the Standalone financial statements.
performed, we conclude that there is a material misstatement
of this other information, we are required to report that fact.
Other Matter
We have nothing to report in this regard.
The standalone Ind AS financial statements of the Company
for the year ended March 31, 2021, were audited by another
Responsibilities of Management and Those auditor whose report dated May 08, 2021 expressed an
Charged with Governance for the Standalone unmodified opinion on those statements.
The Company’s Board of Directors is responsible for the Our opinion is not modified in respect of this matter.
matters stated in section 134(5) of the Act with respect to
the preparation of these standalone financial statements that
Report on Other Legal and Regulatory
give a true and fair view of the financial position, financial
Requirements
performance, changes in equity and cash flows of the
Company in accordance with the accounting principles 1. As required by the Companies (Auditor’s Report) Order,
generally accepted in India, including the Accounting 2020 (“the Order”), issued by the Central Government
Standards specified under section 133 of the Act. This of India in terms of sub-section (11) of section 143 of
responsibility also includes maintenance of adequate the Act, we give in “Annexure B” a statement on the
accounting records in accordance with the provisions of matters specified in paragraphs 3 and 4 of the Order, to
the Act for safeguarding of the assets of the Company and the extent applicable.
for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; 2. As required by Section 143(3) of the Act, we report that:
making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of a) We have sought and obtained all the information and
adequate internal financial controls, that were operating explanations which to the best of our knowledge
effectively for ensuring the accuracy and completeness and belief were necessary for the purposes of
of the accounting records, relevant to the preparation and our audit.
presentation of the standalone financial statement that give
a true and fair view and are free from material misstatement, b) In our opinion, proper books of account as required
whether due to fraud or error. by law have been kept by the Company so far as it
appears from our examination of those books.
In preparing the standalone financial Statements, the Board
of Directors is responsible for assessing the Company’s ability c) The Balance Sheet, the Statement of Profit and
to continue as a going concern, disclosing, as applicable, Loss, the Statement of Changes in Equity and the
matters related to going concern and using the going concern Statement of Cash Flow dealt with by this Report
basis of accounting unless the Board of Directors either are in agreement with the books of account.
intends to liquidate the Company or to cease operations, or
has no realistic alternative but to do so. d) In our opinion, the aforesaid standalone financial
statements comply with the Accounting Standards
Those Board of Directors are also responsible for overseeing specified under Section 133 of the Act, read with
the Company’s financial reporting process. Rule 7 of the Companies (Accounts) Rules, 2014.

e) On the basis of the written representations received security or the like on behalf of the
from the directors as on March 31, 2022 taken Ultimate Beneficiaries;
on record by the Board of Directors, none of the
directors are disqualified as on March 31, 2022 2.
The Management has represented
from being appointed as a director in terms of that, to the best of its knowledge and
Section 164 (2) of the Act. belief, no funds have been received
by the Company from any persons /
f)
With respect to the adequacy of the internal entities, including foreign entities, that
financial controls with reference to standalone the Company has directly or indirectly,
financial statements of the Company and the lend or invest in other persons or entities
operating effectiveness of such controls, refer to identified in any manner whatsoever
our separate Report in “Annexure C”. by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide any
g) With respect to the other matters to be included in guarantee, security or the like on behalf
the Auditor’s Report in accordance with Rule 11 of of the Ultimate Beneficiaries;
the Companies (Audit and Auditors) Rules, 2014, in
our opinion and to the best of our information and 3. Based on our audit procedures which
according to the explanations given to us: we have considered reasonable and
appropriate in the circumstances
i) The Company has disclosed the impact of and according to the information and
pending litigations on its financial position in its explanations provided to us by the
standalone financial statements – Refer Note Management in this regard, nothing has
35 to the Standalone Financial Statements; come to our notice that has caused us to
believe that the representations made by
ii)
The Company did not have any long- the Management under sub-clause (i) and
term contracts including derivative (ii) contain any material misstatement.
contracts for which there were any material
foreseeable losses. 3) The interim dividend declared and paid by the Company
during the year and until the date of this audit report is
iii) There were no amounts which were required in accordance with section 123 of the Companies Act
to be transferred to the Investor Education and 2013.
Protection Fund by the Company.
4. As required by The Companies (Amendment) Act, 2017,
iv) 1. The Management has represented that, in our opinion, according to information, explanations
to the best of its knowledge and belief, given to us, the remuneration paid by the Company to
no funds have been advanced or loaned its directors is within the limits laid prescribed under
or invested (either from borrowed funds Section 197 of the Act and the rules thereunder.
or share premium or any other sources or
kind of funds) by the Company to or in any For M S K A & Associates
other person(s) or entity(ies), including Chartered Accountants
foreign entities (‘Intermediaries’), with ICAI Firm Registration No. 105047W
the understanding, whether recorded in
writing or otherwise, that the Intermediary Vaijayantimala Belsare
has, whether directly or indirectly lend Partner
or invest in other persons or entities Membership No. 049902
identified in any manner whatsoever by UDIN: 22049902AIDSRX1487
or on behalf of the Company (“Ultimate Place: Mumbai
Beneficiaries”) or provide any guarantee, Date: April 29, 2022

ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT ON EVEN DATE ON THE STANDALONE

FINANCIAL STATEMENTS OF THYROCARE TECHNOLOGIES LIMITED
Auditor’s Responsibilities for the Audit of the Standalone •• Evaluate the overall presentation, structure and content
Financial Statements of the standalone financial statements, including the
disclosures, and whether the standalone financial
As part of an audit in accordance with SAs, we exercise statements represent the underlying transactions and
professional judgment and maintain professional skepticism events in a manner that achieves fair presentation.
throughout the audit. We also:
We communicate with those charged with governance
•• Identify and assess the risks of material misstatement of regarding, among other matters, the planned
the standalone financial statements, whether due to fraud
scope and timing of the audit and significant audit findings,
or error, design and perform audit procedures responsive
including any significant deficiencies in internal control that
to those risks, and obtain audit evidence that is sufficient
we identify during our audit.
and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting We also provide those charged with governance with a
from fraud is higher than for one resulting from error, as statement that we have complied with relevant ethical
fraud may involve collusion, forgery, intentional omissions, requirements regarding independence, and to communicate
misrepresentations, or the override of internal control. with them all relationships and other matters that may
reasonably be thought to bear on our independence, and
•• Obtain an understanding of internal control relevant to
where applicable, related safeguards.
the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3) From the matters communicated with those charged with
(i) of the Act, we are also responsible for expressing our governance, we determine those matters that were of most
opinion on whether the company has internal financial significance in the audit of the standalone financial statements
controls with reference to standalone financial statements for the year ended March 31, 2022 and are therefore, the
in place and the operating effectiveness of such controls. key audit matters. We describe these matters in our auditor’s
•• Evaluate the appropriateness of accounting policies used report unless law or regulation precludes public disclosure
and the reasonableness of accounting estimates and about the matter or when, in extremely rare circumstances,
related disclosures made by management. we determine that a matter should not be communicated in
our report because the adverse consequences of doing so
•• Conclude on the appropriateness of management’s use of would reasonably be expected to outweigh the public interest
the going concern basis of accounting and, based on the benefits of such communication.
audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast For M S K A & Associates
significant doubt on the Company’s ability to continue as Chartered Accountants
a going concern. If we conclude that a material uncertainty ICAI Firm Registration No. 105047W
exists, we are required to draw attention in our auditor’s
report to the related disclosures in the standalone financial Vaijayantimala Belsare
statements or, if such disclosures are inadequate, to Partner
modify our opinion. Our conclusions are based on the Membership No. 049902
audit evidence obtained up to the date of our auditor’s UDIN: 22049902AIDSRX1487
report. However, future events or conditions may cause Place: Mumbai
the Company to cease to continue as a going concern. Date: April 29, 2022

ANNEXURE B TO INDEPENDENT AUDITORS’ REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL

STATEMENTS OF THYROCARE TECHNOLOGIES LIMITED FOR THE YEAR ENDED MARCH 31, 2022
[Referred to in paragraph 1 under ‘Report on Other the requirements under paragraph 3(ii)(b) of the
Legal and Regulatory Requirements’ in the Independent Order are not applicable to the Company.
Auditors’ Report]
(i) a) A.
The Company has maintained proper (iii) According to the information and explanation provided
records showing full particulars including to us, the Company has not made any investments
quantitative details and situation of Property, in, provided any guarantee or security or granted any
Plant and Equipment. loans or advances in the nature of loans, secured
or unsecured, to companies, firms, Limited Liability
B. The Company has maintained proper records Partnerships or any other parties, during the year.
showing full particulars of intangible assets. Hence, the requirements under paragraph 3(iii) of the
Order are not applicable to the Company.
b)
Property, Plant and Equipment have been
physically verified by the management once (iv) In our opinion and according to the information and
during the year, which in our opinion, is reasonable explanations given to us, the Company has not either
having regard to the size of the company and the directly or indirectly, granted any loan to any of its directors
nature of its assets. No material discrepancies or to any other person in whom the director is interested,
were identified on such verification. in accordance with the provisions of section 185 of
the Act and the Company has not made investments
c) According to the information and explanations through more than two layers of investment companies
given to us and on the basis of our examination in accordance with the provisions of section 186 of the
of the records of the Company, the title deeds Act. Accordingly, provisions stated in paragraph 3(iv) of
of immovable properties (other than properties the Order are not applicable to the Company.
where the company is the lessee and the lease
agreements are duly executed in favour of the (v) In our opinion and according to the information and
lessee) as disclosed in the financial statements explanations given to us, the Company has not
are held in the name of the Company. accepted any deposits from the public within the
meaning of Sections 73, 74, 75 and 76 of the Act and
d) According to the information and explanations the rules framed there under.
given to us, the Company has not revalued its
Property, Plant and Equipment (including Right of (vi) We have broadly reviewed the books of account relating
Use assets) and intangible assets. Accordingly, to materials, labour and other items of cost maintained
the requirements under paragraph 3(i)(d) of the by the Company pursuant as specified by the Central
Order are not applicable to the Company. Government for the maintenance of cost records under
sub-section (1) of section 148 of the Act and we are of
e) According to the information and explanations the opinion that prima facie the prescribed accounts
given to us, no proceedings have been initiated and records have been made and maintained. We
or pending against the Company for holding any have not, however, made a detailed examination of
benami property under the Benami Transactions the records with a view to determine whether they are
(Prohibition) Act, 1988 and rules made accurate or complete
thereunder. Accordingly, the provisions stated in
paragraph 3(i) (e) of the Order are not applicable (vii) a) According to the information and explanations
to the Company. given to us and the records of the Company
examined by us, in our opinion, undisputed
(ii) a) The inventory has been physically verified at the statutory dues including goods and services
end of each quarter by the management. In our tax, provident fund, employees’ state insurance,
opinion, the frequency of verification, coverage income-tax, duty of custom, cess have generally
and procedure of such verification is reasonable been regularly deposited with the appropriate
and appropriate. No material discrepancies were authorities in all cases during the year.
noticed on such verification.
b) According to the information and explanation
b) According to the information and explanations given to us and examination of records of the
provided to us, the Company has not been Company, the outstanding dues which have not
sanctioned any working capital limits. Accordingly, been deposited as on March 31, 2022 on account
of disputes, are as follows:

Name of the statute Nature of dues Amount Amount Period to which Forum where dispute is
Demanded Paid (` in the amount pending
(` in Crores). Crores) relates (FY)
Employees Provident Fund and Employees The Regional Provident
0.52 0.52 2015-2016
Miscellaneous Provisions Act, 1952 Provident Fund Fund Commissioner - II
(viii) According to the information and explanations given to paragraph (xi)(b) of the Order are not applicable
us, there are no transactions which are not accounted in to the Company.
the books of account which have been surrendered or
disclosed as income during the year in Tax Assessment c) As represented to us by the management, there
of the Company. Also, there are no previously are no whistle-blower complaints received by the
unrecorded income which has been now recorded in Company during the course of audit. Accordingly,
the books of account. Hence, the provisions stated the provisions stated in paragraph (xi)(c) of the
in paragraph 3(viii) of the Order are not applicable to Order are not applicable to Company.
the Company.
(xii)
In our opinion and according to the information
ix) The Company does not have any loans or borrowings and explanations given to us, the Company is not a
either carry forward from previous years or taken during Nidhi Company. Accordingly, the provisions stated in
the year. Accordingly, there are no repayment to lenders paragraph 3(xii) (a) to (c) of the Order are not applicable
during the year. Consequently, the provisions stated in to the Company.
paragraphs 3(ix) (a) to (f) of the Order are not applicable
to the Company. (xiii) According to the information and explanations given
to us and based on our examination of the records of
(x) a) The Company did not raise any money by way of the Company, transactions with the related parties are
initial public offer or further public offer (including in compliance with sections 177 and 188 of the Act,
debt instruments) during the year. Accordingly, where applicable and details of such transactions have
the provisions stated in paragraph 3 (x)(a) of the been disclosed in the standalone financial statements
Order are not applicable to the Company. as required under Indian Accounting Standards (Ind
AS) 24, Related Party Disclosure.
b) According to the information and explanations
given to us and based on our examination of (xiv) a) In our opinion and based on our examination,
the records of the Company, the Company has the Company has an internal audit system
not made any preferential allotment or private commensurate with the size and nature of
placement of shares or fully, partly or optionally its business.
convertible debentures during the year.
Accordingly, the provisions stated in paragraph b) We have considered internal audit reports issued
3 (x)(b) of the Order are not applicable to by internal auditors during our audit.
the Company.
xv) According to the information and explanations given
(xi) a) During the course of our audit, examination of the to us, in our opinion during the year the Company has
books and records of the Company, carried out in not entered into non-cash transactions with directors
accordance with the generally accepted auditing or persons connected with its directors and hence,
practices in India, and according to the information provisions of section 192 of the Act are not applicable
and explanations given to us, we have neither to Company. Accordingly, the provisions stated in
come across any instance of material fraud by the paragraph 3(xv) of the Order are not applicable to
Company or on the Company noticed or reported the Company.
during the year, nor have we been informed of any
such instance by the management. (xvi) a) In our opinion, the Company is not required to
be registered under section 45 IA of the Reserve Bank of
b) We have not come across of any instance of India Act, 1934 and accordingly, the provisions stated in
material fraud by the Company or on the Company paragraph clause 3 (xvi)(a) of the Order are not applicable
during the course of audit of the standalone to the Company.
financial statements for the year ended March
31, 2022, no report under section 143(12) of b) In our opinion, the Company has not conducted
the Act in Form ADT 4 as prescribed under rule any Non-Banking Financial or Housing Finance
13 of Companies (Audit and Auditor) Rules, activities without any valid Certificate of
2014 was required to be filed with the Central Registration from Reserve Bank of India. Hence,
Government, accordingly the provisions stated in the reporting under paragraph clause 3 (xvi)(b) of
the Order are not applicable to the Company.

c) The Company is not a Core investment Company (xx) According to the information and explanations given
(CIC) as defined in the regulations made by to us, the provisions of section 135 of the Act are
Reserve Bank of India. Hence, the reporting under applicable to the Company. The Company has made
paragraph clause 3 (xvi)(c) and 3(xvi)(d) of the the required contributions during the year and there
Order are not applicable to the Company. are no unspent amounts which are required to be
transferred either to a Fund or to a Special Account as
(xvii) Based on the overall review of standalone financial per the provisions of section 135 of the act read with
statements, the Company has not incurred cash losses schedule VII. Accordingly, reporting under clause 3(xx)
in the current financial year and in the immediately (a) and clause 3(xx)(b) of the Order are not applicable
preceding financial year. Hence, the provisions stated in to the Company.
paragraph clause 3 (xvii) of the Order are not applicable
to the Company. (xxi) There are no Qualifications/adverse remarks by the
respective auditors in the Companies (Auditor’s Report)
(xviii) There has been resignation of the statutory auditors Order (CARO) Reports of the companies included in
during the year, there were no issues, objections or the financial statements. Accordingly, the provisions
concerns raised by the outgoing auditors. stated in paragraph clause 3 (xxi) of the Order are not
applicable to the Company.
(xix) According to the information and explanations given
to us and based on our examination of financial ratios, For M S K A & Associates
ageing and expected date of realisation of financial Chartered Accountants
assets and payment of liabilities, other information ICAI Firm Registration No. 105047W
accompanying the standalone financial statements, our
knowledge of the Board of Directors and management Vaijayantimala Belsare
plans, we are of the opinion that no material uncertainty Partner
exists as on the date of audit report and the Company Membership No. 049902
is capable of meeting its liabilities existing at the date of UDIN: 22049902AIDSRX1487
balance sheet as and when they fall due within a period Place: Mumbai
of one year from the balance sheet date. Date: April 29, 2022

ANNEXURE C TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE STANDALONE

FINANCIAL STATEMENTS OF THYROCARE TECHNOLOGIES LIMITED
[Referred to in paragraph (f) under ‘Report on Other Standards on Auditing, issued by ICAI and deemed to be
Legal and Regulatory Requirements’ in the Independent prescribed under section 143(10) of the Act, to the extent
Auditors’ Report of even date to the Members of Thyrocare applicable to an audit of internal financial controls. Those
Technologies Limited on the Financial Statements for the Standards and the Guidance Note require that we comply
year ended March 31, 2022] with ethical requirements and plan and perform the audit to
Report on the Internal Financial Controls under Clause (i) of obtain reasonable assurance about whether internal financial
Sub-section 3 of Section 143 of the Companies Act, 2013 controls with reference to standalone financial statements was
(“the Act”) established and maintained and if such controls operated
effectively in all material respects.
Opinion Our audit involves performing procedures to obtain audit

We have audited the internal financial controls with reference evidence about the adequacy of the internal financial controls
to standalone financial statements of Thyrocare Technologies with reference to standalone financial statements and their
Limited (“the Company”) as of March 31, 2022 in conjunction operating effectiveness. Our audit of internal financial controls
with our audit of the standalone financial statements of the with reference to standalone financial statements included
Company for the year ended on that date. obtaining an understanding of internal financial controls with
reference to financial statements, assessing the risk that a
In our opinion, the Company has, in all material respects, material weakness exists, and testing and evaluating the
an adequate internal financial controls with reference to design and operating effectiveness of internal control based
standalone financial statements and such internal financial on the assessed risk. The procedures selected depend on the
controls with reference to standalone financial statements auditor’s judgement, including the assessment of the risks of
were operating effectively as at March 31, 2022, based on material misstatement of the standalone financial statements,
the internal control with reference to standalone financial whether due to fraud or error.
statements criteria established by the Company considering
the essential components of internal control stated in the We believe that the audit evidence we have obtained is
Guidance Note on Audit of Internal Financial Controls Over sufficient and appropriate to provide a basis for our audit
Financial Reporting issued by the Institute of Chartered opinion on the Company’s internal financial controls with
Accountants of India (ICAI) (the “Guidance Note”). reference to standalone financial statements.
Management’s Responsibility for Internal Financial Meaning of Internal Financial Controls with
Controls Reference to Standalone Financial statements
The Company’s Management is responsible for establishing A Company’s internal financial control with reference to
and maintaining internal financial controls based on the standalone financial statements is a process designed
internal control with reference to standalone financial to provide reasonable assurance regarding the reliability
statements criteria established by the Company considering of financial reporting and the preparation of standalone
the essential components of internal control stated in the financial statements for external purposes in accordance
Guidance Note. These responsibilities include the design, with generally accepted accounting principles. A Company’s
implementation and maintenance of adequate internal internal financial control with reference to standalone financial
financial controls that were operating effectively for ensuring statements includes those policies and procedures that (1)
the orderly and efficient conduct of its business, including pertain to the maintenance of records that, in reasonable detail,
adherence to Company’s policies, the safeguarding of its accurately and fairly reflect the transactions and dispositions
assets, the prevention and detection of frauds and errors, of the assets of the company; (2) provide reasonable
the accuracy and completeness of the accounting records, assurance that transactions are recorded as necessary to
and the timely preparation of reliable financial information, as permit preparation of standalone financial statements in
required under the Act. accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are being
made only in accordance with authorizations of management
Auditors’ Responsibility
and directors of the company; and (3) provide reasonable
Our responsibility is to express an opinion on the Company’s assurance regarding prevention or timely detection of
internal financial controls with reference to standalone unauthorized acquisition, use, or disposition of the company’s
financial statements based on our audit. We conducted assets that could have a material effect on the standalone
our audit in accordance with the Guidance Note and the financial statements.

Inherent Limitations of Internal Financial Controls For M S K A & Associates

with Reference to Standalone Financial statements Chartered Accountants
Because of the inherent limitations of internal financial ICAI Firm Registration No. 105047W
controls with reference to standalone financial statements,
including the possibility of collusion or improper management Vaijayantimala Belsare
override of controls, material misstatements due to error or Partner
fraud may occur and not be detected. Also, projections of any Membership No. 049902
evaluation of the internal financial controls with reference to UDIN: 22049902AIDSRX1487
standalone financial statements to future periods are subject Place: Mumbai
to the risk that the internal financial control with reference Date: April 29, 2022
to standalone financial statements may become inadequate
because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

Standalone Balance Sheet

As at March 31, 2022
(All amounts in Rs Crore, unless otherwise stated)

As at As at
Particulars Note
31 March, 2022 31 March, 2021
ASSETS
Non-current assets
Property, plant and equipment 4A 114.09 95.37
Capital work-in-progress 4B 2.15 8.28
Investment property 4C 1.08 1.12
Other intangible assets 5A 0.09 0.09
Right-of-use assets 5B 34.13 22.57
Investment in associate 6 20.00 20.00
Investment in subsidiary 7A 150.34 150.34
Financial assets
Loans 8A - 6.35
Other financial assets 9 8.02 6.06
Deferred tax assets (net) 10 15.75 14.86
Other tax assets 11 8.69 9.67
Other non-current assets 12 11.81 10.58
Total non-current assets 366.15 345.29
Current assets
Inventories 13 24.22 22.16
Financial assets
Investments 7B 89.05 103.47
Trade receivables 14 92.78 44.29
Cash and cash equivalents 15 11.50 5.05
Other bank balances 15 0.50 2.62
Loans 8B 0.06 0.02
Other current assets 17 10.97 2.24
Total current assets 231.02 182.50
Total assets 597.17 527.79
Equity and liabilities
Equity
Equity share capital 18 52.90 52.87
Other equity 19 467.80 392.59
Total Equity 520.70 445.46
Liabilities
Lease liabilities 20A 16.01 6.20
Provisions 21A 0.17 13.44
Total non-current liabilities 16.18 19.64
Current liabilities
Lease liabilities 20A 5.42 3.43
Trade payables 22
- total outstanding dues of micro enterprises and small enterprises and 0.48 0.53
- total outstanding dues of creditors other than micro enterprises and small 12.93 20.49
enterprises
Other financial liabilities 20B 22.43 22.12
Current tax liabilities (net) 23 1.44 2.57
Provisions 21B 6.64 3.35
Other current liabilities 24 10.95 10.20
Total current liabilities 60.29 62.69
Total equity and liabilities 597.17 527.79
Significant accounting policies 2-3
The accompanying notes form an integral part of the Standalone Financial Statements.
As per our report of even date attached
For MSKA & Associates For and on behalf of the Board of Directors
Chartered Accountants Thyrocare Technologies Limited
Firm's Registration No: 105047W CIN - L85110MH2000PLC123882
Vaijayantimala Belsare Hardik Dedhia Dharmil Sheth
Partner Director Director
Membership No: 049902 DIN - 06660799 DIN - 06999772
Sachin Salvi Ramjee D
Chief Financial Officer Company Secretary
Mumbai, 29 April 2022 Membership No - F2966

Standalone Statement of Profit and Loss

For the year ended March 31, 2022
(All amounts in Rs crores, unless otherwise stated)

Year ended Year ended
Particulars Note
31 March, 2022 31 March, 2021
Revenue from operations 25 561.53 474.27
Other income 26 7.40 12.28
Total income 568.93 486.55
Expenses
Cost of materials consumed 27a. 161.79 159.02
Purchases of stock-in-trade 27b. 4.32 1.49
Changes in inventories of stock-in-trade 27c. (0.88) 0.04
Employee benefits expense 28 58.82 56.79
Finance costs 2.38 0.66
Depreciation and amortisation expense 4,5 28.47 21.08
Other expenses 29 106.65 86.19
Total expenses 361.55 325.27
Profit before tax 207.38 161.28
Tax expense: 30A.
Current tax 56.21 44.25
Deferred tax (0.88) (2.74)
Total Tax expense 55.33 41.51
Profit for the year 152.05 119.77
Other comprehensive income
Items that will not be reclassified to profit or loss
Re-measurement of defined benefit (liability)/ asset (0.06) (1.89)
Income tax relating to items that will not be reclassified to profit or loss
Remeasurement of defined benefit liability/(asset) 30B. 0.02 0.48
Other comprehensive income for the year, net of tax (0.04) (1.41)
Total comprehensive income for the year 152.01 118.36
Earnings per share [Nominal value of ` 10 each]:
(a) Basic (INR) 31(i) 28.75 22.66
(b) Diluted (INR) 31(ii) 28.70 22.62

Standalone Statement of Cash Flows


31 March, 2022 31 March, 2021
A. Cash flows from operating activities
Net profit before exceptional items and income tax 207.38 161.28
Adjustments for:
Depreciation and amortisation 28.47 21.08
Net gain on investments (4.07) (3.65)
Loss/ (Profit) on sale of property, plant and equipment (0.67) (4.20)
Unrealised gain on foreign exchange fluctuation - 0.14
Allowance for credit impaired receivables 10.24 0.43
Employee stock compensation expense 2.30 1.68
Finance costs 2.38 0.66
Share issue expenses - 0.02
Interest income (0.60) (2.00)
38.05 14.15
Adjustments for:
(Increase) in Inventories (2.06) (3.68)
(Increase) in Trade receivables (58.73) (29.67)
(Increase) in Loans and advances (0.04) (0.76)
(Increase) in Other assets (11.20) (0.43)
(Decrease)/ Increase in Trade payables (7.60) 1.85
Increase in Other liabilities 6.18 5.86
(Decrease)/ Increase in Provisions (9.98) 6.05
(83.43) (20.78)
Cash generated from operations 162.01 154.65
Taxes paid (net of refunds) (56.33) (43.59)
Net cash flows generated from operating activities (A) 105.68 111.06
B. Cash flows from investing activities
Purchase of property, plant and equipment, additions to capital work-in-progress and capital (40.41) (39.10)
advances
Purchase of current investments (139.00) (135.00)
Proceeds from sale of current investments 157.48 104.21
Repayment of loans by subsidiary 6.35 11.00
(Payment) of loans to subsidiary - (1.10)
Lease payments received from sub-leases 0.13 0.11
Investment in term deposits 1.73 (0.11)
Interest received 0.61 1.59
Net cash used in investing activities (B) (12.32) (53.09)
C. Cash flows from financing activities
Payment towards principal portion of lease liabilities (5.25) (4.22)
Payment towards interest portion of lease liabilities (2.38) (0.73)
Net cash used in financing activities (C) (86.91) (57.81)
Net Increase in Cash and cash equivalents (A+B+C) 6.45 0.17

Standalone Statement of Cash Flows


31 March, 2022 31 March, 2021
Cash and cash equivalents at the beginning of the year 5.05 4.88
Cash and cash equivalents at the end of the year 11.50 5.05
1 The above Statement of Cash Flows has been prepared under the ‘Indirect Method’ as set out
in the Indian Accounting Standard 7 (IndAS-7), “Statement of Cash Flows”.
2 Reconciliation of cash and cash equivalents with the balance sheet :
Particulars Year ended Year ended
31 March, 2022 31 March, 2021
Cash and cash equivalents (refer note 15) 11.50 5.05
Balance as per statement of cash flows 11.50 5.05
3 Reconciliation of the movements of lease liabilities to cash flows arising from financing activities :
At the commencement of the year 9.63 9.20
Changes from financing cash flows
Repayment of lease liabilities - principal portion (5.25) (2.96)
Payment of interest on lease liabilities (2.38) (0.73)
Total changes from financing cash flows (7.63) (3.69)
Other changes
Additional lease liabilities recognised during the year 17.05 -
Interest on lease liabilities 2.38 4.12
At the end of the year 21.43 9.63

Standalone Statement of Changes in Equity


a. Equity share capital Other equity
Note
Balance as at the 1 April 2020 52.84
Changes in equity share capital during current year 18 0.03
Balance as at the 31 March 2021 52.87
b. Other equity
Capital Securities Share General Capital Retained Total
Note reserve premium options reserve redemption earnings
outstanding reserve
Balance as at 1 April 2020 30.25 67.24 3.72 9.17 0.96 214.05 325.39
Total comprehensive income for the year ended
31 March 2021
Profit - - - - - 119.77 119.77
Remeasurement of defined benefit liability/(asset) - - - - - (1.41) (1.41)
Total comprehensive income - - - - - 118.36 118.36
Transaction with owners recorded directly in
equity
Transfer on exercise of stock option 19(b) - 2.47 - - - - 2.47
Employee compensation expense for the year 19(c) - - 1.68 - - - 1.68
Transfer to securities premium account on exercise 19(c) - - (2.47) - - - (2.47)
of stock option
Final dividend on equity shares 19(f) - - - - - (52.84) (52.84)
Total contributions by and distributions to owners - 2.47 (0.79) - - (52.84) (51.16)
Balance as at 31 March 2021 30.25 69.71 2.93 9.17 0.96 279.57 392.59
31 March 2022
Profit - - - - - 152.05 152.05
equity
Adjustment on account of change in accounting 37(b) - - - - - 0.21 0.21
policy
Transfer to securities premium account on exercise 19(c) - - (1.80) - - - (1.80)
of stock option
Total contributions by and distributions to owners - 1.80 0.50 - - (79.10) (76.80)

Notes to Standalone Financial Statements

For the year ended 31 March 2022
1. Reporting entity
Thyrocare Technologies Limited (the “Company”) is a company domiciled in India, with its registered office situated
at D/37-1, TTC Industrial Area, MIDC Turbhe, Navi Mumbai – 400703, Maharashtra, India. The Company has been
incorporated under the provisions of the Companies Act in India and its equity shares are listed on the National Stock
Exchange (NSE) and Bombay Stock Exchange (BSE) in India. The Company operates in the healthcare industry and is
involved in providing quality diagnostic services at affordable costs to patients, laboratories and hospitals in India.
2. Basis of preparation
A. Statement of compliance
These standalone financial statements have been prepared in accordance with the Indian Accounting Standards as
notified by Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act, 2013 (‘the Act) read with Rule 3 of
the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment
Rules, 2016 (hereinafter referred to as the ‘Ind AS’) and other relevant provisions of the Act.
The standalone financial statements were authorized for issue by the Company’s Board of Directors on 29 April 2022.
The details of the accounting policies are included in Note 3.
B. Functional and presentation currency

These standalone financial statements are prepared in India Rupees (INR), which is also the Company’s functional
currency. All amounts have been rounded-off to the nearest crore, unless otherwise indicated.
C. Basis of measurement
The standalone financial statements are prepared on the historical cost basis except for the following items :
Items Measurement basis

Investments Fair value
Employee shared-based payments at grant date Fair value
Net defined benefit (asset) / liability Fair Value of plan assets less present value of defined benefit obligations
D. Use of estimates and judgments

In preparing these standalone financial statements, management has made judgments, estimates and assumptions that
affect the application of accounting policies and the reported amount of assets, liabilities, income and expenses. Actual
results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognized prospectively.
Judgements
Information about judgments made in applying accounting policies that have the most significant effects on the amounts
recognized in the standalone financial statements is included in the following notes :
Note 3 K – Revenue recognition at a point in time
Note 3 L - Leases: whether an arrangement contains a lease and lease classification
Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment
is included in the following notes :
Note 3 D, 3 E, 4 and 5 - determining an asset’s expected useful life and the expected residual value at the end of its life;


Note 6, 7A – Impairment of Investments - recoverable amount requires estimates of operating margin, discount rate, future
growth rate, terminal values, etc.
Note 30 - determining the provision for income taxes;
Note 32 - measurement of defined benefit obligations: key actuarial assumptions;
Note 34 - Fair value measurement of financial instruments; and
Note 35 - recognition and measurement of provisions and contingencies: key assumptions about the likelihood and
magnitude of an outflow of resources.
E. Measurement of fair values

Some of the Company’s accounting policies and disclosures require the measurement of fair values, for both financial
and non-financial assets and liabilities.
The Company, in case of assets held for sale, makes use of valuation certificates obtained from third party professionals
for determining significant fair value measurement for cases covered under Level 3.
The Company regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such
as statements of asset management companies managing the mutual fund schemes, is used to measure fair values, then
the Company assesses the evidence obtained from the third parties to support the conclusion that these valuations meet
the requirements of Ind AS, including the level in the fair value hierarchy in which the valuations should be classified.
Significant valuation issues, if any, are reported to the company’s audit committee.
Fair value is categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques
as follows.
- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities (includes mutual funds that have
quoted price/ declared NAV).
- Level 2: inputs other than quoted prices included in Level 1 that are observable for the assets or liability, either directly
(i.e., as prices) or indirectly (i.e., derived from prices).
- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If
the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then
the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level
input that is significant to the entire measurement.
The Company recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during
which the change has occurred.
Further information about the assumptions made in measuring fair values is included in the following notes:
- Note 4C – investment property;
- Note 33 – share-based payment arrangements; and
- Note 34 – financial instruments.
3. Significant accounting policies

A. Current/ non-current classification
The Schedule III to the Act requires assets and liabilities to be classified as either current or non-current.
The Company presents assets and liabilities in the balance sheet based on current/ non-current classification.


Assets
An asset is classified as current when it satisfies any of the following criteria:
(i) it is expected to be realised in, or is intended for sale or consumption in, the Company’s normal operating cycle;
(ii) it is expected to be realised within twelve months from the reporting date;
(iii) it is held primarily for the purposes of being traded; or
(iv) it is cash or cash equivalent unless it is restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting date.
All other assets are classified as non-current.
Liabilities
A liability is classified as current when it satisfies any of the following criteria :
(i) it is expected to be realised in, or is intended for sale or consumption in, the Company’s normal operating cycle;
(ii) it is due to be settled within twelve months from the reporting date;
(iii) it is held primarily for the purposes of being traded;
(iv) the Company does not have an unconditional right to defer settlement of liability for atleast twelve months from the
reporting date.
All other liabilities are classified as non-current.
Operating Cycle
Operating cycle is the time between the acquisition of assets for processing and their realisation in cash or cash equivalents.
Based on the nature of operations and the time between the acquisition of assets for processing and their realisation in
cash and cash equivalents, the Company has ascertained its operating cycle as twelve months for the purpose of current
- non-current classifications of assets and liabilities.
B. Foreign currency
Foreign currency transactions
Transactions in foreign currencies are translated into the functional currency of the Company at the exchange rates at the
dates of the transactions or an average rate if the average rate approximates the actual rate at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange
rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in a foreign currency are
translated into the functional currency at the exchange rate when the fair value was determined. Non-monetary assets
and liabilities are translated at the rate at the date of the transaction. Exchange differences are recognised in statement
of profit or loss.
C. Financial instruments
(i) Recognition and initial measurement
Trade receivables are initially recognised when they are originated. All other financial assets and financial liabilities
are initially recognised when the Company becomes a party to the contractual provisions of the instrument.
A financial asset or financial liability is initially measured at fair value plus except for receivables / contract assets
under Ind AS 115 which are measured at transaction price, for an item not at fair value through profit and loss (FVTPL),
transaction costs that are directly attributable to its acquisition or issue.


(ii) Classification and subsequent measurement

Financial assets
On initial recognition, a financial asset is classified as measured at
- amortised cost;
- Fair value through other comprehensive income (FVTOCI); or
- Fair value through profit and loss (FVTPL)
Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Company
changes its business model for managing financial assets.
A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as
at FVTPL:
- the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present
subsequent changes in the investment’s fair value in OCI (designated as FVOCI — equity investment). This election
is made on an investment- by- investment basis.
All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at
FVTPL. This includes all derivative financial assets. On initial recognition, the Company may irrevocably designate
a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL
if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.
Financial assets: Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held
at a portfolio level because this best reflects the way the business is managed, and information is provided to
management. The information considered includes:
- the stated policies and objectives for the portfolio and the operation of those policies in practice. These include
whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest
rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash
outflows or realizing cash flows through the sale of the assets;
- how the performance of the portfolio is evaluated and reported to the management;
- the risks that affect the performance of the business model (and the financial assets held within that business model)
and how those risks are managed;
- how managers of the business are compensated - e.g. whether compensation is based on the fair value of the
assets managed or the contractual cash flows collected; and
- the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and
expectations about future sales activity.
Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered
sales for this purpose, consistent with the Company’s continuing recognition of the assets.


Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis
are measured at FVTPL.
Financial assets: Assessment whether contractual cash flows are solely payments of principal and interest
For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition.
‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal
amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk
and administrative costs), as well as a profit margin.
In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers
the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual
term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In
making this assessment, the Company considers:
- contingent events that would change the amount or timing of cash flows;
- terms that may adjust the contractual coupon rate, including variable interest rate features;
- prepayment and extension features; and
- terms that limit the Company’s claim to cash flows from specified assets (e.g. non- recourse features).
A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment
amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding,
which may include reasonable additional compensation for early termination of the contract. Additionally, for a
financial asset acquired at a significant discount or premium to its contractual par amount, a feature that permits or
requires prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid)
contractual interest (which may also include reasonable additional compensation for early termination) is treated as
consistent with this criterion if the fair value of the prepayment feature is insignificant at initial recognition.
Financial assets: Subsequent measurement and gains and losses

Financial assets at FVTPL These assets are subsequently measured at fair value. Net gains and losses, including any
interest or dividend income, are recognised in profit or loss.
Financial assets at amortised cost These assets are subsequently measured at amortised cost using the effective interest
method. The amortised cost is reduced by impairment losses. Interest cost / income, foreign
exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss
on derecognition is recognised in profit or loss.
Equity investments at FVOCI These assets are subsequently measured at fair value, Dividends are recognised as income
in profit of loss unless the dividend clearly represents a recovery of part of the cost of the
investment. Other net gains and losses are recognised in OCI and are not reclassified to
profit or loss.
Financial liabilities: Classification, subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at
FVTPL if it is classified as held – for trading, or it is a derivative or it is designated as such on initial recognition.
Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense,
are recognised in profit or loss. Other financial liabilities are subsequently measured at amortised cost using the
effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit or loss.
Any gain or loss on derecognition is also recognised in profit or loss.


(iii) Derecognition
Financial assets
The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset
expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the
risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor
retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.
If the Company enters into transactions whereby it transfers assets recognised on its balance sheet, but retains either
all or substantially all of the risks and rewards of the transferred assets, the transferred assets are not derecognised.
The Company derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire.
The Company also derecognises a financial liability when its terms are modified and the cash flows under the modified
terms are substantially different. In this case, a new financial liability based on the modified terms is recognised at
fair value. The difference between the carrying amount of the financial liability extinguished and the new financial
liability with modified terms is recognised in profit or loss.
(iv) Offsetting
Financial assets and financial liabilities are offset and the net amount presented in the balance sheet when, and only
when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them
on a net basis or to realise the asset and settle the liability simultaneously.
D. Property, plant and equipment

(i) Recognition and measurement
Items of property, plant and equipment are measured at cost, less accumulated depreciation and accumulated impairment
losses, if any.
Cost of an item of property, plant and equipment comprises its purchase price, including import duties and non-refundable
purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its
working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site
on which it is located.
If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as
separate items (major components) of property, plant and equipment.
Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss.
(ii) Subsequent expenditure
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure
will flow to the Company.
(iii) Transition to Ind AS
On transition to Ind AS, the Company has elected to continue with the carrying value of all of its property, plant and
equipment recognised as at 1 April 2016, measured as per the previous GAAP, and use that carrying value as the deemed
cost of such property, plant and equipment.


(iv) Depreciation
Depreciation is calculated on cost of items of property, plant and equipment less their estimated residual values over their
estimated useful lives using the written down value method, and is generally recognised in the statement of profit and loss.
Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives unless it is
reasonably certain that the Company will obtain ownership by the end of the lease term. Freehold land is not depreciated.
The estimated useful lives of items of property, plant and equipment prescribed as per Schedule II are as follows:
Assets Useful life

Buildings 60 Years
Plant and equipment (diagnostic equipment) 13 Years
Plant and equipment (others) 15 Years
Office equipment 5 Years
Furniture and fittings 10 years
Computers 3-6 years
Depreciation method, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.
Based on technical evaluation and consequent advice, the management believes that its estimates of useful lives as given
above best represent the period over which management expects to use these assets.
Depreciation on additions (disposals) is provided on a pro-rata basis i.e. from (upto) the date on which asset is ready for
use (disposed of).
(v) Reclassification to investment property
When the use of a property changes from owner-occupied to investment property, the property is reclassified as investment
property at its carrying amount on the date of reclassification.
E. Other Intangible assets

Before transition to Ind AS, other intangible assets including those acquired by the Company are initially measured at
cost. Such intangible assets are subsequently measured at cost less accumulated amortisation and any accumulated
impairment losses. Subsequent expenditure is capitalised only when it increases the future economic benefits embodied
in the specific asset to which it relates. The intangible assets acquired by the Company, after transition to Ind AS are
measured at fair value.
On transition to Ind AS, the Company has elected to continue with the carrying value of all of its intangible assets
recognised as at 1 April 2016, measured as per the previous GAAP, and use that carrying value as the deemed cost of
such intangible assets.
Amortisation is calculated to write off the cost of intangible assets less their estimated residual values over their estimated
useful lives using the straight-line method, and is included in depreciation and amortisation in Statement of Profit and Loss.
The estimated useful lives are as follows:
- Software - 5 years
- Trademark – 5 years
Amortisation method, useful lives and residual values are reviewed at the end of each financial year and adjusted
if appropriate.
F. Investment property
Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale
in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes.


Upon initial recognition, an investment property is measured at cost. Subsequent to initial recognition, investment property
is measured at cost less accumulated depreciation and accumulated impairment losses, if any.
On transition to Ind AS, the Company has elected to continue with the carrying value of all of its investment property
recognised as at 1 April 2016, measured as per the previous GAAP and use that carrying value as the deemed cost of
such investment property.
Since the Company has leased part of its building to related party to conduct the business operation, based on technical
evaluation and consequent advice, the management believes the indicative useful life of relevant type of asset mentioned
in Part C of Schedule II to the Act, as representing the best estimate of the period over which investment properties (which
are quite similar) are expected to be used. Accordingly, the Company depreciates investment properties over a period
of 60 years on a written-down value basis.
Any gain or loss on disposal of an investment property is recognised in profit or loss.
G. Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the weighted
average formula, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other
costs incurred in bringing them to their present location and condition.
Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion
and selling expenses.
Raw materials, components and other supplies held for use in processing are not written down below cost except in
cases where material prices have declined and it is estimated that the cost of the finished products will exceed their net
realisable value.
The comparison of cost and net realisable value is made on an item-by-item basis.
H. Impairment
(i) Impairment of financial assets
The Company recognises loss allowances for expected credit losses on:
- financial assets measured at amortised cost; and
At each reporting date, the Company assesses whether financial assets carried at amortised cost. A financial asset
is ‘credit- impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the
financial asset have occurred.
Evidence that a financial asset is credit- impaired includes the following observable data
- significant financial difficulty of the borrower or issuer;
- a breach of contract such as a default being past due for 90 days or more;
- it is probable that the borrower will enter bankruptcy, or other financial reorganisation; or the disappearance of an
active market for a security because of financial difficulties.
The Company measures loss allowances at an amount equal to lifetime expected credit losses.
Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses.
Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected
life of a financial instrument.
12-month expected credit losses are the portion of expected credit losses that result from default events that are possible
within 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).


In all cases, the maximum period considered when estimating expected credit losses is the maximum contractual period
over which the Company is exposed to credit risk.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when
estimating expected credit losses, the Company considers reasonable and supportable information that is relevant and
available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on
the Company’s historical experience and informed credit assessment and including forward- looking information.
Impairment of investments in subsidiaries and associates

Determining whether the investments in subsidiaries and associates are impaired requires an estimate in the value in use
of investments. The Company reviews its carrying value of investments carried at cost (net of impairment, if any) annually,
or more frequently when there is indication for impairment. If the recoverable amount is less than its carrying amount, the
impairment loss is accounted for in the statement of profit and loss. In considering the value in use, the Board of Directors
have anticipated the future market conditions and other parameters that affect the operations of these entities.
Write-off
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic
prospect of recovery. This is generally the case when the Company determines that the debtor does not have assets
or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off. However,
financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s
procedures for recovery of amounts due.
(iii) Impairment of non-financial assets
The company’s non-financial assets, are reviewed at each reporting date to determine whether there is any indication of
impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually
for impairment.
For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating
units (CGUs). Each CGU represents the smallest group of assets that generates cash inflows that are largely independent
of the cash inflows of other assets or CGUs.
Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from
the synergies of the combination.
The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to
sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).
The Company’s corporate assets (e.g., central office building for providing support to various CGUs) do not generate
independent cash inflows. To determine impairment of a corporate asset, recoverable amount is determined for the CGUs
to which the corporate asset belongs.
The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to
sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).
An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its estimated recoverable amount.
Impairment losses are recognised in the statement of profit and loss. Impairment loss recognised in respect of a CGU
is allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying
amounts of the other assets of the CGU on a pro rata basis.


An impairment loss in respect of goodwill is not subsequently reversed. In respect of other assets for which impairment loss
has been recognised in prior periods, the Company reviews at each reporting date whether there is any indication that the
loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used
to determine the recoverable amount. Such a reversal is made only to the extent that the asset’s carrying amount does
not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment
loss had been recognised.
I. Non-current assets, or disposal groups held for sale

Non-current assets are classified as held for sale if it is highly probable that they will be recovered primarily through sale
rather than through continuing use. Such assets are generally measured at the lower of their carrying amount and fair
value less costs to sell. Once classified as held-for-sale, intangible assets and property, plant and equipment are no
longer amortised or depreciated.
Losses on initial classification as held for sale and subsequent gains and losses on re-measurement are recognised in
profit or loss.
Non-current assets classified as held for sale are presented separately from the other assets in the Consolidated
Balance Sheet. The liabilities classified as held for sale are presented separately from other liabilities in the Consolidated
Balance Sheet.
A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that
represents a separate major line of business or geographical area of operations, is part of a single coordinated plan to
dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The
results of discontinued operations are presented separately in the Consolidated Statement of Profit and Loss.
The post-tax profit or loss of discontinued operations and the post-tax gain or loss recognised on the measurement to
fair value less costs to sell or on the disposal of the assets constituting the discontinued operation shall be disclosed
separately as a single amount in the Consolidated Statement of Profit and Loss.
An analysis of the single amount into the revenue, expenses and pre-tax profit or loss of discontinued operations, the
related income tax expense as required by Ind AS 12 and the gain or loss recognised on the measurement to fair value
less costs to sell or on the disposal of the assets constituting the discontinued operation along with the related income
tax expense thereon as required by Ind AS 12 may be presented in the notes or in the Consolidated Statement of Profit
and Loss.
J. Employee benefits
(i) Short-term employee benefits
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service
is provided. A liability is recognised for the amount expected to be paid e.g., under short-term cash bonus, if the Company
has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee,
and the amount of obligation can be estimated reliably.
(ii) Share-based payment transactions

The grant date fair value of equity settled share-based payment awards granted to employees is recognised as an
employee expense, with a corresponding increase in equity, over the period that the employees unconditionally become
entitled to the awards. The amount recognised as expense is based on the estimate of the number of awards for which
the related service and non-market vesting conditions are expected to be met, such that the amount ultimately recognised
as an expense is based on the number of awards that do meet the related service and non-market vesting conditions at
the vesting date.
(ii) Defined contribution plans

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a
separate entity and will have no legal or constructive obligation to pay further amounts. The Company makes specified
monthly contributions towards Government administered provident fund scheme. Obligations for contributions to defined


contribution plans are recognised as an employee benefit expense in profit or loss in the periods during which the related
services are rendered by employees.
Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments
is available.
(iii) Defined benefit plans
A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Company’s net
obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future
benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value
of any plan assets.
The calculation of defined benefit obligation is performed annually by a qualified actuary using the projected unit credit
method. When the calculation results in a potential asset for the Company, the recognised asset is limited to the present
value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions
to the plan (‘the asset ceiling’). In order to calculate the present value of economic benefits, consideration is given to any
minimum funding requirements.
Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets
(excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised in OCI. The Company
determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the
discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined
benefit liability (asset), taking into account any changes in the net defined benefit liability (asset) during the period as a
result of contributions and benefit payments. Net interest expense and other expenses related to defined benefit plans
are recognised in profit or loss.
When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past
service (‘past service cost’ or ‘past service gain’) or the gain or loss on curtailment is recognised immediately in profit or
loss. The Company recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.
(iv) Other long-term employee benefits
The Company’s net obligation in respect of long-term employee benefits other than post-employment benefits is the amount
of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is
discounted to determine its present value, and the fair value of any related assets is deducted. The obligation is measured
on the basis of an annual independent actuarial valuation using the projected unit credit method. Remeasurements gains
or losses are recognised in profit or loss in the period in which they arise.
(v) Termination benefits
Termination benefits are expensed at the earlier of when the Company can no longer withdraw the offer of those benefits
and when the Company recognises costs for a restructuring. If benefits are not expected to be settled wholly within 12
months of the reporting date, then they are discounted.
K. Provisions (other than for employee benefits)

A provision is recognised if, as a result of a past event, the Company has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the
obligation. Provisions are determined by discounting the expected future cash flows (representing the best estimate of
the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current
market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is
recognised as finance cost.


L. Revenue from Operations

Revenue includes only the gross inflows of economic benefits. It is measured based on the consideration specified in the
contracts with customers. Amounts collected on behalf of third parties such as goods and services taxes are not economic
benefits which flow to the entity and do not result in increases in equity. Therefore, they are excluded from revenue.
Ind AS 115 establishes a comprehensive framework for determining whether, how much and when revenue is recognized.
Under Ind AS 115, revenue is recognised when a customer obtains control of the goods or services. Determining the
timing of the transfer of control – at a point in time or over time requires judgement.
Revenue stream Nature and timing of satisfying performance obligations, including Revenue recognition under Ind AS
significant payment terms 115
Sale of services Customers obtain control of the service at the time of receipt of relevant Revenue from sale of testing and
test reports. Customers generally pay upfront before availing diagnostic imaging services is recognized
services or before undergoing scans and in case of tie-up customers, the at a point in time once the testing
credit period offered generally ranged from 15 to 30 days . The Company samples are processed for
generally does not have refund/warranty obligations. requisitioned diagnostic tests.
Sale of goods and Customer obtains control of goods and consumables when the goods are Revenue is recognized at a point
consumables delivered to the customer’s premise or other agreed upon delivery point in time when the goods and
where the customer takes control of the goods. The credit period offered consumables are delivered at the
to customers generally ranged from 30 days to 90 days. The Company agreed point of delivery which
generally does not have refund/warranty obligations. generally is the premises of the
customer.
Income from technical assistance and trade mark assignment is recognised once the Company’s right to receive the
revenue is established by the reporting date. Income from technical assistance and trademark is recognised as an agreed
percentage of the turnover of the respective entities, as per the terms of the respective agreements.
Contract liabilities
A contract liability is the obligation to transfer services to a customer for which the Company has received consideration
from the customer. If a customer pays consideration before the Company transfers services to the customer, a contract
liability is recognised when the payment is made. Contract liabilities are recognised as revenue when the Company
performs under the contract.
M. Leases
The Company has applied Ind AS 116 Leases, using the modified retrospective approach and therefore the comparative
information has not been restated and continues to be reported under Ind AS 17. The details of accounting policies
under Ind AS 17 are disclosed separately if they are different from those under Ind AS 116 and the impact of changes is
disclosed separately in this note.
Policy applicable from 1 April 2019
At inception of a contract, the Company assesses whether a contract is, or contains, a lease, A contract is, or contains
a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company
assesses whether :
- the contract involves the use of an identified asset – this may be specified explicitly or implicitly and should be
physically distinct or represent substantially all of the capacity of physically distinct asset. If the supplier has a
substantive substitution right, then the asset is not identified;
- the Company has the right to obtain substantially all of the economic benefits from use of the asset throughout the
period of use; and
- the Company has the right to direct the use of the asset. The Company has this right when it has the decision-making
rights that are most relevant to changing how and for what purpose the asset is used. In rare cases where the decision


about how and for what purpose the asset is used is predetermined, the Company has the right to direct the use of the
asset if either, throughout the period of use:
o the Company has the right to operate the asset; or
o the Company designed the asset in a way that predetermines how and for what purpose it will be used.
At inception or on reassessment of a contract that contains a lease component, the Company allocates the consideration
in the contract to each lease component on the basis of their relative stand-alone prices.
(i) As a lessee
The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use
asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments
made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle
and remove the underlying asset or to restore the underlying asset or the site on which it is located.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-
of-use assets are determined on the same basis as those of property and equipment. In addition, the right-of-use asset
is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement
date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s
incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprise the following :
- fixed payments, including in-substance fixed payments;
- variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the
commencement date;
- amounts expected to be payable under a residual value guarantee;
The Company determines the lease term as the non-cancellable period of a lease, together with both periods covered
by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an
option to terminate the lease if the Company is reasonably certain not to exercise that option. In assessing whether the
Company is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, it
considers all relevant facts and circumstances that create an economic incentive for the Company to exercise the option
to extend the lease, or not to exercise the option to terminate the lease. The Company revises the lease term if there is a
change in the non-cancellable period of a lease.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is change
in future lease payments arising from a change in an index or rate, if there is a change in the Company’s estimate of the
amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether
it will exercise a purchase, extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the
right-of-use asset or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
he Company presents right-of-use assets that do not meet the definition of investment property, separately, in Note 5B
T
‘Right-of-use long term leases (net of net investment in sub-leases)’ and lease liabilities in Note 20A and Note 21B, in the
statement of financial position.


However, for the leases of land and buildings in which it is a lessee, the Company has elected not to separate non-lease
components and account for the lease and non-lease components as a single lease component.
Short-term leases and leases of low-value assets
The Company has elected not to recognize right-of-use assets and lease liabilities for short-term-leases of machinery that
have a lease term of 12 months or less and leases of low-value assets. The Company recognizes the lease payments
associated with these leases as an expense on a straight-line basis over the lease term.
(ii) As a lessor
When the Company acts as a lessor, it determines at lease inception whether each lease is a finance lease or an
operating lease.
To classify each lease, the Company makes an overall assessment of whether the lease transfers substantially all of the
risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if
not, then it is an operating lease. As a part of this assessment, the Company considers certain indicators such as whether
the lease is for the major part of the economic life of the asset.
When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately.
It assesses the lease classification of a sub-lease with reference to the right-of-use assets arising from the head lease, not
with reference to the underlying asset. If a head lease is a short-term lease to which the Company applies the exemption
described above, then it classifies the sub-lease as an operating lease otherwise it is classified as finance lease.
In case of a finance lease, finance income is recognised over the lease term based on a pattern reflecting a constant
periodic rate of return on the lessor’s net investment in the lease.
The Company recognizes lease payments received under operating leases as income on a straight–line basis over the
lease term as part of ‘other income’.
The accounting policies applicable to the Company as a lessor in the comparative period were not different from Ind
AS 116. However, when the Company was an intermediate lessor the sub-leases were classified with reference to the
underlying asset.
The Company presents right-of-use assets those were sub-leased, as net-off, in Note 5B ‘Right to use long term leases
(net of net investment in sub-leases)’ and receivables against sub-leases in Note 9 ‘Other Non-current financial assets’
and Note 16 ‘Other Current financial assets’, in the statement of financial position.
In case of sublease, finance lease receivable is netted off from the value of Right of Use asset.in Note 5B.
Maturity Analysis of Lease liabilities as at 31 March 2022 on an undiscounted basis:

As at As at
Particulars 31 March, 2022 31 March, 2021
in ` Crore in ` crore
Less than one year 5.42 3.43
One to five years 13.72 6.12
More than five years 2.29 0.08
Total 21.43 9.63
Lease liabilities recorded in the Balance sheet as at 31 March 2022

As at As at
Non-current portion 16.01 6.20
Current portion 5.42 3.43
Total 21.43 9.63


Amounts recognized in the statement of profit and loss

As at As at
Interest expense on leases (recorded under Finance Cost in the statement of profit and loss) 2.38 0.66
Depreciation on right-of-use assets for the year (refer note 5B for further details) 5.78 4.37
Expenses relating to short term leases recorded in note 29 under Rent 2.16 0.65
Interest income on net investment in sub-leases recorded under other income - 0.10
Amount recognized in the statement of cash flows:

As at As at
Total cash outflow on account of leases 7.63 4.95
Total cash inflow from subleases 0.13 0.11
(iii) Others
The Company entered into lease with the landlord for land at central processing laboratory premises about 10 years ago.
The lease premium paid on transfer of lease rights in favor of the Company, is capitalised in the books and amortised
over the period of the lease.
Equipment placement arrangements

The Company uses testing equipment (analysers) under a number of reagent rental arrangements. Some of these
arrangements provide the Company with option to purchase the equipment at the end of lease term at mutually negotiated
price as well as an obligation to purchase the equipment at stipulated price in the event of premature termination.
Some of these arrangements are not in the legal form of lease, but a portion of the cost paid to the vendors is considered
to contain a lease element due to the nature of the contractual terms.
Change in accounting policies

Except for the changes below, the Company has consistently applied the accounting policies to all periods presented in
these standalone financial statements.
The Company applied Ind AS 116 with a date of initial application of 1 April 2019. As a result, the Company has changed
its accounting policy for lease contracts as detailed below.
The Company applied Ind AS 116 using the modified retrospective approach, under which the cumulative effect of initial
application is recognized in retained earnings at 1 April 2019. The details of the changes in accounting policies are
disclosed below.
A. Definition of a lease
Previously, the Company determined at contract inception whether an arrangement is or contains a lease. Under Ind AS
116, the Company assesses whether a contract is or contains a lease based on the definition of a lease, as explained
earlier in this Note K.
On transition to Ind AS 116, the Company elected to apply the practical expedient to grandfather the assessment of which
transaction are leases. It applied Ind AS 116 only to contracts that were previously identified as leases. Contracts that
were not identified as leases under Ind AS 17 were not reassessed for whether there is a lease. Therefore, the definition
of a lease under Ind AS 116 was applied only to contracts entered into or changed on or after 1 April 2019.
B. As a lessee
As a lessee, the Company previously classified leases as operating or finance leases based on its assessment of
whether the lease transferred significantly all of the risks and rewards incidental to ownership of the underlying asset to
the Company. Under Ind AS 116, the Company recognizes right-of-use assets and lease liabilities for most leases – i.e.
these leases are on balance sheet.


The Company decided to apply recognition exemption to short-term leases of machinery and lease of IT equipment.
Leases classified as operating leases under Ind AS 17
At transition, lease liabilities were measured at the present value of the remaining lease payments, discounted at the
Company’s incremental borrowing rate as at 1 April 2019. Right-of-use assets are measured at either:
o At their carrying amount as if Ind AS 116 had been applied since the commencement date, discounted using the
lessee’s incremental borrowing rate at the date of initial application – the Company applied this approach to its largest
property leases; or
o an amount equal to lease liability, adjusted by the amount of any prepaid or accrued lease payments – the Company
applied this approach for all leases.
The Company used the following practical expedients when applying Ind AS 116 to leases previously classified as
operating leases under Ind AS 17.
o applied a single discount rate to a portfolio of leases with similar characteristics.
o applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of
lease term.
o excluded initial direct costs from measuring the right-of-use asset at the date of initial application.
o Used hindsight when determining the lease term if the contract contains options to extend or terminate the lease.
C. As a lessor
The Company is not required to make any adjustments on transition to Ind AS 116 for leases in which it acts as a
lessor, except for a sub-lease. The Company accounted for its leases in accordance with Ind AS 116 from the date of
initial application.
Under Ind AS 116, the Company is required to assess the classification of a sub-lease with reference to the right-of-use
asset, not the underlying asset. On transition, the Company reassessed the classification of a sub-lease contract previously
classified as an operating lease under Ind AS 17. The Company concluded that the sub-lease is a finance lease under
Ind AS 116.
The Company applied Ind AS 115 Revenue from contracts with customers to allocate consideration in the contract to
each lease and non-lease component, to the extent applicable.
N. Recognition of rental income, dividend income, interest income or expense

Rental income from investment property is recognised as part of other income in profit or loss on a straight-line basis over
the term of the lease except where the rentals are structured to increase in line with expected general inflation. Rental
income from sub-leasing is also recognised in a similar manner and included under other income.
Dividend income is recognised in profit or loss on the date on which the Company’s right to receive payment is established.
Interest income or expense is recognised using the effective interest method.
The ‘effective interest rate’ is the rate that exactly discounts estimated future cash payments or receipts through the
expected life of the financial instrument to :
- the gross carrying amount of the financial asset; or
- the amortised cost of the financial liability.
O. Income tax
Income tax comprises current and deferred tax. It is recognised in profit or loss except to the extent that it relates to a
business combination or to an item recognised directly in equity or in other comprehensive income.
(i) Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any
adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best


estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related to income
taxes. It is measured using tax rates (and tax laws) enacted or substantively enacted by the reporting date.
Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognised
amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.
(ii) Deferred tax
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the corresponding amounts used for taxation purposes. Deferred tax is also recognised
in respect of carried forward tax losses and tax credits. Deferred tax is not recognised for:
- temporary differences arising on the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss at the time of the transaction;
- temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the
Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not
reverse in the foreseeable future; and
- taxable temporary differences arising on the initial recognition of goodwill.
Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which
they can be used. The existence of unused tax losses is strong evidence that future taxable profit may not be available.
Therefore, in case of a history of recent losses, the Company recognises a deferred tax asset only to the extent that it has
sufficient taxable temporary differences or there is convincing other evidence that sufficient taxable profit will be available
against which such deferred tax asset can be realised. Deferred tax assets — unrecognised or recognised, are reviewed
at each reporting date and are recognised/ reduced to the extent that it is probable/ no longer probable respectively that
the related tax benefit will be realised.
Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or the liability
is settled, based on the laws that have been enacted or substantively enacted by the reporting date.
P. Events after reporting date

Where events occurring after the balance sheet date provide evidence of conditions that existed at the end of the reporting
period, the impact of such events is adjusted within the financial statements. Otherwise, events after the balance sheet
date of material size or nature are only disclosed.
The Board has declared an interim dividend of Rs. 15/- per equity share of face value of Rs. 10 each for the year ended
31 March 2022 at its meeting held on 29 April 2022.
Q. Operating segments
In accordance with Ind AS 108 ‘Operating Segments’, segment information has been given in the consolidated financial
statements of the holding company.
R. Recent Accounting Developments

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to time. On March 23, 2022, MCA amended the Companies
(Indian Accounting Standards) Amendment Rules, 2022, as below -
Ind AS 16 – Property Plant and equipment - The amendment clarifies that excess of net sale proceeds of items produced
over the cost of testing, if any, shall not be recognised in the profit or loss but deducted from the directly attributable costs
considered as part of cost of an item of property, plant, and equipment. The effective date for adoption of this amendment
is annual periods beginning on or after April 1, 2022. The Company has evaluated the amendment and there is no impact
on its consolidated financial statements.
Ind AS 37 – Provisions, Contingent Liabilities and Contingent Assets – The amendment specifies that the ‘cost of fulfilling’
a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly to a contract can either be
incremental costs of fulfilling that contract (examples would be direct labour, materials) or an allocation of other costs that
relate directly to fulfilling contracts (an example would be the allocation of the depreciation charge for an item of property,
plant and equipment used in fulfilling the contract). The effective date for adoption of this amendment is annual periods
beginning on or after April 1, 2022, although early adoption is permitted. The Company has evaluated the amendment
and the impact is not expected to be material.

4 Property, plant and equipment, capital work-in-progress and investment property
122
See accounting policies in Notes 3D and 3F
Gross Block Accumulated depreciation Net Block

Balance Addition Disposal Reclassification Balance Balance Depreciation/ On Transfer on Balance Balance Balance
as at 1 to assets as at 31 as at 1 amortisation Disposals reclassification as at 31 as at 31 as at

April 2021 held for sale*/ March, April 2021 expense for to assets held March, March, 31 March
Balance Reclassification 2022 Balance the year for sale*/right- 2022 2022 2021
as at 1 to Right-of- use Balance as at 1 of-use assets Balance Balance Balance
April 2020 assets/ Other as at 31 April 2020 as at 31 as at 31 as at
(deemed adjustments March, March, March, 31 March
cost) 2021 2021 2021 2020
` ` ` ` ` ` ` ` ` ` ` `
A Property, plant
and equipment
Freehold Land 4.38 - - - 4.38 - - - - - 4.38 4.38
4.38 - - - 4.38 - - - - - 4.38 4.38
Buildings/ Premises 42.10 - (0.32) - 41.78 8.70 1.73 (0.07) - 10.36 31.42 33.40
43.50 - (1.40) - 42.10 7.48 1.88 (0.65) - 8.70 33.40 36.02
Plant and Equipment 78.88 28.95 (0.03) - 107.80 37.70 12.08 - - 49.78 58.02 41.18
63.67 15.21 - - 78.88 28.66 9.04 - - 37.70 41.18 35.01
Furniture and Fixtures 21.81 7.26 - - 29.07 10.60 5.53 - - 16.13 12.94 11.21
16.04 5.77 - - 21.81 7.60 3.00 - - 10.60 11.21 8.44
Vehicles 0.43 - (0.13) - 0.30 0.19 0.07 (0.12) - 0.14 0.16 0.24
0.67 - (0.24) - 0.43 0.31 0.11 (0.22) - 0.19 0.24 0.36
Office equipment 8.51 3.43 - - 11.94 4.46 2.31 - - 6.77 5.17 4.05
5.41 3.10 - - 8.51 3.11 1.35 - - 4.46 4.05 2.31
Computers, printers 4.68 1.79 (0.09) - 6.38 3.75 0.69 (0.06) - 4.38 2.00 0.93
and scanners
3.80 0.88 - - 4.68 2.75 1.00 - - 3.75 0.93 1.05
Total 160.79 41.43 (0.57) - 201.65 65.40 22.41 (0.25) - 87.56 114.09 95.37
137.47 24.96 (1.64) - 160.79 49.91 16.38 (0.87) - 65.42 95.37 87.56
B Capital work-in- 8.28 33.95 (40.08) 2.15
progress
3.87 29.31 (24.90) 8.28
C Investment property 1.39 - - - 1.39 0.27 0.04 - - 0.31 1.08 1.12
1.39 - - - 1.39 0.22 0.05 - - 0.27 1.12 1.17
Figures in italic pertains to previous year.



See accounting policies in Notes 3D and 3F
Notes
i. CWIP aging schedule
Amount in CWIP for a period of

CWIP Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 2.15 - -- - 2.15
8.28 - -- - 8.28

ii. Investment Property - Disclosure pursuant to Ind AS 40 'Investment Property'
Amount recognised in Statement of profit and loss for investment property

As at As at
Particulars
31 March, 2022 31 March, 2021
Rental income derived from investment property 0.52 0.39
Direct operating expenses arising from investment property that generated rental income (0.06) 0.04
Profit arising from investment properties before depreciation and indirect expenses 0.46 0.35
Depreciation (0.04) 0.05
Profit arising from investment properties before indirect expenses 0.42 0.30
Measurement of fair values

- The Company has sub-let part of the leasehold land and constructed building thereon, to its subsidiary for business operations
after getting an approval from the lessor. Since the premises is constructed on leasehold plot of land, the sub-let part of the
premises is not saleable independently. The fair value of the investment property would be difficult to determine reliably. The
premises is constructed on industrial leasehold plot of land and there are very few recent transactions. In case of the previously
observed transaction for transfer of plot prices, the variations in the prices indicate that the transfer price is not indicative of
market prices. Also, the alternative reliable measurement of fair value are not available due to the regulatory restrictions as to
usage, transfer, leasing and subletting of the property within the jurisdiction. The fair value of the investment property on the
basis of then observed transfer prices for the properties within the same jurisdiction, ranges from INR 2.55 crore to 3.00 crore.

5 Other intangible assets and right-of-use assets
124
See accounting policy in Note 3E

A Intangible assets Balance as at Addition Disposal Other Balance as at Balance as at Depreciation/ On Disposals Impairment Balance as at Balance as at Balance as at
1 April 2021 adjustment* 31 March 2022 1 April 2021 amortisation losses 31 March 2022 31 March 2022 31 March 2021
Balance as at Balance as at Balance as at expense for Balance as at Balance as at Balance as at

1 April 2020 31 March 2021 1 April 2020 the year 31 March 2021 31 March 2021 31 March 2020
(deemed cost)
` ` ` ` ` ` ` ` ` ` ` `
Computer software 1.28 - - - 1.28 1.19 - - - 1.19 0.09 0.09
1.28 - - - 1.28 1.14 0.05 - - 1.19 0.09 0.14
Total intangible assets 1.28 - - 0.00 1.28 1.19 - - 0.00 1.19 0.09 0.09
1.28 - - - 1.28 1.14 0.05 - 0.00 1.19 0.09 0.14

B Right-of -use assets Balance as at Recognised Derecognised Other Balance as at Balance as at Depreciation/ On Impairment Balance as at Balance as at Balance as at
(net off investment in 1 April 2021 during the during the adjustment* 31 March 2022 1 April 2021 amortisation Derecognition losses 31 March 2022 31 March 2022 31 March 2021
sub-leases) Balance as at year year Balance as at Balance as at expense for Balance as at Balance as at Balance as at
1 April 2020 31 March 2021 1 April 2020 the year 31 March 2021 31 March 2021 31 March 2020
(deemed cost)
` ` ` ` ` ` ` ` ` ` ` `
Leasehold Land 14.88 - - - 14.88 0.48 0.24 - - 0.72 14.16 14.40
14.88 - - - 14.88 0.24 0.24 - - 0.48 14.40 14.64
Buildings 8.84 4.23 (3.83) (0.04) 9.20 3.59 3.50 (1.84) - 5.25 3.95 5.25
8.84 - - - 8.84 2.19 1.40 3.59 5.25 6.65
Plant and machinery 5.76 15.38 (3.26) - 17.88 2.84 2.28 (3.26) - 1.86 16.02 2.92
3.26 6.44 (3.94) - 5.76 1.86 2.97 (1.99) - 2.84 2.92 1.40
29.48 19.61 (7.09) (0.04) 41.96 6.91 6.02 (5.10) - 7.83 34.13 22.57
26.98 6.44 (3.94) 0.00 29.48 4.29 4.61 (1.99) - 6.91 22.57 22.68

6. Investment in associate
Interest in associates
Equity shares (unquoted) 20.00 20.00
429,185 (31 March 2021 : 429,185) equity shares of Equinox Labs Private Limited
20.00 20.00
7. Investment
A. Non-current investments
Unquoted equity shares
Equity shares at cost
Investment in subsidiary
11,111,000 (31 March 2021 : 11,111,000) equity shares of INR 10 each of 194.67 194.67
Nueclear Healthcare Limited
Less : Provision for impairment of investment in subsidiary company (44.33) (44.33)
150.34 150.34
Aggregate amount of unquoted investments 150.34 150.34
Aggregate amount of impairment in value of investments (refer note below) (44.33) (44.33)
Note -
The Company reassessed the recoverable amount of investment in the wholly owned subsidiary Nueclear Healthcare Limited, as at 31 March
2022, as the higher of Fair Value less Cost of Disposal (the 'FVCOD') and the Value in Use (the 'VIU'), in view of the accumulated business losses
since inception and also considering the changes in the market conditions and business environment in India including due to the outbreak of
COVID epidemic and effects thereof in the foreseeable future. The Company continues to assess and endeavours to take appropriate steps
to optimise the profitability of Nueclear Healthcare Limited and also combat the potential impacts of the COVID epidemic on the business of
Nueclear Healthcare Limited.
The recoverable amount was determined based on VIU by using a discount rate of 15.7%.
B. Current investments
Investments in Mutual Funds (Quoted) measured at FVTPL
1,64,292 units (31 March 2021 : 1,10,477 units) of ABSL Low Duration Fund - Growth 9.10 6.10
6,61,061 units (31 March 2021 : 26,81,594 units) of ABSL Short Term Fund - Growth 2.68 10.31
NIL units (31 March 2021 : 5,96,158 units) of ABSL Corporate Fund - Growth - 5.17
NIL units (31 March 2021 : 2,72,166 units) of ABSL Liquid Fund - Growth - 9.02
14,15,698 units (31 March 2021 : NIL units) of Axis Corporate Debt Fund - Growth 2.02 -
20,705 units (31 March 2021 : 20,705 units) of Axis Treasury Advantage Fund - Growth 5.36 5.14
6,11,396 units (31 March 2021 : NIL units) of Edelweiss Arbitrary Fund - Growth 1.01 -
12,893 units (31 March 2021 : NIL units) of Nippon India Ultra Short Duration Fund- Growth 4.55 -
3,05,574 units (31 March 2021 : NIL units) of Nippon India Ultra Short Duration Fund- Growth 1.51 -
15,866 units (31 March 2021 : NIL units) of Nippon India Low Duration Fund- Growth 5.03 -
5,00,203 units (31 March 2021 : NIL units) of Northern Arc Money Market Alpha Fund- Growth 5.00 -
NIL units (31 March 2021 :29,736 units) of HDFC Liquid Fund - Direct Growth - 12.03
4,03,764 units (31 March 2021 : 38,20,652 units) of HDFC Low Duration Fund - Growth 2.01 18.18
3,75,947 units (31 March 2021 : NIL units) of Franklin India Saving Direct Fund - Growth 1.56
NIL units (31 March 2021 : 2,96,094 units) of ICICI Prudential Liquid Fund - 9.02
NIL units (31 March 2021 : 1,91,133 units) of ICICI Prudential Savings Fund - 8.02
38,95,581 units (31 March 2021 : NIL units) of ICICI Prudential Ultra Short Term Fund - Growth 9.31



5,132 units (31 March 2021 : NIL units) of Sundaram Low Duration Fund - Growth 1.52
5,52,208 units (31 March 2021 : NIL units) of Sundaram Short Term Debt Fund - Growth 2.10
6,03,948 units (31 March 2021 : NIL units) of ICICI Prudential Short term Fund - Growth 3.08
10,34,738 units (31 March 2021 : NIL units) of UTI Arbitrage Fund - Growth 3.08
4,03,943 units (31 March 2021 : NIL units) of UTI Dynamic Bond Fund - Growth 1.00
18,96,776 units (31 March 2021 : NIL units) of UTI Short Term Income Fund - Growth 5.07
43,646 units (31 March 2021 : NIL units) of UTI Treasury Advantage Fund - Growth 12.62
2,755 units (31 March 2021 : NIL units) of UTI Ultra Short Term Fund - Growth 1.00
482314 units (31 March 2021 : 10,22,348 units) of Unifi Capital Fund 10.44 20.47
89.05 103.47
Aggregate amount of quoted investments - At cost 87.22 97.50
Aggregate amount of quoted investments - At market value 89.05 103.47
8. Loans
(unsecured considered good unless otherwise stated)

A. Non-current loans and advances
Loan to subsidiary (see Note 37(e)) - 6.35
- 6.35
B. Current loans and advances
Loans and advances to employees 0.06 0.02
0.06 0.02
9. Other financial assets - non current

Security deposits
To related parties 0.04 0.16
To parties other than related parties 4.52 2.35
Bank balance in deposit accounts* (with maturity period exceeding 12 months from the reporting date) 3.46 3.08
Receivables for sub-leases - 0.47
8.02 6.06
* Bank Deposits are under lien with the Banks against the Bank Guarantees issued to customers for execution of tenders.


10. Recognised deferred tax assets and liabilities

See accounting policy in Note 3O
A. Deferred tax assets and liabilities are attributable to the following :
Deferred tax assets Deferred tax (liabilities) Net deferred tax assets/ (liabilities)
Particulars 31 March, 2022 31 March, 2021 31 March, 2022 31 March, 2021 31 March, 2022 31 March, 2021
Property, plant and equipment/ Intangible 1.60 0.15 - - 1.60 0.15
assets/ Investment property
Investments at fair value through profit - - (0.46) (1.51) (0.46) (1.51)
or loss
Provisions - employee benefits 0.47 4.35 - - 0.47 4.35
Investment in subsidiary 11.16 11.16 - - 11.16 11.16
Other items 2.99 0.71 - - 2.99 0.71
Net deferred tax assets/ (liabilities) 16.21 16.37 (0.46) (1.51) 15.75 14.86
B. Movement in temporary differences
Particulars Balance as Recognised Recognised Balance Balance as Recognised Recognised Balance as

at 1 April in profit or in OCI as at at 1 April in profit or in OCI at 31 March
2020 loss during during the 31 March 2021 loss during during the 2022
the year year 2021 the year year
Property, plant and equipment/ Intangible (0.46) 0.61 - 0.15 0.15 1.45 - 1.60
Investments at fair value through profit or loss (0.53) (0.98) - (1.51) (1.51) 1.05 - (0.46)
Provisions - employee benefits 1.14 2.73 0.48 4.35 4.35 (3.90) 0.02 0.47
Provisions - Impairment of investment in 11.16 - - 11.16 11.16 - - 11.16
subsidiary
Other items (including net effect of deferred 0.33 0.38 - 0.71 0.71 2.28 - 2.99
tax on Right of use assets and lease
liabilities)
11.64 2.74 0.48 14.86 14.85 0.88 0.02 15.75
11. Other tax assets


Advance income tax (net of provision for tax) 8.69 9.67
8.69 9.67
12. Other non-current assets

Capital advances 10.00 10.01
Prepaid expenses 1.29 0.05
Balance with government authorities 0.52 0.52
11.81 10.58
13. Inventories
See accounting policy in Note 3G

Reagents, diagnostic material and consumables 23.00 22.06
Stock-in-trade (acquired for trading) 1.22 0.10
24.22 22.16


14. Trade receivables

Secured, considered good 5.49 6.90
Unsecured, considered good 86.20 39.44
Credit impaired 12.99 0.61
104.68 46.95
Less : Allowance for credit impaired -11.90 -2.66
92.78 44.29
Trade receivables from related parties excluding allowance for credit impaired (refer Note 36) 11.71 2.67
Trade receivable ageing schedule

Outstanding for following period from due date of payment
Particulars Unbilled Not due $ Less than 6 6 months - 1-2 years 2-3 years More than 3 Total
revenue months # 1 year" years
Undisputed Trade receivables - considered good - 14.65 65.13 - - - - 79.78
Undisputed Trade receivables - which have - - - - - - - -
significant increase in credit risk
Undisputed Trade receivables credit impaired - - - 7.94 3.05 - - 10.99
Disputed Trade receivables - considered good - - - - - - - -
Disputed Trade receivables - which have significant - - - - - - - -
increase in credit risk
Disputed Trade receivables credit impaired - - - - 2.01 - - 2.01
15. Cash and bank balances

Cash and cash equivalents
Cash on hand - 0.01
Balances with banks
in current accounts 11.50 5.04
11.50 5.05
Other bank balances
Unpaid dividend account 0.23 0.10
in deposit accounts* (with original maturity period exceeding 3 months but maturing within 12 0.27 2.52
months from reporting date) [under lien]
0.50 2.62
12.00 7.67
* Bank Deposits are with the Banks against the Bank Guarantees issued to customers for execution of tenders .
16. Other financial assets - current
Security deposits
To related parties 0.12 0.14
Receivables for sub-leases - 0.14
Interest accrued on deposits - 0.01
Other receivables * 1.21 1.80
1.94 2.65
* Receivables towards reimbursements claimed for IPO related expenses of the related party


17. Other current assets

Advances for supply of goods and services 9.84 1.39
10.97 2.24
18. Share capital

31 March, 2022 31 March, 2021
Number of Number of
Particulars Amount Amount
shares shares
A. Authorised
Equity shares of ` 10 each with equal voting rights 10,00,00,000 100.00 10,00,00,000 100.00
B. Issued, subscribed and paid-up
Equity shares of ` 10 each with equal voting rights 5,29,03,332 52.90 5,28,74,419 52.87
Total 5,29,03,332 52.90 5,28,74,419 52.87
Reconciliation of shares outstanding at the beginning and at the end of the reporting year
31 March, 2022 31 March, 2021

Number of Number of
Particulars Amount Amount
shares shares
Equity shares
At the commencement of the year 5,28,74,419 52.87 5,28,36,365 52.84
Shares issued on exercise of employee stock options 28,913 0.03 38,054 0.03
At the end of the year 5,29,03,332 52.90 5,28,74,419 52.87
Issued and subscribed share capital 5,29,03,332 52.90 5,28,74,419 52.87
The Company has also issued share options plan for its employees. (see Note 33)
Rights, preferences and restrictions attached to equity shares
The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and
share in the Company’s residual assets on winding up. The equity shareholders are entitled to receive dividend as declared
from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to his/ its share
of the paid-up equity share capital of the Company.
On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company,
remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.
Employee stock option plan
Terms attached to stock options plan to employees are described in Note 33 regarding share-based payments.
Equity shares bought back
During the year ended 31 March 2019, the Company bought back 9,58,900 equity shares for an aggregate amount of ` 63.00
crore being 1.78% of the total paid up equity share capital, at an average price of ` 656.90 per equity share. The equity shares
bought back were extinguished on 12 October 2018 and 22 October 2018.


Particulars of shareholders holding more than 5% shares of a class of shares
31 March, 2022 31 March, 2021

Number of % of total Number of % of total
Particulars
shares shares held shares shares held
Equity shares of INR 10 each fully paid-up held by -
Docon Technologies Private Limited 3,76,56,092 71.18% - 0.00%
Arisaig Asia Consumer Fund Limited 32,31,412 6.11% 30,23,553 5.72%
Dr A Velumani - 0.00% 1,48,17,675 28.02%
Thyrocare Publications LLP (formerly known as "Thyrocare - 0.00% 65,34,500 12.36%
Publications Pvt Ltd")
Thyrocare Properties and Infrastructue Private Limited - 0.00% 52,25,315 9.88%
Nalanda India Equity Fund Limited - 0.00% 38,21,394 7.23%
Shareholding of promoters
31 March, 2022 31 March, 2021

Number of % of total Number of
Particulars Amount
shares shares held shares
a.
Under Employees Stock Option Scheme, 2021 - at an 40,429 0.40 0 -
exercise price of INR 10 per share (see Note 35)
b.
Under Employees Stock Option Scheme, 2020 - at an 40,429 0.40 40,429 0.04
c.
Under Employees Stock Option Scheme, 2019 - at an 33,337 0.30 33,337 0.03
d.
Under Employees Stock Option Scheme, 2018 - at an 0 - 31,005 0.03
Aggregate number of bonus shares issued, shares issued for consideration other than cash during the period of five years
immediately preceding the reporting date :
a. Below is a summary of the equity shares allotted by the Company pursuant to various ESOP plans for consideration other
than cash (except for the face value of shares that has been recovered in case:

Particulars
31 March, 2022 31 March, 2021
Number of shares alloted pursuant to ESOP schemes 28,913 38,054
b. During the year ended 31 March 2016 and 31 March 2015, the Company allotted 3,187,562 and 691,295 equity shares of
INR 10 each fully paid up respectively, to the equity shareholders of Nueclear Healthcare Limited ('NHL') in consideration
for 4,611,000 and 1,000,000 equity shares of NHL respectively at a premium of INR 295.95 per share to acquire 100%
shares and make it a subsidiary.
c. During the previous five years, the Company has not issued any bonus shares.


19. Other equity

a) Capital reserve
At the commencement and end of the year 30.25 30.25
b) Securities premium
Transfer on exercise of stock option 1.80 2.47
c) Share options outstanding

Employee compensation expense for the year 2.30 1.68
Transfer to securities premium account on exercise of stock option (1.80) (2.47)
d) General reserve
e) Capital redemption reserve

f) Retained earnings
Add: adjustment on account of change in accounting policy [refer note 37(b)] 0.21 -
Profit for the year including other comprehensive income 152.01 118.36
Appropriation
Final/ Interim dividend on equity shares (79.31) (52.84)

467.80 392.59
Capital reserve
reimbursement of certain expenses and b) fair of the trademark “Whaters” (subsequently disposed off) assigned by Dr A
Velumani in favour of the Company for no consideration.
Securities premium
Securities premium represents the premium received on issue of shares. It is utilized in accordance with the provisions of the
Companies Act, 2013.
The Company has established various equity-settled share-based payment plans for certain categories of employees of the
Company. The balance in the share option outstanding account represents the expenses recorded pursuant to the aforesaid
schemes for which the options are not yet vested or exercised. (See Note 33 for further details on these plans).
General reserve
General reserve is used to record the transfer from retained earnings of the Company. It is utilized in accordance with the
provisions of the Companies Act, 2013.



The Company bought back 9,58,900 equity shares for an aggregate amount of Rs. 63.00 crore being 1.78% of the total paid
up equity share capital, at an average price of Rs. 656.90 per equity share. The equity shares bought back were extinguished
on 12 October 2018 and 22 October 2018 and as per the provisions of the Companies Act, 2013, the Capital redemption
reserve is used to record the reduction of the share capital of the Company on account of equity shares bought back out of
the accumulated profits. It is created in accordance with the provisions of the Companies Act, 2013."
Dividends
The following dividends were declared and paid by the Company during the year :

Interim dividend 79.40 52.84
INR 15 per equity share (31 March 2021 : INR 10 per equity share)"
Final dividend of previous financial year 79.31 -
31 March 2021 : INR 15 per equity share (31 March 2020 : Nil)
The Board has declared an interim dividend of ` 15/- per equity share of face value of ` 10 each for the year ended 31 March
2022 at its meeting held on 29 April 2022. Previous year, Final dividend was proposed by the directors subject to the approval
at the annual general meeting. The dividends have not been recognised as liabilities in the respective years. Dividends attract
dividend distribution tax when declared or paid. However, with the abolition of dividend distribution tax effective April 01, 2020,
dividends will be taxable in the hands of recipient and hence Dividend Distribution Tax is not applicable.

Interim dividend 79.40 -
INR 15 per equity share (31 March 2021 : INR Nil)
31 March 2021 : INR 15 per equity share (31 March 2020 : Nil)
20A. Lease liabilities

Non-current lease liabilities 16.01 6.20
Current lease liabilities 5.42 3.43
21.43 9.63
20B. Other financial liabilities

Current
Security deposits received
from related parties (refer Note 36) 1.15 1.15
from parties other than related parties 14.74 8.09
Employees dues 5.29 6.63
Unclaimed dividend 0.23 0.11
Creditors for capital goods 1.02 6.14
22.43 22.12
Investor Education and Protection Fund ('IEPF') - As at 31 March 2022 there is no amount due and outstanding to be transferred
to the IEPF by the Company. Unclaimed dividend, if any, shall be transferred to IEPF as and when they become due.


21. Provisions
See accounting policy in Note 3K

A. Non-current provisions
Long-term provisions
Provision for compensated absences - 9.30
Provision for gratuity (refer note 32) 0.17 4.14
0.17 13.44
B. Current provisions
Short-term provisions
Provision for CSR spend - 2.19
Provision for compensated absences 2.12 1.07
6.64 3.35
22. Trade payables

See accounting policy in Note 3K

Trade Payables 0.48 0.53
- total outstanding dues of micro enterprises and small enterprises (refer note 37(a)) and 12.93 20.49
- total outstanding dues of creditors other than micro enterprises and small enterprises
13.41 21.02
Trade payables ageing schedule

Accrued Not due Outstanding for following period from due date of payment
expenses
Particulars Less than 6 6 months - 1-2 years 2-3 years More than 3 Total
months # 1 year" years
MSME 0.66 - 0.48 - - - - 1.14
Others 5.64 - 6.57 - - 0.06 - 12.27
Disputed dues - MSME - - - - - - - -
Disputed dues - Others - - - - - - - -
23. Current tax liabilities (net)

Provision for current tax (net of advance tax and tax deducted at source) 1.44 2.57
1.44 2.57
24. Other current liabilities

Contract Liabilities 9.29 8.51
Statutory dues * 1.66 1.69
10.95 10.20
Statutory dues include goods and services tax, tax deducted at source, local body tax, profession tax, employees provident
fund and ESIC.


25. Revenue from operations

See accounting policy in Note 3L
Particulars
31 March, 2022 31 March, 2021
Sale of products (See Note (i) below) 6.15 2.50
Sale of services (See Note (ii) below) 548.44 466.46
554.59 468.96
Other operating revenue 6.94 5.31
Total 561.53 474.27
Note:
(i) Sale of products comprises :
Traded goods
Point of Care Testing devices and strips 6.15 2.50
Total 6.15 2.50
(ii) Sale of services comprises :
Diagnostic Services 533.95 455.84
Sale of consumables for providing diagnostic services 14.49 10.62
Total 548.44 466.46
(a) Reconciliation of revenue from contracts with customers
Revenue from contract with customer as per the contract price 554.59 468.96
Adjustments made to contract price on account of :-
Discount / Rebates - -
Revenue from contract with customer 554.59 468.96
(b) Movement in Contract liabilities
Opening Balance 8.51 4.69
Revenue recognised that was included in contract liability balance at the beginning of the year (3.70) (4.69)
Increases due to cash received, excluding amounts recognised as revenue during the year 4.48 8.51
Closing Balance 9.29 8.51
26. Other income

Particulars
31 March, 2022 31 March, 2021
Interest income (see Note (i) below) 0.60 2.00
Net gain on investments 4.07 3.65
Rental income from property subleases 0.52 0.39
Others (see Note (ii) below) 2.21 6.24
7.40 12.28
Note:
(i) Interest income comprises:
Interest from banks on deposits 0.27 0.58
Interest on deposit for electricity 0.02 -
Interest on loans 0.15 1.32
Interest others 0.16 0.10
Total - Interest income 0.60 2.00
(ii) Others comprises:
Profit on sale of property, plant and equipment 0.67 4.20
Miscellaneous income 1.54 2.04
Total - Others 2.21 6.24


27. a. Cost of materials consumed

Particulars
31 March, 2022 31 March, 2021
Add: Purchases 162.76 162.73
184.79 180.84
Cost of material consumed 161.79 159.02
Reagents/ Diagnostics material 128.20 138.73
Consumables - laboratory 27.69 17.46
Consumables - processing 5.90 2.83
161.79 159.02
b. Purchases of stock-in-trade
4.32 1.49
c. Changes in inventories of stock-in-trade
1.22 0.34
0.34 0.38
28. Employee benefits expense

Particulars
31 March, 2022 31 March, 2021
Salaries, wages and bonus 52.64 44.62
Contributions to provident and other funds 4.05 3.63
Employees stock compensation expense 2.30 1.68
Gratuity 0.78 0.49
Compensated absences (2.83) 4.13
Staff welfare expenses 1.88 2.24
58.82 56.79


29. Other expenses

Particulars
31 March, 2022 31 March, 2021
Outlab processing 2.82 1.20
Power and fuel and water 7.00 6.43
Rent 2.16 0.65
Repairs and maintenance - Buildings 1.66 1.24
Repairs and maintenance - Machinery 5.47 2.66
Repairs and maintenance - Others 0.08 0.02
Insurance 0.54 0.09
Rates and taxes 1.48 1.85
Communication 1.47 1.00
Service charges 37.44 34.36
Postage and courier 3.59 2.54
Printing and stationery 2.41 1.79
Sales incentive 15.70 18.07
Advertisement expenses 0.13 3.98
Business promotion 5.16 1.67
Legal and professional fees 2.23 1.23
Payments to auditors (See Note (i) below) 0.34 0.40
Loss on foreign exchange fluctuation (net) - 0.14
Provision for doubtful receivables 10.24 0.43
Corporate social responsibility expense (See Note (ii) below) 3.37 4.47
Miscellaneous expenses 3.36 1.95
106.65 86.19
Notes:
(i) Payments to the auditors comprises *
Statutory audit and limited review fees 0.32 0.38
Tax audit fees 0.02 0.02
0.34 0.40
(ii) Disclosure under section 135(5)
Opening Balance 2.19 -
Amount required to be spent during the year 2.83 4.47
Amount spent during the year (5.02) (2.28)
Closing balance - 2.19


30. Income tax


Particulars
31 March, 2022 31 March, 2021
A. Amount recognised in profit or loss
Current tax
Current year (a) 55.64 44.14
Changes in estimates related to prior year (b) 0.57 0.11
Deferred tax (c)
Attirbutable to -
Origination and reversal of temporary differences (0.88) (2.74)
(0.88) (2.74)
Tax expense (a)+(b)+(c) 55.33 41.51
B. Amount recognised in other comprehensive income
Re-measurement gains/ (losses) on defined benefit plans (0.02) (0.48)
Tax expense in other comprehensive income (0.02) (0.48)
C. Reconciliation of effective tax rate
Profit after exceptional items and before income tax 207.38 161.28
Tax using the Company's domestic tax rate 52.19 40.60
Effect of :
Non-deductible expenses (net) 3.60 0.91
Others (1.03) (0.11)
Tax expense as per statement of profit and loss 54.76 41.40
31. Earnings per share

Particulars
31 March, 2022 31 March, 2021
i. Basic
Net profit for the year attributable to equity shareholders 152.05 119.77
Weighted average number of equity shares outstanding during the year 52888361 52874419
Face value per share ` 10 10
Earnings per share - Basic (`) 28.75 22.66
ii. Diluted
Weighted average number of equity shares for Basic EPS 52888361 52874419
Add: Equity shares reserved for issuance on ESOP 95133 103054
Weighted average number of equity shares - for diluted EPS 52983494 52977473
Face value per share Rs. 10 10
Earnings per share - Diluted (`) 28.70 22.62


32. Employee benefits

A. Defined contribution plans
The Company makes Provident Fund, ESIC and Maharashtra Labour Welfare Fund contributions to defined contribution
plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the
payroll costs to fund the benefits. The Company recognised ` 3.32 crore for the year ended 31 March 2022 (31 March
2021 : ` 2.92 Crore) for Provident Fund contributions, ` 0.72 crore (31 March 2021 : ` 0.65 Crore) for ESIC contributions
and Rs. 0.01 crore (31 March 2021 : ` 0.01 Crore) for Maharashtra Labour Welfare Fund, in the Statement of Profit and
Loss during the year (See note 28). The contributions payable to these plans by the Company are at rates specified in
the rules of the schemes. The Company does not expect any further liability other than the specified contributions.
B. Defined benefit plans
The Company offers the following employee benefit schemes to its employees :
Gratuity
The following table sets out the funded status of the defined benefit schemes and the amount recognised in the
financial statements:

a. Components of employer expense
i. Expenses recognised in profit or loss
Current service cost 0.51 0.36
Interest cost 0.27 0.13
Total expense recognised in the Statement of Profit and Loss 0.78 0.49
ii. Expenses recognised in other comprehensive income

Actuarial (gain) loss on defined benefit obligations 0.06 1.89
Total expense recognised in other comprehensive income 0.06 1.89
b. Net asset / (liability) recognised in the Balance Sheet
Present value of unfunded obligation -4.69 -4.23
Net asset / (liability) recognised in the Balance Sheet (4.69) (4.23)
Net asset/ (liability) is bifurcated as follows :
Current (4.52) (0.09)
Non Current (0.17) (4.14)
c. Change in defined benefit obligations (DBO) during the year
Present value of DBO at beginning of the year 4.23 1.91
Actuarial (gains) / losses 0.06 1.88
Benefits paid -0.38 -0.06
Present value of DBO at the end of the year 4.69 4.23



d. Actuarial assumptions 6.44% 6.82%
Discount rate 4.00% p.a. for 2% p.a. for the
the next 1 years, next 1 years, 4%
9.00% p.a. for p.a. for the next
the next 1 years, 1 years, starting
starting from the 2nd
from the 2nd year 9% p.a. for
year10.00% p.a. the next 1 years,
thereafter, starting starting from the
from the 3rd year 3rd year 10% p.a.
thereafter, starting
from the 4th year
Salary escalation Employees: For Employees: For
service 2 yrs & service 2 yrs &
Below 35% p.a., Below 35% p.a.,
For service 3 yrs For service 3 yrs
to 4 yrs 20% p.a. to 4 yrs 20% p.a.
& thereafter 2% & thereafter 2%
p.a. p.a. Directors: 1%
Directors: 1% p.a." p.a.
Rate of employee turnover Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
Ultimate
Mortality rate during employment
e. Maturity analysis of the benefit payments from the employer
Projected benefits payable in future years from the date of reporting
1st following year 0.17 0.09
2 following year
nd
0.11 0.06
3rd following year 0.08 0.10
4 following year
th
0.08 0.07
5th following year 0.10 0.08
Sum of years 6 to 10 0.78 0.82
Sum of years 11 and above 1.94 15.41
f. Sensitivity analysis
Projected benefits obligation on current assumptions
Delta effect of +1% change in rate of discounting (0.75) (0.68)
Delta effect of -1% change in rate of discounting 0.75 0.86
Delta effect of +1% change in rate of salary increase 0.94 0.70
Delta effect of -1% change in rate of salary increase (0.77) (0.59)
Delta effect of +1% change in rate of employee turnover (0.65) (0.21)
Delta effect of -1% change in rate of employee turnover 0.20 0.25
The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring
at the end of the reporting period, while holding all other assumptions constant. 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 balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.


33. Share-based payments

A. Description of share-based payment arrangements
During the year, the Company has offered stock options to the eligible employees under “THYROCARE
EMPLOYEES STOCK OPTION SCHEME 2021” (ESOS2021) vide authorisation of shareholders in the annual general
meeting held on 26 June 2021. The options may be exercised either fully or partially in four equal instalments.
The employees were identified as those who had completed two years of service as on the date of sanction of the scheme,
subject to their continuous service till the vesting period.
During the earlier years, the Company had offered stock options to the eligible employees under “THYROCARE
EMPLOYEES STOCK OPTION SCHEME 2020” (ESOS2020), “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2019”
(ESOS2019), “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2018” (ESOS2018), “THYROCARE EMPLOYEES
STOCK OPTION SCHEME 2017” (ESOS2017), “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2016” (ESOS2016)
and “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2015” (ESOS2015) vide authorisation of shareholders in their
meetings held on 29 September 2020, 24 August 2019, 1 September 2018, 12 August 2017, 12 September 2016 and 26
September 2015 respectively. Under the respective scheme, the options may be exercised either fully or partially in four
equal instalments. The employees were identified as those who had completed certain years of service subject to their
continuous service till the vesting period.
Additionally, the Company formed a trust, 'Thyrocare Employee Stock Option Trust' wherein the shares to be issued under
these options were allotted to the Trust. The Trust holds these shares for the benefit of the employees and issues them to
the eligible employees as per the recommendation of the compensation committee. The identified employees are also
entitled to purchase additional shares proportionately from the shares of employees who are not desirous to purchase
the equity shares or who have left the organisation.
The key details of the various schemes are as under:
Scheme Date of Grant Numbers Vesting Exercise Period Exercise Price Weighted Average
of options Period (INR) per Exercise Price
granted share (INR) per share
ESOS2021 Saturday, June 26, 2021 40,429 3 years One year from vesting date 10 10
ESOS2020 Tuesday, September 29, 2020 40,429 3 years One year from vesting date 10 10
ESOS2019 Saturday, August 24, 2019 40,429 3 years One year from vesting date 10 10
ESOS2018 Saturday, September 1, 2018 40,452 3 years One year from vesting date 10 10
ESOS2017 Saturday, August 12, 2017 50,516 3 years One year from vesting date 10 10
ESOS2016 Monday, September 12, 2016 50,537 3 years One year from vesting date 10 10


B. Employee stock option activity under the respective schemes is as follows:
31 March, 2022 31 March, 2021

Scheme
No of Options No of Options
ESOS2021
Outstanding at 1 April - -
Granted during the year 40,429 -
Forfeited during the year (5,457) -
Outstanding at end of the year 34,972 -
ESOS2020
Outstanding at 1 April 40,429 40,429
Outstanding at end of the year 33,255 40,429
ESOS2019
Forfeited during the year (5,228) (4,105)
Outstanding at end of the year 27,856 33,084
ESOS2018
Exercised during the year (28,913) -
Outstanding at end of the year - 30,847
ESOS2017
Outstanding at 1 April - 39,880
Forfeited during the year - (1,826)
Exercised during the year - (38,054)
Outstanding at end of the year - -
C. The key assumptions used to estimate the fair value of options granted during the year ended 31 March 2022
Scheme 31 March, 2022 31 March, 2021

Volatility 21.65% 21.65%
Expected life 3.50 years 3.50 years
Dividend Yield 1.50% 1.50%
Risk-free interest rate (based on government bonds) 7.85% 7.85%
Model Used Black-Scholes- Black-Scholes-
Merton Formula Merton Formula
The expense arising from equity settled share based payment transaction amounting to ` 2.30 crore for the year ended 31
March 2022 (31 March 2021 : 1.68 crore) have been recognised in the Statement of profit and loss.
Fair Value of the option as at the grant date
Plan Grant date Fair value in `

ESOS2021 Saturday, June 26, 2021 1,349.18
ESOS2020 Tuesday, September 29, 2020 758.00
ESOS2019 Saturday, August 24, 2019 448.83
ESOS2018 Saturday, September 1, 2018 632.88
ESOS2016 Monday, September 12, 2016 577.04


34. Financial instruments - Fair values and risk management

A. Classification of financial assets and liabilities
31 March 2022 Note Carrying amount Total carrying

31 March 2021 amount
FVTPL FVOCI Amortised cost
Financial assets
Investments (other than in subsidiary and associate) 7B 89.05 - - 89.05
103.47 - - 103.47
Loans 8A,8B - - 0.06 0.06
- - 6.37 6.37
Trade receivables 14 - - 92.78 92.78
- - 44.29 44.29
Cash and cash equivalents 15 - - 11.50 11.50
- - 5.05 5.05
Other bank balances 15 - - 0.50 0.50
- - 2.62 2.62
Others 9,16 - - 9.96 9.96
- - 8.71 8.71
89.05 - 114.80 203.85
103.47 - 67.03 170.50
Lease Liabilities 20A - - 21.43 21.43
- - 9.63 9.63
Other financial liabilities 20B - - 22.43 22.43
- - 1.44 1.44
Trade payables 22 - - 13.41 13.41
- - 35.36 35.36
- - 57.27 57.27
- - 46.43 46.43
B. Measurement of fair values
The Management assessed that cash and bank balances, trade receivables, trade payables and other financial assets and liabilities
approximate their carrying amounts largely due to short-term maturities of these instruments.
The fair value of investment in mutual funds is included at the amount at which the instruments could be exchanged in a current transaction
between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:
- The fair value of the quoted investments/units of mutual fund scheme are based on net asset value at the reporting date as published
by the mutual fund.
The following table provides the fair value measurement hierarchy of the Company’s financial instruments which are measured at fair value:
31 March 2022 31 March 2021

Total Quoted prices in Level 3 Total Quoted prices in Level 3
active markets active markets
(Level 1) (Level 1)
Security Deposits 4.01 - 4.01 2.08 - 2.08
Investment in Mutual funds (Refer Note 7) 89.05 89.05 - 103.47 103.47 -
Fair value of financial assets and liabilities measured at amortised cost is not materially different from the amortised cost. Further, impact
of time value of money is not significant for the financial instruments classified as current. Accordingly, the fair value has not been
disclosed separately.


Particulars 31 March 2022 31 March 2021

Opening balance 2.08 1.25
Additions during the year 2.09 1.31
Deletions during the year (0.14) (0.43)
Fair value movement (0.02) (0.05)
Closing balance 4.01 2.08
ne percentage change in the unobservable inputs used in the fair valuation of level 3 assets does not have a significant
O
impact in the fair value of the financial instrument.
There have been no transfers among Level 1, Level 2 and Level 3 during the year ended 31 March 2022.
Description of significant unobservable inputs to valuation:
Name of financial asset Security deposit

Valuation technique Discounted cash flow method was used to capture the present value of the expected
future economic benefits that will flow to the Group arising from the investments in
financial assets.
Significant unobservable inputs Discount rate
C. Financial risk management

The Group has exposure to the following risks arising from financial instruments:
- credit risk (see (C) (i));
- liquidity risk (see (C) (ii));
- market risk (see (C) (iii)).
Risk management framework

The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s
risk management framework. The Board of Directors has established a Risk Management Committee, which is
responsible for developing and monitoring the Company’s risk management policies. The committee reports regularly
to the Board of Directors on its activities.
The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to
set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and
systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company,
through its training and management standards and procedures, aims to maintain a disciplined and constructive
control environment in which all employees understand their roles and obligations.
The Company’s audit committee oversees how management monitors compliance with the Company’s risk
management policies and procedures, and reviews the adequacy of the risk management framework in relation
the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit
undertakes both regular and adhoc reviews of risk management controls and procedures, the results of which are
reported to the audit committee.
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

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of its customer base, including
the default risk associated with the industry and country in which customers operate..
The Company has established a credit policy under which each new customer is analysed individually for
creditworthiness before the Company’s standard payment terms and conditions are offered. Sale limits are
established for each customer and reviewed periodically. Any sales exceeding those limits require approval from
the management.
Security deposits
These represents security deposits given towards laboratories taken on lease under contractual arrangement EMD
deposit for participation in tender.
The Company limits its exposure to credit risk from trade receivables by establishing a credit limit that is
linked to either category of the customer or the security deposits paid by the customer to avail the services.
In monitoring customer credit risk, customers are compared according to their credit characteristics, including
whether they are individuals or legal entities, their geographic locations, industry, trading history with the Company
and existence of previous financial difficulties, if any.
The Company's exposure to credit risk for trade receivables by type of counter party was as follows -
Particulars Carrying amount Carrying amount
31 March 2022 31 March 2021
Trade receivables (net of provision for doubtful debts)
Service providers and projects 10.80 34.70
Government 71.91 6.93
Others 10.07 2.66
92.78 44.29
The Company's exposure to credit risk for trade receivables by geographic region was as follows -
31 March 2022 31 March 2021
Trade receivables (net of provisions for doubtful debts)
India 86.80 41.46
Other regions 5.98 2.83
92.78 44.29
Expected credit loss (ECL) assessment for individual customers as at 31 March 2021 and 31 March 2022
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 of trade receivables net of provision for doubtful debts was as follows.
Particulars Service providers Government Others
and projects
As at As at As at As at As at As at
31 March 2022 31 March 2021 31 March 2022 31 March 2021 31 March 2022 31 March 2021
0-30 days past due 6.95 10.49 31.72 1.92 6.87 1.67
31-60 days past due 1.97 6.20 25.98 0.16 1.10 -
61-90 days past due 1.29 3.58 10.61 0.40 1.21 -
91-180 days past due 0.59 14.43 2.91 0.31 0.13 0.99
More than 180 days past - - 0.69 4.14 0.76 -
due
10.80 34.70 71.91 6.93 10.07 2.66


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. Nil as on 31 March 2022 (31 March 2021 : Rs. 6.36 crore) for loan given
to subsidiary. Such loan is classified as financial asset measured at amortised cost. The Company did not have
any amounts that were past due but not impaired at 31 March 2022. The Company had no collateral in respect
of this loan.
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 international and/or domestic credit rating agencies.
Investments of surplus funds are made only with approved financial institutions. Investments primarily include
investments in subsidiaries, mutual funds and preference shares. These mutual funds, preference shares and
counterparties have low credit risk.
Movement in the allowance for impairment in respect of trade receivables
The movement in the allowance for impairment in respect of trade receivables is as follows :
31 March 2022 31 March 2021

Balance at the beginning of the year 2.66 2.56
Amounts written off against provision (1.00) (0.34)
Net remeasurement of loss allowance 10.24 0.43
Balance at end of the year 11.90 2.66
ii. Liquidity risk

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 assets. 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.
The Company aims to maintain the level of its cash and cash equivalents at an amount in excess of expected
cash outflow on financial liabilities over the next twelve months. The Company also monitors the level of expected
cash inflows on trade receivables and loans together with expected cash outflows on trade payables and other
financial liabilities.
Exposure to liquidity risk

The following are remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross
and undiscounted, and include contractual interest payments and exclude the impact of netting agreements.
Carrying amount as on Total upto 1 year more than

31 March 2022 1 year
31 March 2021
Non-derivative financial liabilities
Trade payables 13.41 13.41 13.41 -
21.01 21.01 21.01 -
Lease Liabilities 21.43 21.43 5.42 16.01
9.63 9.63 3.43 6.20
Other financial liabilities 22.43 22.43 22.43 -
22.12 22.12 22.12 -
Figures in italics pertains to previous year.


iii. Market risk

Market risk is the risk that changes in market prices – such as foreign exchange rates, interest rates and equity
prices – will affect the Company’s income or the value of its holdings of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while
optimizing the return.
Currency risk
The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which
sales and purchases are denominated and the functional currency of Company. The functional currency for large
number of transactions of the Company is INR and majority of the customers the Company dealt with operate
from India only. The Company receives more than 98% of its revenue from the domestic operations only.
Exposure to currency risk

The summary quantitative data about the Company’s exposure to currency risk as reported to the management
is as follows.
INR USD
Trade receivables # 5.98 $0.07
2.96 $0.04
Trade payables 0.22 $0.00
0.22 $0.00
Net exposure in respect of recognized assets and liabilities 5.77 $0.07
2.74 $0.04
* amount less than Rs. 1 Lakh Figures in italics pertains to previous year.
# Trade receivables are gross of provision for doubtful debts
Sensitivity analysis
A reasonably possible strengthening (weakening) of the INR or US dollar at 31 March 2022 would have affected
the measurement of financial instruments denominated in foreign currency and affected equity and profit or loss
by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain
constant and ignores any impact of forecast sales and purchases.
Profit or loss
Strengthening Weakening
31 March 2022
INR (10% movement) 0.58 -0.58
31 March 2021
INR (10% movement) 0.27 -0.27
35 Contingent liabilities and commitments (to the extent not provided for)
31 March 2022 31 March 2021
Contingent liabilities
Claims against the Company not acknowledged as debts
a. Income tax demands - TDS matter - 49.22
b. Other income tax assessments 0.33 0.33
d. Employees provident fund matter 0.52 0.52
Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash
outflows, if any, in respect of the above as it is determinable only on receipt of judgments/ decisions pending with various
forums/ authorities.


The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions
are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not
expect the outcome of these proceedings to have a materially adverse effect on its financial position.
31 March 2022 31 March 2021

Commitments
a Commitments relating to long term arrangement with vendors (see note (i)) 155.31 78.98
i The Company has entered into Reagent Rental Arrangements for periods ranging from 2 years to 7 years with
some of its major reagent suppliers. As per the terms of the agreement, these reagent suppliers have placed the
analysers / diagnostic equipments at no cost in the processing laboratory. The analysers / diagnostic equipments
are programmed by the manufacturers to be used only against the reagent supplier's brand of reagent kits. The
commitments as per these arrangements are either purchase commitments or rate commitments based on the
workloads. The value of purchase commitments for the remaining number of years are Rs. 155.31 crore (31 March
2021 : 78.98 crore) of which annual commitment for next financial period of twelve months is Rs. 40.44 crore (31
March 2021 : 36.78 crore) as per the terms of these arrangements.
36 Related parties
A. Details of related parties:
Description of relationship Names of related parties
Holding Company* API Holdings Limited (Since 2 September 2021)
Subsidiary of the Holding Company Akna Medical Private Limited (Since 2 September 2021)
Subsidiary Nueclear Healthcare Limited
Associates Equinox Labs Private Limited
Enterprise over which directors and their relatives exercise Thyrocare Gulf Laboratories WLL (Upto 1 September 2021)
control or influence, where transactions have taken place Sumathi Infra Project LLP (Upto 1 September 2021)
during the year Sumathi Healthcare Private Limited (Upto 1 September 2021)
(Previously known as Sumathi Construction Private Limited)
Mahima Advertising LLP (Upto 1 September 2021)
Thyrocare Properties & Infrastructure Private Limited (Upto 1
September 2021)
Thyrocare Publications LLP (Upto 1 September 2021)
Pavilion Commercial Private Limited (Upto 1 September 2021)
Key Management Personnel (KMP) Dr A Velumani, Managing Director (upto 1 September 2021)
A Sundararaju, Director (upto 1 September 2021)
Amruta Velumani, Director (upto 1 September 2021)
Sachin Salvi, CFO (Since 28 January 2022)
Relatives of KMP Dr A Velumani HUF (HUF in which Dr A Velumani is Karta) (Upto 1
September 2021)
Anand Velumani (son of Dr A Velumani) (Upto 1 September 2021)
A Sundararaju HUF (HUF in which A Sundararaju is Karta) (Upto 1
September 2021)
S Susila (sister of Dr A Velumani) (Upto 1 September 2021)
* * Pursuant to an order dated September 24, 2021, Regional Director, Ministry of Corporate Affairs, Mumbai, approved the scheme of
amalgamation for amalgamation of Medlife International Private Limited, Evriksh Healthcare Private Limited with our Holding Company
filed under Section 233 of the Companies Act, with the appointed date of January 25, 2021. Accordingly the transactions with Medlife
International Private Limited are disclosed under the transactions with the holding company.


B. Transactions with key management personnel

i. Key management personnel compensation
Particulars Transactions during the year Balance outstanding as at

31 March 2022 31 March 2021 31 March 2022 31 March 2021
Dr A Velumani 0.00* 0.00* - -
A Sundararaju 0.25 0.55 - -
Sachin Salvi 0.14 - - -
0.39 0.55 - -
* Amount less than Rs. 0.01 crore
As the liabilities for defined benefit plans are provided on actuarial basis for the Company as a whole, the amount
pertaining to key managerial personnel are not separately determined and hence not included in the above amounts.
ii. Transactions with key management personnel including directors

Dividend paid
Dr A Velumani 22.23 14.82 - -
Amruta Velumani 1.13 0.75 - -
C. Related party transaction other than those with key management personnel

Material sale
Sumathi Healthcare Private Limited 0.03 0.02 - -
API Holdings Limited 2.41 - 1.66 -
Akna Medical Private Limited 0.01 - - -
Thyrocare Gulf Laboratories WLL 0.12 - 1.07 -
Purchase of material
API Holdings Limited 0.02 - - -
Rent received / receivable
Nueclear Healthcare Limited 0.62 0.39 - -
Outlab processing charges paid / payable
Equinox Labs Private Limited 0.00* 0.00* - 0.03
Payment of lease liabilities
Lease payments received from sub-leases
Thyrocare Gulf Laboratories WLL - 0.83 - -
Akna Medical Private Limited 0.05 - 0.02
Provision for doubtful trade receivables
Thyrocare Gulf Laboratories WLL - - - 2.27
Loans to subsidiary



Nueclear Healthcare Limited - 1.72 - 6.35
Loans repaid by subsidiary
Nueclear Healthcare Limited 6.35 - - -
Interest income
Reimbursement of expenses paid
Reimbursement of expenses received/ receivable
Nueclear Healthcare Limited 0.58 0.69 - 0.05
Technical assistance fees income
Thyrocare Gulf Laboratories WLL 1.19 2.17 4.65 2.60
Advance for Purchase of property
Nueclear Healthcare Limited - 10.00 10.00 10.00
Purchase of property, plant and equipment, additions to
capital work-in-progres
Nueclear Healthcare Limited - 0.92 - 0.92
API Holdings Limited 1.49 - 0.00* -
Sale of property, plant and equipment, additions to capital
work-in-progres
Thyrocare Gulf Laboratories WLL 0.30 0.18 0.30 -
Dividend paid
Anand Velumani 0.95 0.63 - -
Dr A Velumani HUF 2.25 1.49 - -
A Sundararaju HUF 3.62 2.42 - -
Sumathi Infra Project LLP 2.36 1.58 - -
Mahima Advertising LLP 1.89 1.26 - -
Thyrocare Properties & Infrastructure Private Limited 7.84 5.22 - -
Thyrocare Publications LLP 9.80 6.53 - -
Pavilion Commercial Private Limited 0.02 0.01 - -
Investment in equity instruments (At historical cost)
Equinox Labs Private Limited - - 20.00 20.00
Nueclear Healthcare Limited - - 194.67 194.67
Provision for impairment of investment in subsidiary
company
Nueclear Healthcare Limited - - (44.33) (44.33)
Security deposit taken
Nueclear Healthcare Limited - - 1.15 1.15
Security deposit given
Sumathi Healthcare Private Limited 1.35 - 1.35 -
Nueclear Healthcare Limited - 0.12 0.16 0.16
Notes :
i. The key management personnel and his relatices exercised control and significant influence on other entities, through
their investment in those entities. These entities had transactions in the normal course of busines with the Company
during the reporting period. The terms and conditions of these transactions were at an arm's length.


37 Additional information to the Ind AS consolidated financial statements

a. Due to Micro and Small Enterprises
Under the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED) which came into force from 2 October
2006, certain disclosures are required to be made relating to Micro and Small enterprises. On the basis of the information
and records available with the Management, the outstanding dues to the Micro and Small enterprises as defined in the
Micro, Small and Medium Enterprises Development Act, 2006 are set out in following disclosure. This has been relied
upon by the auditors.
31 March 2022 31 March 2021

(i) the principal amount and the interest due thereon remaining unpaid to any supplier 0.48 0.53
at the end of each accounting year;
(ii) the amount of interest paid by the buyer in terms of section 16 of the Micro, Small - -
and Medium Enterprises Development Act, 2006, along with the amount of the
payment made to the supplier beyond the appointed day during each accounting
period;
(iii) 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) but without
adding the interest specified under the Micro, Small and Medium Enterprises
Development Act, 2006;
(iv) the amount of interest accrued and remaining unpaid at the end of each accounting - -
period; and
(v) the amount of further interest remaining due and payable even in the succeeding - -
periods, until such date when the interest dues above are actually paid to the small
enterprise, for the purpose of disallowance of a deductible expenditure under
section 23 of the Micro, Small and Medium Enterprises Development Act, 2006.
b. Docon Technologies Private Limited [CIN : U72900KA2016PTC126436], a private limited company incorporated under the
laws of India and having their registered office at 4th Floor, Prestige Blue Chip Software Park Block 1, Hosur Road, Madiwala
Range, Dairy Colony, Bangalore, Karnataka – 560029, India, (hereinafter referred to as the “Purchaser”) has entered
into a share purchase agreement dated 25 June 2021 with the then promoters and promoter group shareholders (the
“Share Purchase Agreement” or “SPA”), pursuant to which the Purchaser has agreed to acquire from these shareholders
3,49,72,999 Equity Shares of the Company representing 66.11% of the expanded voting share capital, completion of which
was subject to the satisfaction of certain conditions precedent under the Share Purchase Agreement. The sale of such
Equity Shares under the Share Purchase Agreement was proposed to be executed at a price of ` 1,300.00/- per Equity
Share (the “SPA Price”) as an off-market trade. The Share Purchase Agreement also set forth the terms and conditions
agreed between the Purchaser and these Shareholders, and their respective rights and obligations.
Since the Purchaser had entered into an agreement to acquire voting rights in excess of 25.00% of the equity share
capital and control over the Company, the Purchaser alongwith API Holdings Limited [CIN : U60100MH2019PTC323444],
a public limited company incorporated under the laws of India (previously known as API Holdings Private Limited)
and having their registered office at 902, 9th Floor, Raheja Plaza 1, B-Wing, Opposite R-City Mall, L.B.S. Marg,
Ghatkopar West, Mumbai 400086, Maharashtra, India, (hereinafter referred to as the “PAC”) made an Open Offer
under Regulation 3(1) and Regulation 4 of the SEBI (SAST) Regulations. The Purchaser alongwith the PAC acquired
additional 26,83,093 Equity Shares of the Company representing 5.11% of the expanded voting share capital,
in Open Offer. Pursuant to the Open Offer and consummation of the transaction contemplated under the Share
Purchase Agreement, the Purchaser took control over the Company and the Purchaser became the promoter of the
Company including in accordance with the provisions of the SEBI (LODR) Regulations, w.e.f. 2 September 2021.
The Company has adopted change in accounting polcies to align with the accounting policies of the parent group, mainly
method of valuation of inventories from FIFO to weighted average, prospectively, resulting in adjustment of Rs. 0.21 crore
in the operning stock and carrying amount of profit and loss account.
c. In accordance with Indian Accounting Standard 108 'Operating Segment', segment information has been given in the
consolidated financial statements of the Company which are presented in the same annual report.


d. The Company's international transactions and domestic transactions with related parties are at arm's length as per the
independent accountants report for the year ended 31 March 2021. Management believes that the Group's international
transactions and domestic transactions with related parties for the year ended 31 March 2022 and post 31 March
2022 continue to be at arm's length and that the transfer pricing legislation will not have any impact on these financial
statements, particularly on amount of tax expense and that of provision for taxation.
e. Disclosure as per Regulation 53(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations
Loans and advances in the nature of loans given to subsidiaries, associates and others and investment in shares of the
Company by such parties :
Name of entity Relationship Amount outstanding as at Maximum balance outstanding
during the year
Nueclear Healthcare Limited Wholly owned - 6.35 - 6.35
subsidiary
company
The above loan was given to the subsidiary for its business activities at an interest rate at 9% p.a. (31 March 2021 : 9%
p.a.).
Disclosure as per Section 186 of the Companies Act, 2013

The details of loans, guarantees and investments under Section 186 of the Companies Act, 2013 read with the Companies
(Meetings of Board and its Powers) Rules, 2014 are as follows :
(i) Details of investments made are given in Note 6 and Note 7.
(ii) Details of the loans given by the Company is given in Note 8A.
(iii) There are no guarantees issued by the Company in accordance with section 186 of the Companies Act, 2013 read
with rules issued thereunder.
f. Disclosure as per the Advisory issued by the Securities and Exchange Board of India of material impact of COVID-19
pandemic on listed entities under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the
‘LODR Regulations’/ ‘LODR’)
Impact on business
The novel coronavirus [COVID-19] pandemic spread around the globe rapidly since December 2019. The virus
has taken its toll on not just human life, but business and financial markets too, the extent of which is indeterminate.
In view of the lockdown across the country due to the outbreak of COVID pandemic, operations of the Company (collection
centers, imaging centers, centralized processing laboratory, regional processing laboratories and offices, etc.) were
scaled down or shut down from second half of March 2020. However in the financial year ended 31 March 2022 and in
the second half of financial year in specific, there is significan revival across all sectors of the economy.
The Company being into healthcare sector is always better equipped to manage the operations effectively during the
course of the pandamic.
The Company is authorized by ICMR to perform COVID-19 tests using RT-PCR technology.
The COVID-19 containment related measures were relaxed in most of the states since February 2022 with domestic/
international travelling/ transportation too restored back. The Company continues to closely monitor the situation and will
take appropriate action as necessary to scale up operations in compliance with the applicable regulations. As per the
Company's current assessment , there is no significant impact estimated in respect of the carrying amounts of assets of
the Company including inventories, intangible assets, trade receivables, investments and other financial assets, and the
Company continues to closely monitor changes in future economic conditions.


Steps taken for smooth functioning of operations

The business of the Company largely depends on the tests requisitioned by the medical practitioners, hospitals, clinics
and dispensaries. The tests requisitioned are processed at the centralised processing laboratory or at regional processing
laboratory. The Company has adequate resources to ensure that the samples are routed to the centralised processing
laboratory or at regional processing laboratories. Meanwhile, the Company, being engaged into healthcare activities, has
already taken all adequate measures to ensure safety of its employees, executives, senior employees, directors, vendors
and customers, to ensure smooth and safe functioning of operations.
g. Other disclosures
The Company has conserved sufficient liquid resources to ensure the operations of the Company are conducted smoothly.
The company has no debt obligations as on date and there are no impact foreseen on the assets of the Company, other
thant already disclosed in these financial statement or this disclosure.
The Company has inculcated prudent financial discipline among the management team to ensure maintenance and
improvising the financial stability and strength of the Company through enhanced internal financial reporting and
better control.
h. Capital Management
For the purpose of the Company's capital management, capital includes issued capital and all other equity reserves
attributable to the equity shareholders of the Company, the primary objective when managing capital is to safeguard its
ability to continue as a going concern and to maintain an optimal capital structure so as to maximise shareholder value.
The capital structure of the Company consists of equity attributable to the owners of the Company, comprising
issued capital, reserves and accumulated profits as presented in the statement of changes in equity.
Consequent to such capital structure, there are no external imposed capital requirements. In order to maintain or achieve
an optimal capital structure, the Company allocates its capital for distribution as dividend or reinvestment into business
based on its long term financial plans.
i. The Code on Social Security 2020 (‘the Code’) relating to employee benefits, during the employment and post-employment,
has received Presidential assent on September 28, 2020. The Code has been published in the Gazette of India. Further, the
Ministry of Labour and Employment has released draft rules for the Code on November 13, 2020. However, the effective
date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are also not
yet issued. The Company will assess the impact of the Code and will give appropriate impact in the financial statements
in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
j. Other Statutory Information:

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the
Company for holding any Benami property.
(ii) The Company do not have any transactions with companies struck off.
(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
(iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Company have not advanced or extended loan 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 Company have not received any funds 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 does not have any 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.
k. Corporate Social Responsibility

Expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule
VII thereof – Rs. 5.56 Crore (Previous year- Rs. 2.28 crore) Gross amount required to be spent during the year.
i. Gross amount required to be spent by the Company towards Corporate Social Responsibility is Rs. 2.83 Crore
(Previous year- Rs. 2.71 Crore)
ii. Details of amount spent are as under:
Particulars In cash Yet to be paid In cash Yet to be paid Total
in cash
Construction / acquisition of any asset - - -
On purposes other than (1) above 5.56 - 5.56
iii. No expenditure has been paid to a related party, in relation to CSR expenditure as per Ind-AS 24, Related
Party Disclosures.
I. Gross Amount required to be spent as per Section 135 of the Act 2.83 2.71
Add: Amount Unspent from previous years 2.19 1.76
Total Gross amount required to be spent during the year 5.02 4.47

II. Amount approved by the Board to be spent during the year 5.02 4.47
III. Amount spent during the year on

(i) Construction/acquisition of an asset - -
(ii) On purposes other than (i) above 5.56 2.28
IV. Details related to amount spent/ unspent

Promotion of Skill development of Youths 5.25 1.13
Women & Child Care 0.06 0.47
Women empowerment t & Promotion of Education - 0.02
Support to old age home 0.10 0.20
Covid cintainment measure 0.15 0.46
Accrual towards unspent obligations in relation to:
Ongoing projects - 2.19
Other than Ongoing projects - -
TOTAL 5.56 4.47


V. Nature of Project Balance as at April 01, Amount Amount spent during Balance as at
2021 required to the year March 31, 2022
be spent
With the In during the From the From With the In Separate
Company Separate year Company's separate Company CSR
CSR Account CSR Unspent
Unspent Unspent Account
Account Account
Promotion of Skill - 2.19 5.02 3.37 2.19 - -
development of Youths
VI. Details of CSR expenditure in respect of other than ongoing projects
Nature of Activity Balance unspent Amount deposited Amount Amount spent Balance
as at 1 April 2021 in Specified Fund of required to be during the year unspent as at
Schedule VII of the Act spent during 31 March 2022
within 6 months the year
NIL - - - - -
NIL - - - - -
VII. Details of excess CSR expenditure
Nature of Activity Balance excess as at 1 Amount required Amount spent Balance excess as
April 2021 to be spent during during the year at 31 March 2022
the year
Promotion of Skill - 5.02 5.56 (0.54)
VIII. Contribution to Related Parties/ CSR Expenditure incurred with Related Parties
Name Nature of Relation-ship March 31, 2022 March 31, 2021

NIL - - -
IX. Disclosures on Shortfall

Amount Required to be spent by the Company during the year 2.83 2.71
Actual Amount Spent by the Company during the year 5.56 2.28
Shortfall at the end of the year (2.73) 0.43
Total of previous years shortfall 2.19 1.76
Reason for shortfall - State reasons for shortfall in expenditure NA Reserved for
ongoing projects


l. Financial Ratios
Year Ended Year Ended Remarks
31 March 2022 31 arch 2021
(i) Current Ratio 3.83 2.91 Current Assets / Current liabilities
(ii) Debt-Equity Ratio 1.15 1.18 Total liabilities/ Total shareholder's equity
(iii) Debt Service Coverage Ratio NA NA
(iv) Return on Equity Ratio 0.29 0.27 Profit after tax/ Shareholder's equity
(v) Inventory Turnover Ratio 26 23 (Average inventory/ COGS)*No of days
(vi) Trade Receivables Turnover Ratio 60 34 (Trade receivables/ Revenue from operations)
*No of days
(vii) Trade Payables Turnover Ratio 18 31 (Trade payables/ COGS plus other expenses)
*No of days
(viii) Net Capital Turnover Ratio 1.08 1.06 Total sales/ Shareholder's equity
(ix) Net Profit Ratio 0.27 0.25 Net profit after tax/ Revenue from operations
(x) Return On Capital Employed 0.40 0.36 EBIT/ Capital employed
(xi) Return on Investment 0.27 0.25 Profit after tax/ Average total assets
The accompanying notes form an integral part of the Ind AS consolidated financial statements.

INDEPENDENT AUDITOR’S REPORT
To the Members of Thyrocare Technologies Limited affairs of the Group and its associate as at March 31, 2022, of
consolidated profit/loss, consolidated changes in equity and
Report on the Audit of the Consolidated Financial its consolidated cash flows for the year then ended.
Statements
Basis for Opinion
Opinion
We conducted our audit in accordance with the Standards
We have audited the accompanying consolidated financial on Auditing (SAs) specified under section 143(10) of the
statements of Thyrocare Technologies Limited (hereinafter Act. Our responsibilities under those Standards are further
referred to as the “Holding Company”) and its subsidiary described in the Auditor’s Responsibilities for the Audit of the
(Holding Company together referred to as “the Group”), Consolidated Financial Statements section of our report. We
which comprise the Consolidated Balance Sheet as at March are independent of the Group and its associate in accordance
31, 2022, and the Consolidated Statement of Profit and Loss, with the ethical requirements that are relevant to our audit of
the Consolidated Statement of Changes in Equity and the the consolidated financial statements in India in terms of the
Consolidated Statement of Cash Flows for the year then Code of Ethics issued by Institute of Chartered Accountant of
ended, and notes to the Consolidated Financial Statements, India (“ICAI”), and the relevant provisions of the Act and we
including a summary of significant accounting policies and have fulfilled our other ethical responsibilities in accordance
other explanatory information (hereinafter referred to as “the with these requirements. We believe that the audit evidence
consolidated financial statements”). we have obtained is sufficient and appropriate to provide a
basis for our opinion.
In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid consolidated Key Audit Matters
financial statements give the information required by the Key audit matters are those matters that, in our professional
Companies Act, 2013 (“the Act”) in the manner so required judgment, were of most significance in our audit of the
and give a true and fair view in conformity with the Indian consolidated financial statements for the year ended March
Accounting Standards prescribed under section 133 of the 31, 2022 (current year). These matters were addressed in the
Act read with Companies (Indian Accounting Standards) context of our audit of the consolidated financial statements
Rules, 2015 as amended and other accounting principles as a whole, and in forming our opinion thereon, and we do
generally accepted in India, of their consolidated state of not provide a separate opinion on these matters.
Sr. No Key Audit Matter How the Key Audit Matter was addressed in our audit
1 Impairment testing of goodwill. Refer note 2D, 3E and 4D In view of the significance of the matter, we applied the
of consolidated financial statement following audit procedures in this area, among others to
The company has significant investment in its wholly owned
subsidiary, Nueclear Healthcare Limited (‘NHL’). The (a) Evaluated the process followed by the Company in
investment is carried at cost less impairment, if any. NHL has respect of performing the annual impairment analysis
continued to incur losses since inception and consequently of investment in subsidiary.
the Company is required to perform impairment testing of
(b) Evaluated the design and implementation and tested
the carrying value of the investment at each reporting date.
the operating effectiveness of the key internal controls
The company is required to test the investment for indicators related to the Company’s process of relating to review
of existence of impairment if any, annually and frequently of the annual impairment analysis, including controls
as and when there is an indication that the investment may over determination of key assumptions underlying
be impaired. the valuation.
Changes in the business environment can have a significant (c) Evaluated the reasonableness of the assumptions,
impact on the valuation of these investments. The annual particularly forecasted revenue growth rate and related
impairment testing of the investment in NHL comprises costs based on our knowledge of the Company’s
estimating the recoverable value of the investment by business and the nature of it’s operations. Assessed the
using the Discounted Forecast Cashflow Model (DCF) and reasonableness of the forecast based on comparison
comparing it with the carrying value of the said investment with the actual results till date.
at the reporting date. In cases where the recoverable value
(d) Involved the valuation professionals with specialized
of the investment is observed to be lower than carrying
skills and knowledge to assist in evaluating the
value thereof, an impairment loss is recognized in the
valuation model used and the underlying assumptions.
statement of Profit and loss.

Financial Statements | Consolidated 157
The valuation process involves making significant (e) Evaluated the assumptions used by the company in
judgements based on assumptions and estimates as a performing the impairment analysis such as EBITDA,
result the process is complex. There is certain amount of revenue growth rate, terminal growth rate, discount
uncertainty involved in forecasting the future cashflows rate by comparing it to the publicly available to the
and discounting the same which form the basis of the market indices and industry specific indices.
assessment of recoverability of the investment.
(f) Tested the arithmetical accuracy of the Cashflow
Projections and reasonableness of the impairment
In view of the complexities, judgements and estimates
assessment performed based on the same.
involved in the process and the magnitude of the likely
impact, we have identified testing of impairment in the (g) Performed a sensitivity analysis to evaluate the
value of investment in NHL as a key audit matter. impact of changes in key assumptions individually
or collectively to the recoverable value.
The recoverable amount is based on the value in use
(h) Assessed the adequacy of disclosures in the
model and has been derived from discounted forecast
consolidated financial statements.
cash flow model.
We identified the impairment indicators and resultant

provisions, if any, in respect of investment in the subsidiary
as a key audit matter considering:
(a) The significance of the value of this investment in the
Standalone Balance Sheet of the company.
(b) Performance and net worth of this entity and
(c) The degree of judgement involved in determining the
recoverable amount of this investment including:
(i) Valuation assumptions such as discount rate
and terminal growth rate.
(ii) Business assumptions such as revenue growth
rate, related costs and the resultant cash flows
projected to be generated from this investment
over period.
2 Recognition of revenue from sale of testing services. Refer In view of the significance of the matter, we applied the
Note 2D, 3M and 26 of consolidated financial statements. following audit procedures in this area, among others to
The company earns a significant amount of revenue from
“testing services” which is the key stream of revenue (a) Obtained an understanding of the systems, processes
presently. Revenue from sale of testing services is and controls implemented by the company and
recognized at a point in time once the testing samples evaluated the design and implementation of internal
are analysed for requisitioned diagnostics tests. We have controls for measuring and recording revenue.
identified recognition of revenue from sale of testing
(b) Tested the design, implementation and operating
services as a key audit matter because revenue is the
effectiveness of the Company’s key Information
key performance indicator. In addition, there is a risk that
Technology (IT) General controls, key IT applications/
revenue is recognized at a point in time different from
manual controls including testing of controls relating
the time of fulfilment of the performance obligation and
to timing of revenue recognition, by involving IT
consequent rendering of testing services by the company,
specialists. This includes access controls, change
due to pressure to achieve performance targets and to
controls, program development controls and IT
meet external expectations at the year end.
operation controls;

(c) For selected sample of transactions (using statistical
sampling), we analysed when the testing samples
are processed for requisitioned diagnostic tests and
matched it with the timing of recognition of revenue;
(d) Tested the reconciliation of revenue recorded as per
the Billing system to the revenue recorded as per the
Accounting system;
(e) Performed substantive testing by selecting samples
(using statistical sampling) of revenue transactions
recorded during the year (and before and after the
financial year end) and traced to the underlying
evidence of tests conducted and results concluded.
(f) Verified manual journal entries, if any, posted to
revenue account to identify unusual adjustments to
revenue, If any.
(g) Verified the adequacy of disclosures in respect of
revenue in the consolidated financial statements.
Information Other than the Consolidated Financial 133 of the Act. The respective Board of Directors of the
Statements and Auditor’s Report Thereon companies included in the Group and of its associate are
The Holding Company’s Board of Directors is responsible for responsible for the maintenance of adequate accounting
the other information. The other information comprises the records in accordance with the provisions of the Act for
Management report, Director’s report etc but does not include safeguarding the assets of the Group and for preventing
the consolidated financial statements and our auditor’s and detecting frauds and other irregularities; the selection
report thereon. and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent;
Our opinion on the consolidated financial statements does not and the design, implementation and maintenance of adequate
cover the other information and we do not express any form
internal financial controls, that were operating effectively for
of assurance conclusion thereon.
ensuring accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the
In connection with our audit of the consolidated financial
statements, our responsibility is to read the other information consolidated financial statements that give a true and fair
and, in doing so, consider whether the other information view and are free from material misstatement, whether due
is materially inconsistent with the consolidated financial to fraud or error, which have been used for the purpose of
statements or our knowledge obtained in the audit or preparation of the consolidated financial statements by the
otherwise appears to be materially misstated. If, based on the Directors of the Holding Company, as aforesaid.
work we have performed, we conclude that there is a material
misstatement of this other information, we are required to In preparing the consolidated financial statements, the
report that fact. We have nothing to report in this regard. respective Board of Directors of the companies included in
the Group and of its associate are responsible for assessing
Responsibilities of Management and Those the ability of the Group and of its associate to continue as
Charged with Governance for the Consolidated a going concern, disclosing, as applicable, matters related
Financial Statements to going concern and using the going concern basis of
The Holding Company’s Board of Directors is responsible accounting unless the Board of Directors either intends to
for the preparation and presentation of these consolidated liquidate the Group or to cease operations, or has no realistic
financial statements in term of the requirements of the Act that alternative but to do so.
give a true and fair view of the consolidated financial position,
consolidated financial performance and consolidated cash The respective Board of Directors of the companies
flows of the Group including its Associate in accordance included in the Group and of its associate are responsible
with the accounting principles generally accepted in India, for overseeing the financial reporting process of the Group
including the Accounting Standards specified under section and of its associate.

Auditor’s Responsibilities for the Audit of the b. In our opinion, proper books of account as required
Consolidated Financial Statements by law relating to preparation of the aforesaid
Our objectives are to obtain reasonable assurance about consolidated financial statements have been kept
whether the consolidated financial statements as a whole are so far as it appears from our examination of those
free from material misstatement, whether due to fraud or error, books and the reports of the other auditor.
and to issue an auditor’s report that includes our opinion.
c. The Consolidated Balance Sheet, the Consolidated
Reasonable assurance is a high level of assurance but is
Statement of Profit and Loss, the Consolidated
not a guarantee that an audit conducted in accordance with
Statement of Changes in Equity and the Consolidated
Standards on Auditing (“SAs”) will always detect a material
Statement of Cash Flow dealt with by this Report
misstatement when it exists. Misstatements can arise from
are in agreement with the relevant books of account
fraud or error and are considered material if, individually
maintained for the purpose of preparation of the
or in the aggregate, they could reasonably be expected to
consolidated financial statements.
influence the economic decisions of users taken on the basis
of these consolidated financial statements. d. In our opinion, the aforesaid consolidated financial
statements comply with the Accounting Standards
We give in “Annexure A” a detailed description of specified under Section 133 of the Act read with
Auditor’s responsibilities for Audit of the Consolidated Rule 7 of the Companies (Accounts) Rules, 2014.
Financial Statements.
e. On the basis of the written representations received
from the directors of the Holding Company as on
Other Matters March 31, 2022 taken on record by the Board of
a. The consolidated financial statements also include the Directors of the Holding Company and the reports
share of net loss of Rs. (0.18) Crores for the year ended of the statutory auditors of its subsidiary company
March 31, 2022, as considered in the consolidated and the associate company incorporated in India,
financial statements, in respect of one associate, none of the directors of the Group companies
whose financial statements have not been audited by and its associate company incorporated in India
us. These financial statements have been audited by are disqualified as on March 31, 2022 from being
other auditor whose report have been furnished to us by appointed as a director in terms of Section 164 (2)
the Management and our opinion on the consolidated of the Act.
financial statements, in so far as it relates to the amounts
and disclosures included in respect of that associate, f. With respect to the adequacy of internal financial
and our report in terms of sub-section (3) of Section 143 controls over financial reporting of the Group and
of the Act, in so far as it relates to the aforesaid associate, the operating effectiveness of such controls, refer
is based solely on the report of the other auditor. to our separate report in “Annexure B”.
b.
The consolidated Ind AS financial statements of g. With respect to the other matters to be included in
the Company for the year ended March 31, 2021, the Auditor’s Report in accordance with Rule 11 of
were audited by another auditor whose report dated the Companies (Audit and Auditor’s) Rules, 2014,
May 08, 2021 expressed an unmodified opinion on in our opinion and to the best of our information and
those statements. according to the explanations given to us:
i.
The consolidated financial statements
Our opinion on the consolidated financial statements, and disclose the impact of pending litigations
our report on Other Legal and Regulatory Requirements on the consolidated financial position of the
below, is not modified in respect of the above matters with Group and its associate – Refer Note 37 to the
respect to our reliance on the work done and the report of consolidated financial statements.
the other auditor and the financial statements certified by
the Management. ii. The Group and its associate did not have
any material foreseeable losses on long-term
contracts including derivative contracts.
Report on Other Legal and Regulatory
Requirements iii There were no amounts which were required
to be transferred to the Investor Education
1. As required by Section 143(3) of the Act, we report, to
and Protection Fund by the Holding Company,
the extent applicable, that:
its subsidiary company and the associate
a. We have sought and obtained all the information company incorporated in India.
and explanations which to the best of our
knowledge and belief were necessary for the (iv) (1) Under Rule 11(e)(i)
purposes of our audit of the aforesaid consolidated The respective Managements of the Holding
financial statements. Company and its subsidiary which are

companies incorporated in India whose in India whose financial statements have been
financial statements have been audited under audited under the Act, and according to the
the Act have represented to us and the other information and explanations provided to us
auditor of such associate respectively that, by the Management of the Holding company
to the best of their knowledge and belief, in this regard nothing has come to our or other
no funds have been advanced or loaned or auditors’ notice that has caused us or the other
invested (either from borrowed funds or share auditors to believe that the representations
premium or any other sources or kind of under sub-clause (i) and (ii) of Rule 11(e) as
funds) by the Holding Company or subsidiary provided under (1) and (2) above, contain any
and associate to or in any other person(s) or material mis-statement.
entity(ies), including foreign entities with the
understanding, whether recorded in writing or (v) Under Rule 11(f)
otherwise, as on the date of this audit report, On the basis of our verification and on consideration
that such parties shall, directly or indirectly lend of the report of the statutory auditors of subsidiary
or invest in other persons or entities identified and the associate that are Indian companies under
in any manner whatsoever by or on behalf the Act, the interim dividend declared by the
of the Holding Company or its subsidiary or Holding Company, its subsidiary and the associate
associate (“Ultimate Beneficiaries”) or provide during the year are in accordance with section 123
any guarantee, security or the like on behalf of of the Companies Act 2013 to the extent it applies to
the Ultimate Beneficiaries. declaration of dividend. However, the said dividend
was not paid on the date of this audit report.
(2) Under Rule 11(e)(ii)
The respective Managements of the Holding 2. As required by The Companies (Amendment) Act,
Company and its subsidiary, which are 2017, in our opinion, according to information,
companies incorporated in India whose explanations given to us, the remuneration paid by
financial statements have been audited under the Group and its associate to its directors is within
the limits laid prescribed under Section 197 of the
the Act have represented to us and the other
Act and the rules thereunder.
auditor of such associate respectively that, to
the best of their knowledge and belief, no funds
3. According to the information and explanations given
have been received by the Holding Company
to us and based on the CARO reports issued by us
or any of such subsidiary and associate from
for the Company and on consideration of CARO
any person(s) or entity(ies), including foreign
reports by statutory auditors of the subsidiary and
entities with the understanding, whether
the associate included in the consolidated financial
recorded in writing or otherwise, as on the
statements of the Company to which reporting
date of this audit report, that the Holding
under CARO is applicable, we report that there are
Company or its subsidiary or associates shall,
no Qualifications and/or adverse remarks.
directly or indirectly, lend or invest in other
persons or entities identified in any manner
whatsoever by or on behalf of the Funding
For M S K A & Associates
Party (“Ultimate Beneficiaries”) or provide any
Chartered Accountants
guarantee, security or the like on behalf of the
ICAI Firm Registration No. 105047W
Ultimate Beneficiaries.
(3) Under Rule 11(e) (iii) Vaijayantimala Belsare

Based on the audit procedures that have Partner
been considered reasonable and appropriate Membership No. 049902
in the circumstances performed by us UDIN: 22049902AIDSUO9511
and that performed by the auditors of the Place: Mumbai
associate which are companies incorporated Date: April 29, 2022

ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT ON

EVEN DATE ON THE CONSOLIDATED FINANCIAL STATEMENTS
OF Thyrocare Technologies Limited
Auditor’s Responsibilities for the Audit of the • btain sufficient appropriate audit evidence regarding
O
Consolidated Financial Statements the financial information of the entities or business
activities within the Group and its associates and
As part of an audit in accordance with SAs, we exercise
jointly controlled entities to express an opinion on the
professional judgment and maintain professional skepticism
consolidated financial statements. We are responsible
throughout the audit. We also:
for the direction, supervision and performance of the
audit of the financial statements of such entities included
• Identify and assess the risks of material misstatement
in the consolidated financial statements of which we are
of the consolidated financial statements, whether due the independent auditors. For the other entities included
to fraud or error, design and perform audit procedures in the consolidated financial statements, which have
responsive to those risks, and obtain audit evidence been audited by other auditors, such other auditors
that is sufficient and appropriate to provide a basis remain responsible for the direction, supervision and
for our opinion. The risk of not detecting a material performance of the audits carried out by them. We
misstatement resulting from fraud is higher than for remain solely responsible for our audit opinion.
one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the We communicate with those charged with governance of
override of internal control. the Holding Company and such other entities included in
the consolidated financial statements of which we are the
• Obtain an understanding of internal control relevant to independent auditors regarding, among other matters, the
the audit in order to design audit procedures that are planned scope and timing of the audit and significant audit
appropriate in the circumstances. Under section 143(3) findings, including any significant deficiencies in internal
(i) of the Act, we are also responsible for expressing our control that we identify during our audit.
opinion on whether the company has internal financial
controls with reference to financial statements in place We also provide those charged with governance with a
and the operating effectiveness of such controls. statement that we have complied with relevant ethical
requirements regarding independence, and to communicate
• Evaluate the appropriateness of accounting policies with them all relationships and other matters that may
used and the reasonableness of accounting estimates reasonably be thought to bear on our independence, and
where applicable, related safeguards.
and related disclosures made by management.
From the matters communicated with those charged with

• onclude on the appropriateness of management’s use
C
governance, we determine those matters that were of
of the going concern basis of accounting and, based
most significance in the audit of the consolidated financial
on the audit evidence obtained, whether a material
statements for the year ended March 31, 2022(current
uncertainty exists related to events or conditions that
year) and are therefore the key audit matters. We describe
may cast significant doubt on the ability of the Group and these matters in our auditor’s report unless law or regulation
its associates and jointly controlled entities to continue precludes public disclosure about the matter or when, in
as a going concern. If we conclude that a material extremely rare circumstances, we determine that a matter
uncertainty exists, we are required to draw attention should not be communicated in our report because the
in our auditor’s report to the related disclosures in the adverse consequences of doing so would reasonably
consolidated financial statements or, if such disclosures be expected to outweigh the public interest benefits of
are inadequate, to modify our opinion. Our conclusions such communication.
are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or For M S K A & Associates
conditions may cause the Group and its associates Chartered Accountants
and jointly controlled entities to cease to continue as a ICAI Firm Registration No. 105047W
going concern.
Vaijayantimala Belsare
• valuate the overall presentation, structure and content
E Partner
of the consolidated financial statements, including the Membership No. 049902
disclosures, and whether the consolidated financial UDIN: 22049902AIDSUO9511
statements represent the underlying transactions and Place: Mumbai
events in a manner that achieves fair presentation. Date: April 29, 2022

ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT OF

EVEN DATE ON THE CONSOLIDATED FINANCIAL STATEMENTS
OF Thyrocare Technologies Limited
[Referred to in paragraph (f) under ‘Report on Other the respective company’s policies, the safeguarding of its
Legal and Regulatory Requirements’ in the Independent assets, the prevention and detection of frauds and errors,
Auditors’ Report of even date to the Members of Thyrocare the accuracy and completeness of the accounting records,
Technologies Limited on the consolidated Financial and the timely preparation of reliable financial information, as
Statements for the year ended March 31, 2022] required under the Act.
Report on the Internal Financial Controls under Clause Auditor’s Responsibility

(i) of Sub-section 3 of Section 143 of the Companies Act,
Our responsibility is to express an opinion on the internal
2013 (“the Act”)
financial controls with reference to consolidated financial
statements of the Holding company, its subsidiary companies,
Opinion
its associate companies and jointly controlled companies,
In conjunction with our audit of the consolidated financial which are companies incorporated in India, based on our audit.
statements of the Company as of and for the year ended We conducted our audit in accordance with the Guidance
March 31, 2022, we have audited the internal financial
Note on Audit of Internal Financial Controls Over Financial
controls with reference to consolidated financial statements
Reporting (the “Guidance Note”) issued by the ICAI and the
of Thyrocare Technologies Limited (hereinafter referred to
Standards on Auditing prescribed under section 143(10)
as “the Holding Company”) its subsidiary company and its
of the Act, to the extent applicable to an audit of internal
associate company, which are companies incorporated in
financial controls. Those Standards and the Guidance Note
India, as of that date.
require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about
In our opinion, and to the best of our information and according
whether adequate internal financial controls with reference
to the explanations given to us, the Holding Company, its
subsidiary company and its associate company, which are to consolidated financial statements was established and
companies incorporated in India, have, in all material respects, maintained and if such controls operated effectively in all
an adequate internal financial controls with reference to material respects.
consolidated financial statements and such internal financial
controls with reference to consolidated financial statements Our audit involves performing procedures to obtain audit
were operating effectively as at March 31, 2022, based on evidence about the adequacy of the internal financial controls
the internal control with reference to consolidated financial with reference to consolidated financial statements and their
statements criteria established by the respective companies operating effectiveness. Our audit of internal financial controls
considering the essential components of internal control with reference to consolidated financial statements included
stated in the Guidance Note on Audit of Internal Financial obtaining an understanding of internal financial controls with
Controls Over Financial Reporting issued by the Institute of reference to consolidated financial statements, assessing
Chartered Accountants of India (“the ICAI”). the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal
Management’s Responsibility for Internal Financial control based on the assessed risk. The procedures selected
Controls depend on the auditor’s judgement, including the assessment
The respective Board of Directors of the Holding company, of the risks of material misstatement of the consolidated
its subsidiary companies, its associate companies and jointly financial statements, whether due to fraud or error.
controlled companies, which are companies incorporated in
India, are responsible for establishing and maintaining internal We believe that the audit evidence we have obtained and
financial controls based on the internal control with reference the audit evidence obtained by the other auditors in terms
to consolidated financial statements criteria established of their reports referred to in the Other Matters paragraph
by the respective companies considering the essential below, is sufficient and appropriate to provide a basis for our
components of internal control stated in the Guidance Note. audit opinion on the internal financial controls with reference
These responsibilities include the design, implementation to consolidated financial statements of the Holding company,
and maintenance of adequate internal financial controls its subsidiary companies, its associate companies and jointly
that were operating effectively for ensuring the orderly and controlled companies, which are companies incorporated
efficient conduct of its business, including adherence to in India.

Meaning of Internal Financial Controls With including the possibility of collusion or improper management
Reference to Consolidated Financial Statements override of controls, material misstatements due to error or
A company’s internal financial control with reference to fraud may occur and not be detected. Also, projections of any
consolidated financial statements is a process designed evaluation of the internal financial controls with reference to
to provide reasonable assurance regarding the reliability consolidated financial statements to future periods are subject
of financial reporting and the preparation of consolidated to the risk that the internal financial control with reference to
financial statements for external purposes in accordance consolidated financial statements may become inadequate
with generally accepted accounting principles. A company’s because of changes in conditions, or that the degree of
internal financial control with reference to consolidated compliance with the policies or procedures may deteriorate.
financial statements includes those policies and
procedures that (1) pertain to the maintenance of records Other Matters
that, in reasonable detail, accurately and fairly reflect the
Our aforesaid reports under Section 143(3)(i) of the Act on
transactions and dispositions of the assets of the company;
the adequacy and operating effectiveness of the internal
(2) provide reasonable assurance that transactions are
financial controls with reference to consolidated financial
recorded as necessary to permit preparation of consolidated
statements insofar as it relates to one associate company,
financial statements in accordance with generally accepted
which is incorporated in India, is based on the corresponding
accounting principles, and that receipts and expenditures
report of the auditor of such company incorporated in India.
of the company are being made only in accordance with
authorizations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use, or
For M S K A & Associates
disposition of the company’s assets that could have a material
Chartered Accountants
effect on the consolidated financial statements.
ICAI Firm Registration No. 105047W
Inherent Limitations of Internal Financial Controls Vaijayantimala Belsare

With Reference to Consolidated Financial Partner
Statements Membership No. 049902
Because of the inherent limitations of internal financial UDIN: 22049902AIDSUO9511
controls with reference to consolidated financial statements, Place: Mumbai

Consolidated Balance Sheet

As at March 31, 2022

As at As at
Particulars Note
31 March, 2022 31 March, 2021
ASSETS
Non-current assets
Property, plant and equipment 4A 149.59 129.32
Capital work-in-progress 4B 2.95 8.28
Goodwill 4D 100.28 100.28
Other intangible assets 5A 0.83 0.97
Right-of-use assets 5B 34.25 22.49
Equity accounted investees 6 20.92 21.10
Financial assets 9 9.05 3.66
Deferred tax assets 10 6.49 5.63
Other tax assets 11 9.88 10.40
Other non-current assets 12 3.40 3.23
Total non-current assets 337.64 305.36
Current assets
Inventories 13 24.53 23.36
Financial assets
Investments 7 125.21 104.49
Trade receivables 14 93.20 44.68
Cash and cash equivalents 15 13.63 13.20
Other bank balances 15 0.28 2.53
Loans 8 0.06 0.02
Other current assets 17 11.28 2.84
Assets held for sale 4 - 40.35
Total current assets 270.02 240.44
Total assets 607.66 545.80
Equity and liabilities
Equity
Equity share capital 18 52.90 52.87
Other equity 19 473.67 374.41
Equity attributable to owners of the Company 526.57 427.28
Non-controlling interests - -
Total equity 526.57 427.28
Liabilities
Lease liabilities 20 15.70 5.45
Provisions 22A 0.27 13.58
Deferred tax liabilities 10 0.60 4.39
Total non-current liabilities 16.57 23.42
Current liabilities
Lease liabilities 20 5.00 3.04
Trade payables 23
- total outstanding dues of micro enterprises and small enterprises 0.48 0.53
- total outstanding dues of creditors other than micro enterprises 16.05 24.48
and small enterprises
Other financial liabilities 21 23.69 23.43
Current tax liabilities (net) 24 1.44 2.57
Provisions 22B 6.69 3.39
Other current liabilities 25 11.17 37.66
Total current liabilities 64.52 95.10
Total equity and liabilities 607.66 545.80

Consolidated Statement of Profit and Loss


Particulars Note
31 March, 2022 31 March, 2021
Revenue from operations 26 588.86 494.62
Other income 27 29.25 12.43
Total income 618.11 507.05
Expenses
Cost of materials consumed 28a. 166.25 162.37
Purchases of stock-in-trade 28b. 4.32 1.49
Changes in inventories of stock-in-trade 28c. (0.88) 0.04
Employee benefits expense 29 61.13 58.07
Finance cost 2.37 0.87
Depreciation and amortisation expense 4,5 33.87 30.28
Other expenses 30 123.15 101.39
Total expenses 390.21 354.51
Profit before share of profit of associate, exceptional items and tax 227.90 152.54
Share of (loss) of associate 6 (0.18) (0.07)
Profit before tax 227.72 152.47
Tax expense: 31
Current tax 56.21 44.25
Deferred tax (4.63) (4.93)
Total Tax expense 51.58 39.32
Profit for the year 176.14 113.15
Other comprehensive income
Items that will not be reclassified to profit or loss
Re-measurement of defined benefit (liability)/ asset (0.10) (1.87)
Income tax relating to items that will not be reclassified to profit or loss
Remeasurement of defined benefit liability/(asset) 10,31 0.02 0.48
Other comprehensive income for the year, net of tax (0.08) (1.39)
Total comprehensive income for the year 176.06 111.76
Earnings per share [Nominal value of Rs. 10 each]:
(a) Basic (INR) 32(i) 33.30 21.41
(b) Diluted (INR) 32(ii) 33.25 21.37

Consolidated Statement of Cash Flows


31 March, 2022 31 March, 2021
A. Cash flows from operating activities
Net profit before exceptional items, share of profit of associate and income tax 227.90 152.54
Adjustments for:
Depreciation and amortisation 33.87 30.28
Net (gain) on investments (5.22) (3.68)
(Profit) on sale of property, plant and equipment (19.39) (4.20)
Profit on sale of business undertaking (2.13) (1.64)
Allowance for credit impaired 10.20 0.43
Share of loss in associate entity 0.18 0.07
Finance cost 2.37 0.87
Employee stock compensation expense 2.32 1.68
Interest income (0.71) (0.79)
21.49 23.05
Adjustments for :
(Increase) in Inventories (1.17) (2.74)
(Increase) in Trade receivables (58.72) (28.56)
(Increase)/ Decrease in Loans and advances (0.04) 1.54
Decrease/ (Increase) in Other assets (7.51) (4.14)
(Decrease)/ Increase in Trade payables (8.48) 3.15
Increase in Other liabilities 6.71 7.17
(Decrease)/ Increase in Provisions (10.01) 5.93
(79.22) (17.65)
Cash generated from operations 170.17 157.94
Taxes paid (net of refunds) (56.76) (43.21)
Net cash flows generated from operating activities (A) 113.41 114.73
B. Cash flows from investing activities
Purchase of property, plant and equipment, additions to capital work in progress and capital (37.83) (26.69)
advances
Proceeds for sale of property, plant and equipment 22.93 5.31
Proceeds from sale of business undertaking 4.25 4.25
Purchase of current investments (173.00) (136.00)
Proceeds from sale of current investments 157.48 104.21
Investment in term deposits 1.87 (0.11)
Interest received 0.73 0.37
Net cash used) in investing activities (B) (23.57) (48.66)
C. Cash flows from financing activities
Repayment of unsecured loan taken from related party - (2.50)
Payment towards principal portion of lease liabilities (5.38) (5.55)
Payment towards interest portion of lease liabilities (2.38) (0.55)
Interest paid (2.37) (0.14)
Net cash used in financing activities (C) (89.41) (61.58)
Net Increase in Cash and cash equivalents (A+B+C) 0.43 4.49
Cash and cash equivalents at the beginning of the year 13.20 8.71
Cash and cash equivalents at the end of the year 13.63 13.20

Consolidated Statement of Cash Flows

Notes to cash flow statement

1 The above Statement of Cash Flows has been prepared under the ‘Indirect Method’ as set out in the Indian Accounting Standard 7, “Statement of cash
flows”.
2 Reconciliation of cash and cash equivalents with the balance sheet:

Cash and cash equivalents (refer note 15) 13.63 13.20
Balance as per statement of cash flows 13.63 13.20
3 Reconciliation of the movements of liabilities to cash flows arising from financing activities :

Lease Liabilities
Balance at 1 April 2021 8.49 9.94
Changes from financing cash flows
Repayment of lease liabilities - principal portion (5.38) (5.55)
Payment of interest on lease liabilities (2.38) (0.55)
Total changes from financing cash flows (7.76) (6.10)
Other changes
Additional lease liabilities recognised/ (derecognised) during the year 17.59 4.09
Interest expense 2.38 0.55
Balance at 31 March 2022 20.70 8.49

The accompanying notes form an integral part of the Ind AS Consolidated Financial Statements.

Consolidated Statement of Changes in Equity


a. Equity share capital Other equity
Note
b. Other equity
Capital Securities Share General Capital Retained Total
Note reserve premium options reserve redemption earnings
outstanding reserve
31 March 2021
Profit for the year - - - - - 113.15 113.15
equity
Transfer on exercise of stock option 19(c) - - (2.47) - - - (2.47)
Total contributions by and distributions to owners - 2.47 (0.79) - - (52.84) (51.16)
31 March 2022
Profit for the year - - - - - 152.05 152.05
equity
Adjustment on account of change in accounting - - - - - 0.21 0.21
policy [refer note 37(b)]
Transfer on exercise of stock option 19(c) - - (1.80) - - - (1.80)
Total contributions by and distributions to owners - 1.80 0.50 - - (79.10) (76.80)

Notes to the consolidated financial statements

for the year ended 31 March 2022
1. Reporting entity D. Use of estimates and judgments

Thyrocare Technologies Limited (the “Company”) In preparing these consolidated financial statements,
alongwith its subsidiaries Nueclear Healthcare management has made judgments, estimates and
Limited and Thyrocare Employees Stock Option Trust assumptions that affect the application of accounting
[collectively referred to as the “Group”], is one of India’s policies and the reported amount of assets, liabilities,
leading healthcare services providers in diagnostic
income and expenses. Actual results may differ from
segment. The consolidated financial statements include
these estimates.
financial statements of the Company, its Subsidiaries
and its associate, Equinox Labs Private Limited. The
Estimates and underlying assumptions are reviewed on
Group has a centralised fully automated diagnostic
testing laboratory, regional processing laboratories, a an ongoing basis. Revisions to accounting estimates are
medical cyclotron facility and PET-CT facilities across recognized prospectively.
the country. The Company has been incorporated
under the provisions of the Companies Act in India Judgements
and its equity shares are listed on the National Stock Information about judgments made in applying
Exchange (NSE) and Bombay Stock Exchange (BSE) accounting policies that have the most significant effects
in India. The Company’s subsidiaries and associate are
on the amounts recognized in the consolidated financial
also domiciled in India.
statements is included in the following notes:
2. Basis of preparation Note 3 E - Impairment testing for goodwill generated

A. Statement of compliance on consolidation
These consolidated Ind AS financial statements
Note 3 M – Revenue recognition at a point in time
(hereinafter referred to as ‘consolidated financial
statements’) have been prepared in accordance with Note 3 N – Leases: whether an arrangement contains a
Indian Accounting Standards (Ind AS) as per the lease and lease classification
Companies (Indian Accounting Standards) Rules, 2015,
notified under Section 133 of Companies Act, 2013, (the
Assumptions and estimation uncertainties
‘Act’) and other relevant provisions of the Act.

Information about assumptions and estimation
The consolidated financial statements were authorized uncertainties that have a significant risk of resulting in a
for issue by the Company’s Board of Directors on 29 material adjustment are included in the following notes:
April 2022.
Note 3 E - Impairment testing for goodwill generated
The details of the accounting policies are included in
on consolidation
Note 3.
Note 3 I - Impairment of financial and non-financial assets
B. Functional and presentation currency
These consolidated financial statements are prepared in Note 3 J – Assets held for sale – to determine fair value
India Rupees (INR), which is also the Group’s functional less cost to sell
currency. All amounts have been rounded-off to the
nearest crore, unless otherwise indicated. Note 4 and 5 - determining an asset’s expected useful
life and the expected residual value at the end of its life
C. Basis of measurement
Note 10 - recognition of deferred tax assets: availability
The consolidated financial statements are prepared on
of future taxable profit against which tax losses carried
the historical cost basis except for the following items:
forward can be used
Items Measurement basis
Investment Fair value Note 34 – measurement of defined benefit obligations:
Employee shared-based Fair value key actuarial assumptions and
payments at grant date
Net defined benefit Fair Value of plan assets Note 37 – recognition and measurement of provisions
(asset) / liability less present value of and contingencies: key assumptions about the likelihood
defined benefit obligations and magnitude of an outflow of resources.

Notes to Consolidated Financial Statements

(All amounts in Rs crore, unless otherwise stated)
E. Measurement of fair values - Note 4C – investment property;

A number of the Group’s accounting policies and - Note 35 – share-based payment arrangements; and
disclosures require the measurement of fair values, for
both financial and non-financial assets and liabilities. - Note 36 – financial instruments.
The Company, in case of assets held for sale, makes F. Principles of consolidation and equity accounting
use of valuation certificates obtained from third party (i) Business combinations
professionals for determining significant fair value As part of its transition to Ind AS, the Group has
measurement for cases covered under Level 3.
elected to apply the relevant Ind AS, viz. Ind AS
103, Business Combinations, to only those business
The group regularly reviews significant unobservable
combinations that occurred on or after 1 April 2016.
inputs and valuation adjustments. If third party
information, such as statements of asset management
In respect of business combinations, goodwill
companies managing the mutual fund schemes, is used
represents the amount recognised under the
to measure fair values, then the group assesses the
Group’s previously accounting framework under
evidence obtained from the third parties to support the
Indian GAAP.
conclusion that these valuations meet the requirements
of Ind AS, including the level in the fair value hierarchy
in which the valuations should be classified. (ii) Subsidiaries
Subsidiaries are entities controlled by the Group.
Significant valuation issues, if any, are reported to the The Group controls an entity when it is exposed
company’s audit committee. to, or has rights to, variable returns from its
involvement with the entity and has the ability to
Fair value is categorized into different levels in a fair affect those returns through its power to direct the
value hierarchy based on the inputs used in the valuation relevant activities of the entity. Subsidiaries are
techniques as follows. fully consolidated from the date on which control is
- L
evel 1: quoted prices (unadjusted) in active markets transferred to the group. They are deconsolidated
for identical assets or liabilities (includes mutual funds from the date that control ceases. The acquisition
that have quoted price/ declared NAV). method of accounting is used for business
combination by the group.
- L
evel 2: inputs other than quoted prices included in
Level 1 that are observable for the assets or liability,
The Group assesses whether or not it controls an
either directly (i.e. as prices) or indirectly (i.e. derived
from prices). investee if facts and circumstances indicate that
there are changes to one or more of the three
- L
evel 3: inputs for the asset or liability that are not elements of control. Assets, liabilities, income and
based on observable market data (unobservable expenses of a subsidiary acquired or disposed of
inputs). during the year are included in the consolidated
financial statements from the date the Group gains
When measuring the fair value of an asset or a liability,
control until the date the Group ceases to control
the Group uses observable market data as far as
the subsidiary.
possible. If the inputs used to measure the fair value
of an asset or a liability fall into different levels of the

Consolidated financial statements are
fair value hierarchy, then the fair value measurement is
prepared using uniform accounting policies
categorized in its entirety in the same level of the fair
value hierarchy as the lowest level input that is significant for like transactions and other events in similar
to the entire measurement. circumstances. If a member in the Group uses
accounting policies other than those adopted
The group recognizes transfers between levels of the fair in the consolidated financial statements for like
value hierarchy at the end of the reporting period during transactions and events in similar circumstances,
which the change has occurred. appropriate adjustments are made to that member’s
financial statements in preparing the consolidated
Further information about the assumptions made in financial statements to ensure conformity with the
measuring fair values is included in the following notes: Group’s accounting policies.


Consolidation procedure : equity accounted investees are eliminated against

the investment to the extent of the Group’s interest
(a) Combine like items of assets, liabilities, equity,
in the investee. Unrealised losses are eliminated in
income, expenses and cash flows of the parent
the same way as unrealized gains, but only to the
with those of its subsidiary. For this purpose,
income and expenses of the subsidiary are extent that there is no evidence of impairment.
based on the amounts of the assets and
liabilities recognised in the consolidated 3. Significant accounting policies
financial statements at the acquisition date. A. Segment reporting
(b) Offset (eliminate) the carrying amount of the Operating segments are reported in a manner consistent
parent’s investment in each subsidiary and the with the internal reporting provided to the Chief
parent’s portion of equity of each subsidiary. Operating Decision Maker (CODM) as defined in Ind
AS-108 ‘Operating Segments’ for allocating resources
(c)
Eliminate in full intragroup assets and
and assessing performance. The Group operates in
liabilities, equity, income, expenses and cash
three reportable business segment.
flows relating to transactions between entities
of the group.
Refer note 33 in the financial statements for additional
disclosures on segment reporting.
(iii) Non-controlling interests (NCI)
NCI are measured at their proportionate share of B. Current/ non-current classification
the acquiree’s net identifiable assets at the date
The Schedule III to the Act requires assets and liabilities
of acquisition.
to be classified as either current or non-current.
Changes in the Group’s equity interest in a
subsidiary that do not result in a loss of control are The Group presents assets and liabilities in the balance
accounted for as equity transactions. sheet based on current/ non-current classification.
(iv) Loss of control Assets
Any interest retained in the former subsidiary is An asset is classified as current when it satisfies any of
measured at fair value at the date the control is lost. the following criteria :
Any resulting gain or loss is recognised in profit (i) it is expected to be realised in, or is intended
or loss. for sale or consumption in, the Group’s normal
operating cycle;
(v) Equity accounted investees
(ii) it is expected to be realised within twelve months
The Group’s interests in equity accounted investees
from the reporting date;
comprise interests in an associate.
(iii)
it is held primarily for the purposes of being
An associate is an entity in which the Group has
traded; or
significant influence, but not control or joint control,
over the financial and operating policies. (iv) it is cash or cash equivalent unless it is restricted
from being exchanged or used to settle a liability
Interests in associate is accounted for using the for at least twelve months after the reporting date.
equity method. This is initially recognized at cost
which includes transaction costs. Subsequent All other assets are classified as non-current.
to initial recognition, the consolidated financial
statements include the Group’s share of profit or Liabilities
loss and OCI of equity-accounted investees until A liability is classified as current when it satisfies any of
the date on which significant influence ceases. the following criteria :
(vi) Transactions eliminated on consolidation (i) it is expected to be realised in, or is intended
for sale or consumption in, the Group’s normal
Intra-group balances and transactions, and
operating cycle;
any unrealised income and expenses arising
from intra-group transactions, are eliminated. (ii) it is due to be settled within twelve months from the
Unrealised gains arising from transactions with reporting date;


(iii)
it is held primarily for the purposes of being costs that are directly attributable to its acquisition
traded; or or issue.
(iv) the group does not have an unconditional right to

(ii) Classification and subsequent measurement
defer settlement of liability for atleast twelve months
from the reporting date. Financial assets
On initial recognition, a financial asset is classified
All other liabilities are classified as non-current.
as measured at
Operating Cycle - amortised cost;

Operating cycle is the time between the acquisition of -
Fair value through other comprehensive
assets for processing and their realisation in cash or income (FVTOCI); or
cash equivalents.
- Fair value through profit and loss (FVTPL)
Based on the nature of operations and the time between
Financial assets are not reclassified subsequent
the acquisition of assets for processing and their
to their initial recognition, except if and in the
realisation in cash and cash equivalents, the Group has
period the Group changes its business model for
ascertained its operating cycle as twelve months for the
managing financial assets.
purpose of current - non-current classifications of assets
and liabilities.
A financial asset is measured at amortised cost if
it meets both of the following conditions and is not
C. Foreign currency
designated as at FVTPL:
Foreign currency transactions
- the asset is held within a business model
Transactions in foreign currencies are translated into the
whose objective is to hold assets to collect
functional currency of the Group at the exchange rates
contractual cash flows; and
at the dates of the transactions or an average rate if the
average rate approximates the actual rate at the date of - the contractual terms of the financial asset give
the transaction. rise on specified dates to cash flows that are
solely payments of principal and interest on the
Monetary assets and liabilities denominated in foreign
principal amount outstanding
currencies are translated into the functional currency at
the exchange rate at the reporting date. Non-monetary
On initial recognition of an equity investment that
assets and liabilities that are measured at fair value
is not held for trading, the Group may irrevocably
in a foreign currency are translated into the functional
elect to present subsequent changes in the
currency at the exchange rate when the fair value was
investment’s fair value in OCI (designated as FVOCI
determined. Non-monetary assets and liabilities are
— equity investment). This election is made on an
translated at the rate at the date of the transaction.
investment- by- investment basis.
Exchange differences are recognised in statement of
profit or loss.
All financial assets not classified as measured at
amortised cost or FVOCI as described above are
D. Financial instruments
measured at FVTPL. This includes all derivative
(i) Recognition and initial measurement financial assets. On initial recognition, the Group
Trade receivables issued are initially recognised may irrevocably designate a financial asset that
when they are originated. All other financial assets otherwise meets the requirements to be measured
and financial liabilities are initially recognised when at amortised cost or at FVOCI as at FVTPL if doing
the Group becomes a party to the contractual so eliminates or significantly reduces an accounting
provisions of the instrument. mismatch that would otherwise arise.
A financial asset or financial liability is initially Financial assets: Business model assessment
measured at fair value plus except for receivables The Group makes an assessment of the objective
/ contract assets under Ind AS 115 which are of the business model in which a financial asset is
measured at transaction price, for an item not at fair held at a portfolio level because this best reflects
value through profit and loss (FVTPL), transaction the way the business is managed and information


is provided to management. The information In assessing whether the contractual cash flows are
considered includes: solely payments of principal and interest, the Group
considers the contractual terms of the instrument.
-
the stated policies and objectives for This includes assessing whether the financial asset
the portfolio and the operation of those contains a contractual term that could change the
policies in practice. These include whether timing or amount of contractual cash flows such
management’s strategy focuses on earning that it would not meet this condition. In making this
contractual interest income, maintaining a assessment, the Group considers:
particular interest rate profile, matching the - contingent events that would change the
duration of the financial assets to the duration amount or timing of cash flows;
of any related liabilities or expected cash
- terms that may adjust the contractual coupon
outflows or realising cash flows through the rate, including variable interest rate features;
sale of the assets;
- prepayment and extension features; and
- how the performance of the portfolio is
- terms that limit the Group’s claim to cash flows
evaluated and reported to the management;
from specified assets (e.g. non- recourse
- the risks that affect the performance of the features).
business model (and the financial assets held
within that business model) and how those A prepayment feature is consistent with the solely
risks are managed; payments of principal and interest criterion if the
prepayment amount substantially represents
-
how managers of the business are unpaid amounts of principal and interest on the
compensated - e.g. whether compensation is principal amount outstanding, which may include
based on the fair value of the assets managed reasonable additional compensation for early
or the contractual cash flows collected; and termination of the contract. Additionally, for a
financial asset acquired at a significant discount
- the frequency, volume and timing of sales of or premium to its contractual par amount, a feature
financial assets in prior periods, the reasons that permits or requires prepayment at an amount
for such sales and expectations about future that substantially represents the contractual par
sales activity. amount plus accrued (but unpaid) contractual
interest (which may also include reasonable
Transfers of financial assets to third parties in additional compensation for early termination) is
transactions that do not qualify for derecognition treated as consistent with this criterion if the fair
are not considered sales for this purpose, value of the prepayment feature is insignificant at
consistent with the Group’s continuing recognition initial recognition.
of the assets.
Financial assets: Subsequent measurement and
Financial assets that are held for trading or are gains and losses
managed and whose performance is evaluated on Financial These assets are subsequently
a fair value basis are measured at FVTPL. assets measured at fair value. Net gains
at FVTPL and losses, including any interest or
Financial assets: Assessment whether contractual dividend income, are recognised in
cash flows are solely payments of principal and profit or loss.
interest Financial These assets are subsequently
For the purposes of this assessment, ‘principal’ assets at measured at amortised cost using
is defined as the fair value of the financial asset amortised the effective at amortised interest
cost method. The amortised cost is
on initial recognition. ‘Interest’ is defined as
reduced by impairment losses.
consideration for the time value of money and for
Interest cost / income, foreign
the credit risk associated with the principal amount exchange gains and losses and
outstanding during a particular period of time impairment are recognised in
and for other basic lending risks and costs (e.g. profit or loss. Any gain or loss on
liquidity risk and administrative costs), as well as a derecognition is recognised in profit
profit margin. or loss.


Equity These assets are subsequently under the modified terms are substantially different.
investments measured at fair value, Dividends In this case, a new financial liability based on the
at FVOCI are recognised as income in profit modified terms is recognised at fair value. The
of loss unless the dividend clearly difference between the carrying amount of the
represents a recovery of part of the financial liability extinguished and the new financial
cost of the investment. Other net liability with modified terms is recognised in profit
gains and losses are recognised in or loss.
OCI and are not reclassified to profit
or loss. (iv) Offsetting
Financial assets and financial liabilities are offset
Financial liabilities: Classification, subsequent
measurement and gains and losses and the net amount presented in the balance
sheet when, and only when, the Group currently
Financial liabilities are classified as measured at
has a legally enforceable right to set off the
amortised cost or FVTPL. A financial liability is
classified as at FVTPL if it is classified as held for amounts and it intends either to settle them on
trading, or it is a derivative or it is designated as a net basis or to realise the asset and settle the
such on initial recognition. Financial liabilities at liability simultaneously.
FVTPL are measured at fair value and net gains
and losses, including any interest expense, are E. Impairment of Goodwill
recognised in profit or loss. Other financial liabilities Goodwill acquired in business combination is allocated,
are subsequently measured at amortised cost using at acquisition, to the cash generating units (CGUs) that
the effective interest method. Interest expense and
are expected to benefit from that business combination.
foreign exchange gains and losses are recognised
in profit or loss. Any gain or loss on derecognition
The Group’s goodwill on consolidation are tested for
is also recognised in profit or loss.
impairment annually or more frequently if there are
(iii) Derecognition indications that goodwill might be impaired.
Financial assets
The recoverable amounts of the CGUs are determined
The Group derecognises a financial asset when from value-in-use calculations. The key assumptions for
the contractual rights to the cash flows from the
the value-in-use calculations are those regarding the
financial asset expire, or it transfers the rights to
discount rates and revenue growth rates . Management
receive the contractual cash flows in a transaction
estimates discount rates using pre-tax rates that reflect
in which substantially all of the risks and rewards
of ownership of the financial asset are transferred current market assessments of the time value of money
or in which the Group neither transfers nor and the risks specific to the CGUs. The growth rates are
retains substantially all of the risks and rewards based on industry growth forecasts and Management’s
of ownership and does not retain control of the estimates of the future growth in the business. Changes
financial asset. in selling prices and direct costs are based on past
practices and expectations of future changes in
If the Group enters into transactions whereby it the market.
transfers assets recognised on its balance sheet,
but retains either all or substantially all of the Discount rates
risks and rewards of the transferred assets, the
Management estimates discount rates using pre-tax
transferred assets are not derecognised.
rates that reflects current market assessments of the
Financial liabilities risks specific to the CGU, taking into consideration the
time value of money and individual risks of the underlying
The Group derecognises a financial liability when
its contractual obligations are discharged or assets that have not been incorporated in the cash flow
cancelled, or expire. estimates. The discount rate calculation is based on the
specific circumstances of the Group and its operating
The Group also derecognises a financial liability segments and is derived from its weighted average cost
when its terms are modified and the cash flows of capital (WACC).


Growth rates their useful lives unless it is reasonably certain that

The growth rates are based on industry growth forecasts the Group will obtain ownership by the end of the
and Management’s best estimates of the expected future lease term. Freehold land is not depreciated.
growth. Management determines the forecasted growth
The estimated useful lives of items of property, plant
rates based on past performance and its expectations
of market development. and equipment prescribed as per Schedule II are
as follows:
F. Property, plant and equipment
Assets Useful life as per
(i) Recognition and measurement Schedule II
Items of property, plant and equipment are Buildings 60 Years
measured at cost, less accumulated depreciation Plant and equipment 13 Years
and accumulated impairment losses, if any. (diagnostic equipment)
Plant and equipment (others) 15 Years
Cost of an item of property, plant and equipment
comprises its purchase price, including import Office equipment 5 Years
duties and non-refundable purchase taxes, after Furniture and fittings 10 years
deducting trade discounts and rebates, any directly Computers 3-6 years
attributable cost of bringing the item to its working
condition for its intended use and estimated costs
Depreciation method, useful lives and residual
of dismantling and removing the item and restoring
values are reviewed at each financial year-
the site on which it is located.
end and adjusted if appropriate. Based on
technical evaluation and consequent advice, the
If significant parts of an item of property, plant
and equipment have different useful lives, then management believes that its estimates of useful
they are accounted for as separate items (major lives as given above best represent the period over
components) of property, plant and equipment. which management expects to use these assets.
Depreciation on additions (disposals) is provided

Any gain or loss on disposal of an item of property,
on a pro-rata basis i.e. from (upto) the date on
plant and equipment is recognised in profit or loss.
which asset is ready for use (disposed of).
(ii) Transition to Ind AS
(iv) Reclassification to investment property
On transition to Ind AS, the Group has elected
to continue with the carrying value of all of its When the use of a property changes from owner-
property, plant and equipment recognised as at 1 occupied to investment property, the property is
April 2016, measured as per the previous GAAP, reclassified as investment property at its carrying
and use that carrying value as the deemed cost of amount on the date of reclassification.
such property, plant and equipment.
G. Other Intangible assets
(iii) Subsequent expenditure Before transition to Ind AS, other intangible assets
Subsequent expenditure is capitalised only if including those acquired by the Group are initially
it is probable that the future economic benefits measured at cost. Such intangible assets are
associated with the expenditure will flow to subsequently measured at cost less accumulated
the Group. amortisation and any accumulated impairment losses.
Subsequent expenditure is capitalised only when it
(iii) Depreciation increases the future economic benefits embodied in the
Depreciation is calculated on cost’ of items of specific asset to which it relates. The intangible assets
property, plant and equipment less their estimated acquired by the Group, after transition to Ind AS are
residual values over their estimated useful lives measured at fair value.
using the written down value method, and is
generally recognised in the statement of profit and On transition to Ind AS, the Group has elected to
loss. Assets acquired under finance leases are continue with the carrying value of all of its intangible
depreciated over the shorter of the lease term and assets recognised as at 1 April 2016, measured as per


the previous GAAP, and use that carrying value as the Evidence that a financial asset is credit- impaired
deemed cost of such intangible assets. includes the following observable data:
- significant financial difficulty of the borrower
Amortisation is calculated to write off the cost of
or issuer;
intangible assets less their estimated residual values
over their estimated useful lives using the straight-line - a breach of contract such as a default or being
method, and is included in depreciation and amortisation past due for 90 days or more;
in Statement of Profit and Loss. - it is probable that the borrower will enter
bankruptcy or other financial reorganisation;
The estimated useful lives are as follows:
or - the disappearance of an active market for
- Softwares - 5 years a security because of financial difficulties.
- Trademark – 5 years The Group measures loss allowances at an amount

equal to lifetime expected credit losses.
Amortisation method, useful lives and residual values are
reviewed at the end of each financial year and adjusted Loss allowances for trade receivables are always
if appropriate. measured at an amount equal to lifetime expected
credit losses.
H. Inventories
Inventories are measured at the lower of cost and net Lifetime expected credit losses are the expected
realisable value. The cost of inventories is based on credit losses that result from all possible default
the weighted average cost, and includes expenditure events over the expected life of a financial instrument.
incurred in acquiring the inventories, production or
conversion costs and other costs incurred in bringing 12-month expected credit losses are the portion
of expected credit losses that result from default
them to their present location and condition.
events that are possible within 12 months after the
Net realisable value is the estimated selling price in the reporting date (or a shorter period if the expected
ordinary course of business, less the estimated costs of life of the instrument is less than 12 months).
completion and selling expenses.
In all cases, the maximum period considered when
Raw materials, components and other supplies held estimating expected credit losses is the maximum
for use in processing are not written down below cost contractual period over which the Group is exposed
except in cases where material prices have declined to credit risk.
and it is estimated that the cost of the finished products
will exceed their net realisable value. When determining whether the credit risk of a
financial asset has increased significantly since
The comparison of cost and net realisable value is made initial recognition and when estimating expected
on an item-by-item basis. credit losses, the Group considers reasonable
and supportable information that is relevant and
I. Impairment available without undue cost or effort. This includes
both quantitative and qualitative information
(i) Impairment of financial assets
and analysis, based on the Group’s historical
The Group recognises loss allowances for expected experience and informed credit assessment and
credit losses on: including forward- looking information.
-
financial assets measured at amortised
cost; and Impairment of investments in associates
Determining whether the investments in associates
At each reporting date, the Group assesses are impaired requires an estimate in the value in use
whether financial assets carried at amortised cost. of investments. The Group reviews its carrying value
A financial asset is ‘credit- impaired’ when one or of investments carried at cost (net of impairment,
more events that have a detrimental impact on the if any) annually, or more frequently when there is
estimated future cash flows of the financial asset indication for impairment. If the recoverable amount
have occurred. is less than its carrying amount, the impairment


loss is accounted for in the statement of profit and recoverable amount is determined for the CGUs to
loss. In considering the value in use, the Board which the corporate asset belongs.
of Directors have anticipated the future market
conditions and other parameters that affect the The recoverable amount of a CGU (or an individual
operations of these entities. asset) is the higher of its value in use and its fair
value less costs to sell. Value in use is based on
Write-off the estimated future cash flows, discounted to
The gross carrying amount of a financial asset is their present value using a pre-tax discount rate
written off (either partially or in full) to the extent that reflects current market assessments of the time
value of money and the risks specific to the CGU
that there is no realistic prospect of recovery. This
(or the asset).
is generally the case when the Group determines
that the debtor does not have assets or sources of
An impairment loss is recognised if the carrying
income that could generate sufficient cash flows
amount of an asset or CGU exceeds its estimated
to repay the amounts subject to the write- off.
recoverable amount. Impairment losses are
However, financial assets that are written off could
recognised in the statement of profit and loss.
still be subject to enforcement activities in order to
Impairment loss recognised in respect of a CGU is
comply with the Group’s procedures for recovery
allocated first to reduce the carrying amount of any
of amounts due.
goodwill allocated to the CGU, and then to reduce
the carrying amounts of the other assets of the CGU
(ii) Impairment of non-financial assets
(or Group of CGUs) on a pro rata basis.
The Group’s non-financial assets are reviewed
at each reporting date to determine whether An impairment loss in respect of goodwill is not
there is any indication of impairment. If any such subsequently reversed. In respect of other assets
indication exists, then the asset’s recoverable for which impairment loss has been recognised in
amount is estimated. Goodwill is tested annually prior periods, the Group reviews at each reporting
for impairment. date whether there is any indication that the loss
has decreased or no longer exists. An impairment
For impairment testing, assets that do not generate loss is reversed if there has been a change in
independent cash inflows are grouped together the estimates used to determine the recoverable
into cash-generating units (CGUs). Each CGU amount. Such a reversal is made only to the
represents the smallest group of assets that extent that the asset’s carrying amount does not
generates cash inflows that are largely independent exceed the carrying amount that would have been
of the cash inflows of other assets or CGUs. determined, net of depreciation or amortisation, if
no impairment loss had been recognised.
Goodwill arising from a business combination
is allocated to CGUs or groups of CGUs that J. Non-current assets, or disposal groups held for
are expected to benefit from the synergies of sale
the combination. Non-current assets are classified as held for sale if it
is highly probable that they will be recovered primarily
The recoverable amount of a CGU (or an individual through sale rather than through continuing use.
asset) is the higher of its value in use and its fair Such assets are generally measured at the lower of
value less costs to sell. Value in use is based on their carrying amount and fair value less costs to sell.
the estimated future cash flows, discounted to Once classified as held-for-sale, intangible assets and
their present value using a pre-tax discount rate property, plant and equipment are no longer amortised
that reflects current market assessments of the time or depreciated.
value of money and the risks specific to the CGU
(or the asset). Losses on initial classification as held for sale and
subsequent gains and losses on re-measurement are
The Group’s corporate assets (e.g., central office recognised in profit or loss.
building for providing support to various CGUs)
do not generate independent cash inflows. To Non-current assets classified as held for sale are
determine impairment of a corporate asset, presented separately from the other assets in the


Consolidated Balance Sheet. The liabilities classified market vesting conditions are expected to be met,
as held for sale are presented separately from other such that the amount ultimately recognised as an
liabilities in the Consolidated Balance Sheet. expense is based on the number of awards that do
meet the related service and non-market vesting
A discontinued operation is a component of the entity conditions at the vesting date.
that has been disposed of or is classified as held for
sale and that represents a separate major line of (iii) Defined contribution plans
business or geographical area of operations, is part A defined contribution plan is a post-employment
of a single coordinated plan to dispose of such a line benefit plan under which an entity pays fixed
of business or area of operations, or is a subsidiary contributions into a separate entity and will
acquired exclusively with a view to resale. The results have no legal or constructive obligation to pay
of discontinued operations are presented separately in further amounts. The Group makes specified
the Consolidated Statement of Profit and Loss. monthly contributions towards Government
administered provident fund scheme. Obligations
The post-tax profit or loss of discontinued operations and for contributions to defined contribution plans are
the post-tax gain or loss recognised on the measurement recognised as an employee benefit expense in
to fair value less costs to sell or on the disposal of the profit or loss in the periods during which the related
assets constituting the discontinued operation shall services are rendered by employees.
be disclosed separately as a single amount in the
Consolidated Statement of Profit and Loss. Prepaid contributions are recognised as an asset
to the extent that a cash refund or a reduction in
An analysis of the single amount into the revenue, future payments is available.
expenses and pre-tax profit or loss of discontinued
operations, the related income tax expense as required (iv) Defined benefit plans
by Ind AS 12 and the gain or loss recognised on the
A defined benefit plan is a post-employment
measurement to fair value less costs to sell or on the
benefit plan other than a defined contribution plan.
disposal of the assets constituting the discontinued
The Group’s net obligation in respect of defined
operation along with the related income tax expense
benefit plans is calculated separately for each
thereon as required by Ind AS 12 may be presented
plan by estimating the amount of future benefit that
in the notes or in the Consolidated Statement of Profit
employees have earned in the current and prior
and Loss.
periods, discounting that amount and deducting
the fair value of any plan assets.
K. Employee benefits
(i) Short-term employee benefits The calculation of defined benefit obligation is
Short-term employee benefit obligations are performed annually by a qualified actuary using the
measured on an undiscounted basis and are projected unit credit method. When the calculation
expensed as the related service is provided. A results in a potential asset for the Group, the
liability is recognised for the amount expected to be recognised asset is limited to the present value
paid e.g., under short-term cash bonus, if the Group of economic benefits available in the form of any
has a present legal or constructive obligation to pay future refunds from the plan or reductions in future
this amount as a result of past service provided by contributions to the plan (‘the asset ceiling’). In
the employee, and the amount of obligation can be order to calculate the present value of economic
estimated reliably. benefits, consideration is given to any minimum
funding requirements.
(ii) Share-based payment transactions
The grant date fair value of equity settled share- Remeasurements of the net defined benefit liability,
based payment awards granted to employees which comprise actuarial gains and losses, the
is recognised as an employee expense, with a return on plan assets (excluding interest) and the
corresponding increase in equity, over the period effect of the asset ceiling (if any, excluding interest),
that the employees unconditionally become are recognised in OCI. The Group determines the
entitled to the awards. The amount recognised as net interest expense (income) on the net defined
expense is based on the estimate of the number benefit liability (asset) for the period by applying
of awards for which the related service and non- the discount rate used to measure the defined


benefit obligation at the beginning of the annual of those benefits and when the Group recognises
period to the then-net defined benefit liability costs for a restructuring. If benefits are not
(asset), taking into account any changes in the net expected to be settled wholly within 12 months of
defined benefit liability (asset) during the period the reporting date, then they are discounted.
as a result of contributions and benefit payments.
Net interest expense and other expenses related L. Provisions (other than for employee benefits)
to defined benefit plans are recognised in profit
A provision is recognised if, as a result of a past event,
or loss.
the Group has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an
When the benefits of a plan are changed or when a
outflow of economic benefits will be required to settle
plan is curtailed, the resulting change in benefit that
relates to past service (‘past service cost’ or ‘past the obligation. Provisions are determined by discounting
service gain’) or the gain or loss on curtailment is the expected future cash flows (representing the best
recognised immediately in profit or loss. The Group estimate of the expenditure required to settle the present
recognises gains and losses on the settlement of a obligation at the balance sheet date) at a pre-tax rate
defined benefit plan when the settlement occurs. that reflects current market assessments of the time
value of money and the risks specific to the liability. The
(v) Other long-term employee benefits unwinding of the discount is recognised as finance cost.
The Group’s net obligation in respect of long-term
employee benefits other than post-employment M. Revenue from operations
benefits is the amount of future benefit that Revenue includes only the gross inflows of economic
employees have earned in return for their service benefits. It is measured based on the consideration
in the current and prior periods; that benefit is specified in the contracts with customers. Amounts
discounted to determine its present value, and the collected on behalf of third parties such as goods and
fair value of any related assets is deducted. The services taxes are not economic benefits which flow
obligation is measured on the basis of an annual to the entity and do not result in increases in equity.
independent actuarial valuation using the projected Therefore, they are excluded from revenue.
unit credit method. Remeasurements gains or
losses are recognised in profit or loss in the period Ind AS 115 establishes a comprehensive framework for
in which they arise.
determining whether, how much and when revenue is
recognized. Under Ind AS 115, revenue is recognised
(vi) Termination benefits
when a customer obtains control of the goods or
Termination benefits are expensed at the earlier of services. Determining the timing of the transfer of control
when the Group can no longer withdraw the offer – at a point in time or over time requires judgement.
Revenue Nature and timing of satisfying performance obligations, Revenue recognition under Ind
stream including significant payment terms AS 115
Sale of Customers obtain control of the service at the time of receipt of Revenue from sale of testing and
services relevant test reports. Customers generally pay upfront before availing imaging services is recognized at a
diagnostic services or before undergoing scans and in case of point in time once the testing samples
tie-up customers, the credit period offered generally ranged from are processed for requisitioned
15 days to 30 days. The Group generally does not have refund/ diagnostic tests.
warranty obligations.
Sale of Customer obtains control of goods and consumables when the Revenue is recognized at a point in
goods and goods are delivered to the customer’s premise or other agreed upon time when the goods and consumables
consumables delivery point where the customer takes control of the goods. The are delivered at the agreed point
credit period offered to customers generally ranged from 30 days of delivery which generally is the
to 90 days. The Group does not have refund/warranty obligations. premises of the customer.


Income from technical assistance and trade mark Group has the right to direct the use of the asset if
assignment is recognised once the Group’s right to either, throughout the period of use:
receive the revenue is established by the reporting
o the Group has the right to operate the asset; or
date. Income from technical assistance and trademark
is recognised as an agreed percentage of the turnover o the Group designed the asset in a way that
of the respective entities, as per the terms of the predetermines how and for what purpose it
respective agreements. will be used.
Contract liabilities An inception or on reassessment of a contract that

A contract liability is the obligation to transfer services contains a lease component, the Group allocates
to a customer for which the Group has received the consideration in the contract to each lease
consideration from the customer. If a customer pays component on the basis of their relative stand-
consideration before the Group transfers services to alone prices.
the customer, a contract liability is recognised when the
payment is made. Contract liabilities are recognised as (i) As a lessee
revenue when the Group performs under the contract. Ind AS 116 requires lessees to determine the lease
term as the non-cancellable period of a lease
N. Leases adjusted with any option to extend or terminate
The Group has applied Ind AS 116 Leases, using the the lease, if the use of such option is reasonably
modified retrospective approach and therefore the certain. The Group makes an assessment on the
comparative information has not been restated and expected lease term on a lease-by-lease basis and
continues to be reported under Ind AS 17. The details there by assesses whether it is reasonably certain
of accounting policies under Ind AS 17 are disclosed that any options to extend or terminate the contract
separately if they are different from those under Ind AS will be exercised.
116 and the impact of changes is disclosed separately
in this note. The Group recognizes a right-of-use asset and a
lease liability at the lease commencement date.
Policy applicable from 1 April 2019 The right-of-use asset is initially measured at cost,
At inception of a contract, the Group assesses whether a which comprises the initial amount of the lease
contract is, or contains, a lease, A contract is, or contains liability adjusted for any lease payments made at
a lease if the contract conveys the right to control the use or before the commencement date, plus any initial
of an identified asset for a period of time in exchange for direct costs incurred and an estimate of costs to
consideration. To assess whether a contract conveys the dismantle and remove the underlying asset or to
right to control the use of an identified asset, the Group restore the underlying asset or the site on which it
assesses whether: is located.
- the contract involves the use of an identified asset The right-of-use asset is subsequently depreciated
– this may be specified explicitly or implicitly, using the straight-line method from the
and should be physically distinct or represent commencement date to the earlier of the end of
substantially all of the capacity of physically distinct the useful life of the right-of-use asset or the end of
asset. If the supplier has a substantive substitution the lease term. The estimated useful lives of right-
right, then the asset is not identified; of-use assets are determined on the same basis
as those of property and equipment. In addition,
- the Group has the right to obtain substantially all
the right-of-use asset is periodically reduced by
of the economic benefits from use of the asset
impairment losses, if any, and adjusted for certain
throughout the period of use; and
remeasurements of the lease liability.
- the Group has the right to direct the use of the asset.
The Group has this right when it has the decision- The lease liability is initially measured at the present
making rights that are most relevant to changing value of the lease payments that are not paid at the
how and for what purpose the asset is used. In rare commencement date, discounted using the interest
cases where the decision about how and for what rate implicit in the lease or, if that rate cannot be
purpose the asset is used is predetermined, the readily determined, the Group’s incremental


borrowing rate. Generally, the Group uses its However, for the leases of land and buildings in
incremental borrowing rate as the discount rate. which it is a lessee, the Group has elected not to
separate non-lease components and account for
Lease payments included in the measurement of the lease and non-lease components as a singly
the lease liability comprise the following: lease component.
-
fixed payments, including in-substance Short-term leases and leases of low-value assets
fixed payments;
The Group has elected not to recognize right-of-
- variable lease payments that depend on an use assets and lease liabilities for short-term-leases
index or a rate, initially measured using the of machinery that have a lease term of 12 months
index or rate as at the commencement date; of less and leases of low-value assets. The Group
recognizes the lease payments associated with
- mounts expected to be payable under a
a these leases as an expense on a straight-line basis
residual value guarantee; over the lease term.
The Group determines the lease term as the non- (ii) As a lessor
cancellable period of a lease, together with both
When the Group acts as a lessor, it determines at
periods covered by an option to extend the lease
lease inception whether each lease is a finance
if the Group is reasonably certain to exercise
lease or an operating lease.
that option; and periods covered by an option
to terminate the lease if the Group is reasonably
To classify each lease, the Group makes an
certain not to exercise that option. In assessing
overall assessment of whether the lease transfers
whether the Group is reasonably certain to exercise
substantially all of the risks and rewards incidental
an option to extend a lease, or not to exercise an
to ownership of the underlying asset. If this is the
option to terminate a lease, it considers all relevant
case, then the lease is a finance lease; if not, then it
facts and circumstances that create an economic is an operating lease. As a part of this assessment,
incentive for the Group to exercise the option to the Group considers certain indicators such
extend the lease, or not to exercise the option to as whether the lease is for the major part of the
terminate the lease. The Group revises the lease economic life of the asset.
term if there is a change in the non-cancellable
period of a lease. When the Group is an intermediate lessor, it
accounts for its interests in the head lease and
The lease liability is measured at amortised cost the sub-lease separately. It assesses the lease
using the effective interest method. It is remeasured classification of a sub-lease with reference to the
when there is change in future lease payments right-of-use assets arising from the head lease, not
arising from a change in an index or rate, if there with reference to the underlying asset. If a head
is a change in the Group’s estimate of the amount lease is a short-term lease to which the Group
expected to be payable under a residual value applies the exemption described above, then it
guarantee, or if the Group changes its assessment classifies the sub-lease as an operating lease
of whether it will exercise a purchase, extension or otherwise it is classified as finance lease.
termination option.
In case of a finance lease, finance income is
When the lease liability is remeasured in this way, a recognised over the lease term based on a pattern
corresponding adjustment is made to the carrying reflecting a constant periodic rate of return on the
amount of the right-of-use asset, or is recorded in lessor’s net investment in the lease.
profit or loss if the carrying amount of the right-of-
use asset has been reduced to zero. The accounting policies applicable to the Group as
a lessor in the comparative period were not different
The Group presents right-of-use assets that do from Ind AS 116. However, when the Group was an
not meet the definition of investment property, intermediate lessor the sub-leases were classified
separately, in Note 5B ‘Right of use long term leases with reference to the underlying asset
(net of net investment in sub-leases)’ and lease
liabilities in Note 21A ‘Other financial liabilities - In case of sublease, finance lease receivable is
Non-current’ and Note 21B ‘Other financial liabilities netted off from the value of Right of Use asset.in
- Current’, in the statement of financial position. Note 5B.


Maturity Analysis of Lease liabilities as at 31 March 2022 on an undiscounted basis:

As at As at
in Rs. Crore in Rs. crore
Less than one year 5.42 3.78
One to five years 13.72 5.86
More than five years 2.29 0.08
Total 21.43 9.72
Lease liabilities recorded in the Balance sheet as at 31 March 2022

As at As at
Non-current portion 16.01 5.45
Current portion 5.42 3.04
Total 21.43 8.49
Amounts recognized in the statement of profit and loss

As at As at
Interest expense on leases (recorded under Finance Cost in the
2.38 0.69
statement of profit and loss)
Depreciation on right-of-use assets for the year (refer note 5B for
5.78 5.06
further details)
Expenses relating to short term leases recorded in Note 30 under Rent 2.16 1.23
Amount recognized in the statement of cash flows:

As at As at
Total cash outflow on account of leases 7.63 6.10
(iii) Other leases Some of these arrangements are not in the legal
The Group entered into lease with the landlord for form of lease, but a portion of the cost paid to
land at central processing laboratory premises the vendors for is considered to contain a lease
about 10 years ago. The lease premium paid on element due to the nature of the contractual terms.
transfer of lease rights in favor of the Group, is
capitalised in the books and amortised over the Change in accounting policies
period of the lease.
Except for the changes below, the Group has
Equipment placement arrangements consistently applied the accounting policies
to all periods presented in these consolidated
The Group uses testing equipment (analysers)
under a number of reagent rental arrangements. financial statements.
Some of these arrangements provide the Group
with option to purchase the equipment at the end of The Group applied Ind AS 116 with a date of
lease term at mutually negotiated price as well as an initial application of 1 April 2019. As a result, the
obligation to purchase the equipment at stipulated Group has changed its accounting policy for lease
price in the event of premature termination. contracts as detailed below.


The Group applied Ind AS 116 using the modified this approach to its largest property
retrospective approach, under which the cumulative leases; or
effect of initial application is recognized in retained
o an amount equal to lease liability, adjusted
earnings at 1 April 2019. The details of the changes
by the amount of any prepaid or accrued
in accounting policies are disclosed below.
lease payments – the Group applied this
approach for all other leases.
A. Definition of a lease
Previously, the Group determined at contract The Group used the following practical
inception whether an arrangement is or contains expedients when applying Ind AS 116 to
a lease. Under Ind AS 116, the Group assesses leases previously classified as operating
whether a contract is or contains a lease based on leases under Ind AS 17.
the definition of a lease, as explained earlier in this
o applied a single discount rate to a portfolio
Note K.
of leases with similar characteristics.
On transition to Ind AS 116, the Group elected o applied the exemption not to recognize
to apply the practical expedient to grandfather right-of-use assets and liabilities for
the assessment of which transaction are leases. leases with less than 12 months of
It applied Ind AS 116 only to contracts that were lease term.
previously identified as leases. Contracts that were
o
excluded initial direct costs from
not identified as leases under Ind AS 17 were not
measuring the right-of-use asset at the
reassessed for whether there is a lease. Therefore,
date of initial application.
the definition of a lease under Ind AS 116 was
applied only to contracts entered into or changed o Used hindsight when determining the
on or after 1 April 2019. lease term if the contract contains options
to extend or terminate the lease.
B. As a lessee
C. As a lessor
As a lessee, the Group previously classified
leases as operating or finance leases based on The Group is not required to make any adjustments
its assessment of whether the lease transferred on transition to Ind AS 116 for leases in which it
significantly all of the risks and rewards incidental acts as a lessor, except for a sub-lease. The Group
to ownership of the underlying asset to the Group. accounted for its leases in accordance with Ind AS
Under Ind AS 116, the Group recognizes right-of- 116 from the date of initial application.
use assets and lease liabilities for most leases – i.e.
these leases are on balance sheet. Under Ind AS 116, the Group is required to assess
the classification of a sub-lease with reference to
The Group decided to apply recognition exemption the right-of-use asset, not the underlying asset. On
to short-term leases of machinery and lease of transition, the Group reassessed the classification
IT equipment. of a sub-lease contract previously classified as
an operating lease under Ind AS 17. The Group
(i) Leases classified as operating leases under concluded that the sub-lease is a finance lease
under Ind AS 116.
Ind AS 17
At transition, lease liabilities were measured The Group applied Ind AS 115 Revenue from
at the present value of the remaining lease contracts with customers to allocate consideration
payments, discounted at the Group’s in the contract to each lease and non-
incremental borrowing rate as at 1 April 2019. lease component.
Right-of-use assets are measured at either :
o their carrying amount as if Ind AS 116 had O. Recognition of dividend income, interest income or
been applied since the commencement expense
date, discounted using the lessee’s Dividend income is recognised in profit or loss on the
incremental borrowing rate at the date date on which the Group’s right to receive payment
of initial application – the Group applied is established.


Interest income or expense is recognised using the - taxable temporary differences arising on the
effective interest method. initial recognition of goodwill.
The ‘effective interest rate’ is the rate that exactly Deferred tax assets are recognised to the extent
discounts estimated future cash payments or receipts that it is probable that future taxable profits will
through the expected life of the financial instrument to : be available against which they can be used. The
existence of unused tax losses is strong evidence
- the gross carrying amount of the financial asset; or that future taxable profit may not be available.
- the amortised cost of the financial liability. Therefore, in case of a history of recent losses, the
Company recognises a deferred tax asset only to
P. Income tax the extent that it has sufficient taxable temporary
differences or there is convincing other evidence
Income tax comprises current and deferred tax. It is
that sufficient taxable profit will be available
recognised in profit or loss except to the extent that it
against which such deferred tax asset can be
relates to a business combination or to an item recognised
realised. Deferred tax assets — unrecognised or
directly in equity or in other comprehensive income.
recognised, are reviewed at each reporting date
and are recognised/ reduced to the extent that it is
(i) Current tax
probable/ no longer probable respectively that the
Current tax comprises the expected tax payable or related tax benefit will be realised.
receivable on the taxable income or loss for the year
and any adjustment to the tax payable or receivable Deferred tax is measured at the tax rates that are
in respect of previous years. The amount of current expected to apply to the period when the asset is
tax reflects the best estimate of the tax amount realised or the liability is settled, based on the laws
expected to be paid or received after considering that have been enacted or substantively enacted by
the uncertainty, if any, related to income taxes. It is the reporting date.
measured using tax rates (and tax laws) enacted or
substantively enacted by the reporting date. Q. Events after reporting date
Where events occurring after the balance sheet date
Current tax assets and current tax liabilities are
provide evidence of conditions that existed at the end
offset only if there is a legally enforceable right to
of the reporting period, the impact of such events is
set off the recognised amounts, and it is intended
adjusted within the financial statements. Otherwise,
to realise the asset and settle the liability on a net
events after the balance sheet date of material size or
basis or simultaneously.
nature are only disclosed.
(ii) Deferred tax

The Board has declared an interim dividend of Rs. 15/-
Deferred tax is recognised in respect of temporary per equity share of face value of Rs. 10 each for the
differences between the carrying amounts of assets year ended 31 March 2022 at its meeting held on 29
and liabilities for financial reporting purposes and the April 2022.
corresponding amounts used for taxation purposes.
Deferred tax is also recognised in respect of carried R. Recent Accounting Developments
forward tax losses and tax credits. Deferred tax is
Ministry of Corporate Affairs (“MCA”) notifies new
not recognised for:
standards or amendments to the existing standards
- temporary differences arising on the initial under Companies (Indian Accounting Standards) Rules
recognition of assets or liabilities in a as issued from time to time. On March 23, 2022, MCA
transaction that is not a business combination amended the Companies (Indian Accounting Standards)
and that affects neither accounting nor taxable Amendment Rules, 2022, as below -
profit or loss at the time of the transaction;
Ind AS 16 – Property Plant and equipment - The
- temporary differences related to investments
amendment clarifies that excess of net sale proceeds of
in subsidiaries, associates and joint
items produced over the cost of testing, if any, shall not
arrangements to the extent that the Company
be recognised in the profit or loss but deducted from the
is able to control the timing of the reversal of
directly attributable costs considered as part of cost of
the temporary differences and it is probable
an item of property, plant, and equipment. The effective
that they will not reverse in the foreseeable
date for adoption of this amendment is annual periods
future; and
beginning on or after April 1, 2022. The Company has


evaluated the amendment and there is no impact on its an allocation of other costs that relate directly to fulfilling
consolidated financial statements. contracts (an example would be the allocation of the
depreciation charge for an item of property, plant and
Ind AS 37 – Provisions, Contingent Liabilities and equipment used in fulfilling the contract). The effective
Contingent Assets – The amendment specifies that the date for adoption of this amendment is annual periods
‘cost of fulfilling’ a contract comprises the ‘costs that beginning on or after April 1, 2022, although early
relate directly to the contract’. Costs that relate directly to adoption is permitted. The Company has evaluated
a contract can either be incremental costs of fulfilling that the amendment and the impact is not expected to
contract (examples would be direct labour, materials) or be material.

186
See accounting policies in Note 3 F
Gross block Accumulated depreciation and impairment losses Net block
Balance Addition Disposal Reclassification Balance Balance Depreciation/ On Transfer on Balance Balance Balance as at
as at to assets as at as at amortisation disposals reclassification as at as at 31 March 2021
1 April 2021 held for sale/ 31 March 1 April expense for to assets held 31 March 31 March Balance as at
Balance Reclassification 2022 2021 the year for sale*/right- 2022 2022 31 March 2020

as at to Right-of- use Balance Balance of-use assets Balance Balance
1 April 2020 assets/ Other as at as at 1 as at as at
(deemed adjustments 31 March April 2020 31 March 31 March
cost)" 2021 2021 2021
Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs.
A Property, plant and equipment

Freehold Land 7.09 - - 9.90 16.99 - - - - - 16.99 7.09

16.62 - - -9.53 7.09 - - - - - 7.09 16.62
Buildings/ Premises 46.94 - (0.32) - 46.62 9.79 1.90 (0.07) - 11.62 35.00 37.15
48.34 - (1.40) - 46.94 8.38 2.06 (0.65) - 9.79 37.15 39.96
Plant and Equipment 138.36 28.95 (5.81) - 161.50 71.06 17.17 (3.16) - 85.07 76.43 67.30
128.94 15.21 (5.79) - 138.36 57.33 16.65 (2.92) - 71.06 67.30 71.61
Furniture and Fixtures 24.76 7.26 (0.10) - 31.92 12.66 5.76 (0.06) - 18.36 13.56 12.10
19.72 5.77 (0.73) - 24.76 9.56 3.41 (0.31) - 12.66 12.10 10.16
Vehicles 0.43 - (0.13) - 0.30 0.19 0.07 (0.12) - 0.14 0.16 0.24
0.67 - (0.24) - 0.43 0.30 0.11 (0.22) - 0.19 0.24 0.37
Office equipment 9.53 3.45 (0.15) - 12.83 5.27 2.38 (0.12) - 7.53 5.30 4.26
6.64 3.10 (0.21) - 9.53 3.89 1.52 (0.14) - 5.27 4.26 2.75
Computers printers 5.98 1.79 (0.09) - 7.68 4.80 0.79 (0.06) - 5.53 2.15 1.18
and scanners
5.10 0.88 - - 5.98 3.61 1.19 0.00 - 4.80 1.18 1.49
Total 233.09 41.45 (6.60) 9.90 277.84 103.77 28.07 (3.59) - 128.25 149.59 129.32
226.03 24.96 (8.37) (9.53) 233.09 83.07 24.94 (4.24) - 103.77 129.32 142.96
B Capital work-in- 8.28 34.75 (40.08) 2.95
progress
4.94 29.31 (25.97) 8.28

Notes
i. CWIP aging schedule
Amount in CWIP for a period of
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 2.95 - - - 2.95
8.28 - - - 8.28

as at to assets held as at as at amortisation disposals reclassification as at as at 31 March 2021
1 April 2021 for sale 31 March 1 April expense for to assets held 31 March 31 March Balance as at
Balance 2022 2021 the year for sale** 2022 2022 31 March 2020
Financial Statements | Consolidated
as at Balance Balance Balance Balance

1 April 2020 as at as at as at as at
(deemed 31 March 1 April 31 March 31 March
cost) 2021 2020 2021 2021
C Assets held for sale *
Leasehold Land 7.23 - (7.23) - - 0.33 - (0.33) - - - 6.90
7.23 - - - 7.23 0.33 - - - 0.33 6.90 6.90
Freehold Land 9.53 0.36 0.00 -9.89 - - - - - - - 9.53
9.53 - - - 9.53 - - - - - 9.53 9.53
Buildings/ 27.49 - (27.49) - - 3.57 - (3.57) - - - 23.92
Premises
28.17 0.06 (0.74) - 27.49 3.92 - (0.35) - 3.57 23.92 24.25
Total assets held 44.25 0.36 (34.72) (9.89) - 3.90 - (3.90) - - - 40.35
for sale
44.93 0.06 (0.74) 0.00 44.25 4.25 - (0.35) - 3.90 40.35 40.68
* Assets held for sale

The Company has reclassifed certain building premises to assets held for sale in previous years as the Company has already received advances towards sale consideration
for building premises. The procedural fornalities for effecting the transfer could not be completed before 31 March 2022. The sale of these assets held for sale is expected to
be completed before 31 March 2023.
187

4D. The Group tested the goodwill on consolidation for impairment as at 31 March 2023. The Group prepared its cash flow forecasts based on the most recent
financial forecasts approved by management with projected revenue growth rates ranging from 10% to 15% over a 10 year forecast period which in
188
Management’s assessment was the most appropriate period to consider given the inherent nature of the business which involves a significant initial gestation
period before centres reach break-even and the growth potential in the industry that exists considering various factors including the past experience. Growth
rate used for extrapolation of cash flows beyond the period covered by the forecasts is 3%. The rates used to discount the forecasted cash flows is 15.7%.
Management believes that any reasonable possible change to the discount rate or revenue growth rate could have an impact on the recoverable amount,
however, Management believes the assumptions considered represent Management’s best estimate as at 31 March 2022.

Particulars As at As at
31 March 2022 31 March 2021
Goodwill 1,002.80 1,002.80
5 Other intangible assets and right-of-use assets

See accounting policy in Note 3 G
as at to assets held as at as at amortisation disposals reclassification as at as at 31 March 2021
1 April 2021 for sale 31 March 1 April expense for to assets held 31 March 31 March Balance as at
Balance 2022 2021 the year for sale** 2022 2022 31 March 2020
as at Balance Balance Balance Balance
1 April 2020 as at as at as at as at
(deemed 31 March 1 April 31 March 31 March
cost) 2021 2020 2021 2021
A Intangible assets
Computer software 1.28 - - - 1.28 1.18 - - - 1.18 0.10 0.10
1.28 - - - 1.28 1.13 0.05 - - 1.18 0.10 0.15
Trademark 1.46 - - - 1.46 0.59 0.14 - - 0.73 0.73 0.87
1.46 - - - 1.46 0.44 0.15 - - 0.59 0.87 1.02
Total intangible assets 2.74 - - - 2.74 1.77 0.14 - - 1.91 0.83 0.97
2.74 - - - 2.74 1.57 0.20 - - 1.77 0.97 1.17

"Balance Recognised Derecognised Other Balance Balance Depreciation/ On Impairment Balance Balance Balance
as at during the during the adjustments as at as at amortisation Derecognition losses as at as at as at
1 April 2021 year period 31 March 1 April expense for 31 March 31 March 31 March
Balance 2022 2021 the year 2022 2022 2021
as at Balance Balance Balance Balance Balance
1 April 2020 as at as at as at as at as at
(deemed 31 March 1 April 31 March 31 March 31 March
cost)" 2021 2020 2021 2021 2020
B Right of use assets
(net off investment in sub-leases)
Leasehold Land 15.70 - - - 15.70 0.60 0.30 - - 0.90 14.80 15.10

Financial Statements | Consolidated
15.70 - - - 15.70 0.30 0.30 - - 0.60 15.10 15.40

Buildings 10.86 3.62 (3.83) - 10.65 3.47 3.08 (2.25) - 4.30 6.35 7.39
11.07 5.79 -6.00 - 10.86 3.18 3.44 (3.15) - 3.47 7.39 7.89
Plant and 3.26 15.38 (3.26) - 15.38 3.26 2.28 (3.26) - 2.28 13.10 -
machinery
3.26 - - - 3.26 1.86 1.40 - - 3.26 - 1.40
29.82 19.00 (7.09) 0.00 41.73 7.33 5.66 (5.51) - 7.48 34.25 22.49
30.03 5.79 (6.00) 0.00 29.82 5.34 5.14 (3.15) - 7.33 22.49 24.69

189


6 Equity accounted investees

See accounting policy in Note 2(F)(v)

Interest in associates
Equity shares (unquoted) 20.92 21.10
429,185 (31 March 2021 : 429,185) equity shares of Equinox Labs Private Limited
20.92 21.10
Associates
Equinox Labs Private Limited (Equinox)
The Group had acquired 30% stake in Equinox Labs Private Limited (Equinox) vide the terms of the Share Subscirption
and Shareholder's agreement and Business Transfer agreement executed on 15 December 2017 and 3 January 2018
respectively, partially by subscribing to 214,592 equity shares of Equinox in cash and partially by subscribing to 214,593
equity shares of Equinox for consideration other than cash i.e. by transfering Thyrocare Technologies Limited Water Testing
Business on a slump sale basis. Equinox is domiciled in India and engaged in the business of testing and analysis of
food, water and air samples.

Ownership interest 30% 30%
Carrying amount of assets and liabilities of the associate entity as per its standalone
Non-current assets 22.81 22.15
Current assets 7.65 6.56
Non-current liabilities (1.43) (1.32)
Current liabilities (4.60) (2.36)
Net assets (100%) 24.43 25.03
Group's share of net assets (based on carrying amount as per associate's financial 7.30 7.50
statements)
Revenue 15.71 9.29
Profit (0.60) (0.25)
Other comprehensive income - -
Total comprehensive income (0.60) (0.25)
Group's share of Profit (30%) (0.20) (0.07)
Group's share of OCI (30%) - -
Group's share of total comprehensive income (0.20) (0.07)
Reconciliation of investments in associates

Share of (loss)/profit (0.18) (0.07)
Share of other comprehensive income - -
During the year ended 31 March 2022 and 31 March 2021, the Group did not receive any dividend from its associates.
The associate does not have any contingent liabilities and capital commitments as at 31 March 2022 and as as at 31
March 2021.


7 Investments
Current investments
Investments in Mutual Funds (Quoted) measured at FVTPL
1,64,292 units (31 March 2021 : 1,10,477 units) of ABSL Low Duration Fund - 9.10 6.10
Growth
6,61,061 units (31 March 2021 : 26,81,594 units) of ABSL Short Term Fund - 2.68 10.31
Growth
NIL units (31 March 2021 : 5,96,158 units) of ABSL Corporate Fund - Growth - 5.17
NIL units (31 March 2021 : 2,72,166 units) of ABSL Liquid Fund - Growth - 9.02
14,15,698 units (31 March 2021 : NIL units) of Axis Corporate Debt Fund - Growth 2.02 -
20,705 units (31 March 2021 : 20,705 units) of Axis Treasury Advantage Fund - 5.36 5.14
Growth
6,11,396 units (31 March 2021 : NIL units) of Edelweiss Arbitrary Fund - Growth 1.01 -
12,893 units (31 March 2021 : NIL units) of Nippon India Ultra Short Duration 4.55 -
Fund- Growth
3,05,574 units (31 March 2021 : NIL units) of Nippon India Ultra Short Duration 1.51 -
Fund- Growth
15,866 units (31 March 2021 : NIL units) of Nippon India Low Duration Fund- 5.03 -
Growth
5,00,203 units (31 March 2021 : NIL units) of Northern Arc Money Market Alpha 5.00 -
Fund- Growth
NIL units (31 March 2021 :29,736 units) of HDFC Liquid Fund - Direct Growth - 12.03
4,03,764 units (31 March 2021 : 38,20,652 units) of HDFC Low Duration Fund - 2.01 18.19
Growth
3,75,947 units (31 March 2021 : NIL units) of Franklin India Saving Direct Fund - 1.56 -
Growth
NIL units (31 March 2021 : 2,96,094 units) of ICICI Prudential Liquid Fund - 9.02
NIL units (31 March 2021 : 1,91,133 units) of ICICI Prudential Saving Fund - 8.02
38,95,581 units (31 March 2021 : NIL units) of ICICI Prudential Ultra Short Term 9.31 -
Fund - Growth
5,132 units (31 March 2021 : NIL units) of Sundaram Low Duration Fund - Growth 1.52 -
5,52,208 units (31 March 2021 : NIL units) of Sundaram Short Term Debt Fund - 2.10 -
Growth
6,03,948 units (31 March 2021 : NIL units) of ICICI Prudential Short term Fund - 3.08 -
Growth
10,34,738 units (31 March 2021 : NIL units) of UTI Arbitrage Fund - Growth 3.08 -
4,03,943 units (31 March 2021 : NIL units) of UTI Dynamic Bond Fund - Growth 1.00 -
18,96,776 units (31 March 2021 : NIL units) of UTI Short Term Income Fund - 5.07 -
Growth
43,646 units (31 March 2021 : NIL units) of UTI Treasury Advantage Fund - Growth 12.62 -
2,755 units (31 March 2021 : NIL units) of UTI Ultra Short Term Fund - Growth 1.00 -
482314 units (31 March 2021 : 10,22,348 units) of Unifi Capital Fund 10.44 20.47
4,28,729 units (31 March 2021 : 4,28,729 units) of HDFC Ultra Short Term Fund - 0.53 0.51
Direct
12,008 units (31 March 2021 : 12,008 units) of Aditya Birla Sunlife Savings Fund - 0.53 0.51
Direct
5,63,829 units (31 March 2021 : NIL units) of Aditya Birla Corporate Bond Fund - 5.14 -
Direct
15,22,175 units (31 March 2021 : NIL units) of Aditya Birla Short Term Fund -Direct 6.17 -
Plan
12,73,254 units (31 March 2021 : NIL units) of HDFC Arbitrage Fund - Direct 2.05 -
11,77,428 units (31 March 2021 : NIL units) of HDFC Short Term Debt Fund - 3.09 -
Direct
6,04,129 units (31 March 2021 : NIL units) of ICICI Prudential Short Term Fund - 3.08 -
Direct
35,345 units (31 March 2021 : NIL units) of Aditya Birla Sunlife Low Duration Fund 2.04 -
-Direct Plan



15,28,923 units (31 March 2021 : NIL units) of UTI Corporate Debt Fund 2.05 -
3,609 units (31 March 2021 : NIL units) of UTI Treasury Advantage Fund 1.04 -
4,82,314 units (31 March 2021 : NIL units) of UNIFI AIF/ Corporate Debt Fund 10.44 -
125.21 104.49
Aggregate amount of quoted investments - At cost 124.05 98.50

Aggregate amount of quoted investments - At market value 125.21 104.49
8 Loans
(unsecured, considered good unless otherwise stated)
Current loans and advances
Loans and advances to employees 0.06 0.02
0.06 0.02
9 Current Financial assets

Security deposits
To related parties - 0.02
Bank balance in deposit accounts * (with maturity period exceeding 12 months from the 3.46 3.08
reporting date)
9.05 3.66
* Bank Deposits are with the Banks against the Bank Guarantees issued to customers for execution of tenders.
10 Recognised deferred tax assets and liabilities

A. Deferred tax assets and liabilities are attributable to the following :
Particulars Deferred tax Assets Deferred tax (liabilities) Net deferred tax assets/
(liabilities)
Property, plant and equipment/ 3.29 - - (2.74) 3.29 (2.74)
Intangible assets/ Investment
property
Intangible assets - - (0.14) (0.14) (0.14) (0.14)
Investments at fair value through - - (0.46) (1.51) (0.46) (1.51)
profit or loss
Provisions - employee benefits 0.49 4.40 - - 0.49 4.40
Provisions - others (0.30) (0.02) - - (0.30) (0.02)
Other items 3.01 1.25 - - 3.01 1.25
Net deferred tax (assets) 6.49 5.63 (0.60) (4.39) 5.89 1.24
liabilities


B. Movement in temporary differences

Particulars Balance Recognised Recognised Balance Balance Recognised Recognised Balance
as at in profit or in OCI as at as at in profit or in OCI as at
1 April 2020 loss during during the 31 March 1 April 2021 loss during during the 31 March
the year year 2021 the year year 2022
Property, plant and (5.52) 2.78 - (2.74) (2.74) 6.03 - 3.29
equipment/ Intangible
Intangible assets (0.14) - - (0.14) (0.14) - - (0.14)
Investments at fair value (0.53) (0.98) - (1.51) (1.51) 1.05 - (0.46)
through profit or loss
Provisions - employee 1.17 2.76 0.47 4.40 4.40 (3.93) 0.02 0.49
benefits
Provisions - others - (0.02) - (0.02) (0.02) (0.28) - (0.30)
Other items 0.87 0.38 - 1.25 1.25 1.76 - 3.01
(4.15) 4.92 0.47 1.24 1.24 4.63 0.02 5.89
11 Other tax assets

See accounting policy in Note 3 P
Advance income tax (net of provision for tax) 9.88 10.40
9.88 10.40
12 Other non-current assets

Capital advances 0.00* 1.01
Balance with government authorities 0.52 0.52
Advances for supply of goods 1.59 1.65
3.40 3.23
* amount less than Rs. 1 Lakh
13 Inventories
See accounting policy in Note 3 H
Reagents, diagnostic material and consumables 23.31 23.26
Stock-in-trade (acquired for trading) 1.22 0.10
24.53 23.36
14 Trade receivables
Secured, considered good 5.49 -
Unsecured, considered good 86.62 47.34
Credit impaired 12.99 -
105.10 47.34
Less: Allowance for Credit impaired (11.90) (2.66)
93.20 44.68
Trade receivables from related parties excluding allowance for Credit impaired (refer 11.71 2.67
Note 38)


Trade receivable ageing schedule

Particulars Unbilled Not due$ Outstanding for following period from due date of payment
revenue
Less than 6 6 months - 1-2 years 2-3 years More than Total
months # 1 year 3 years
Undisputed Trade receivables - considered - 14.65 65.48 0.04 0.03 - - 80.20
good
Undisputed Trade receivables - which - - - - - - - -
have significant increase in credit risk
Undisputed Trade receivables credit - - - 7.94 3.05 - - 10.99
impaired
Disputed Trade receivables - - - - - - - - -
considered good
Disputed Trade receivables - which - - - - - - - -
have significant increase in credit risk
Disputed Trade receivables credit - - - - 2.01 - - 2.01
impaired
TOTAL - 14.65 65.48 7.98 5.09 - - 93.20
$ includes receiveables from related parties of Rs. 3.52 crore.
# includes receiveables from related parties of Rs. 8.19 crore.
15 Cash and bank balances

Cash and cash equivalents
Cash on hand 0.02 0.06
Balances with banks
in current accounts 13.61 13.14
13.63 13.20
Other bank balances
in deposit accounts * (with original maturity period exceeding 3 months but maturing 0.28 2.53
within 12 months from reporting date)
13.91 15.73
* Bank Deposits are with the Banks against the Bank Guarantees issued to customers for execution of tenders.
16 Other financial assets - current

Security deposits
To related parties - 0.12
Other receivables # 1.22 6.05
Interest accrued on deposits 0.00* 0.02
1.83 8.97
17 Other current assets

Advances for supply of goods and services 9.90 1.60
Balance with government authorities 0.16 -
11.28 2.84


18 Share capital
31 March 2022 31 March 2021
Number of shares Amount Number of shares Amount
(a) Authorised
Equity shares of Rs. 10 each with equal 10,00,00,000 100.00 10,00,00,000 100.00
voting rights
(b) Issued, subscribed and paid-up
Equity shares of Rs. 10 each with equal 5,29,03,332 52.90 5,28,71,371 52.87
voting rights
Total 5,28,74,419 52.90 5,28,71,371 52.87
Reconciliation of shares outstanding at the beginning and at the end of the year
31 March 2022 31 March 2021
Number of shares Amount Number of shares Amount
Equity shares
At the commencement of the year 5,28,74,419 52.87 5,28,36,365 52.84
Shares issued on exercise of employee stock 28,913 0.03 38,054 0.03
options
Issued and subscribed share capital 5,29,03,332 52.90 5,28,74,419 52.87
Less: Equity shares held by Trust - - (3,048) (0.00)*

At the end of the year 5,29,03,332 52.90 5,28,71,371 52.87
The Group has also issued share options plan for its employees. (see Note 35)
Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends
and share in the Company’s residual assets on winding up. The equity shareholders are entitled to receive dividend as
declared from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion
to his/its share of the paid-up equity share capital of the Company.
On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company,
remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.
Employee stock option plan

Terms attached to stock options granted to employees are described in Note 35 regarding share-based payments.
Equity shares bought back

During the previous year ended 31 March 2019, the Company bought back 958,900 equity shares for an aggregate
amount of Rs. 63.00 crore being 1.78% of the total paid up equity share capital, at an average price of Rs. 656.90 per
equity share. The equity shares bought back were extinguished on 12 October 2018 and 22 October 2018.
Particulars of shareholders holding more than 5% shares of a class of shares

31 March 2022 31 March 2021
Number of shares % of total shares Number of shares % of total shares
(in 'thousands) held (in 'thousands) held
Equity shares of INR 10 each fully paid-up held
by -
Docon Technologies Private Limited 3,76,56,092 71.18% - 0.00%
Arisaig Asia Consumer Fund Limited 32,31,412 6.11% 30,23,553 5.72%
Dr A Velumani - 0.00% 1,48,17,675 28.03%
Thyrocare Publications LLP (formerly known as - 0.00% 65,34,500 12.36%
"Thyrocare Publications Pvt Ltd")
Thyrocare Properties and Infrastructue Private - 0.00% 52,25,315 9.88%
Limited
Nalanda India Equity Fund Limited - 0.00% 38,21,394 7.23%


Shareholding of promoters
31 March 2022 31 March 2021
Number of shares % of total shares Number of shares % of total shares
held held
Equity shares of INR 10 each fully paid-up held
by -
Docon Technologies Private Limited 3,76,56,092 71.18% 0 0.00%
Dr A Velumani - 0.00% 1,48,17,675 28.03%
A Sundararaju - 0.00% 2,49,669 0.47%
Shares reserved for issue under options

31 March 2022 31 March 2021
Number of Amount Number of Amount
shares shares
a. Under Employees Stock Option Scheme, 2021 40,429 0.04 0 -
- at an exercise price of INR 10 per share (see
Note 35)
b. Under Employees Stock Option Scheme, 2020 40,429 0.04 40,429 0.04
Note 35)
c. Under Employees Stock Option Scheme, 2019 33,337 0.03 33,337 0.03
Note 35)
d. Under Employees Stock Option Scheme, 2018 0 - 31,005 0.03
Note 35)
Aggregate number of bonus shares issued, shares issued for consideration other than cash during the period of
five years immediately preceding the reporting date:
a. Below is a summary of the equity shares alloted by the Company pursuant to various ESOP plans for consideration
other than cash (except for the face value of shares that has been recovered in case:

Number of shares alloted pursuant to ESOP schemes 28,913 38,054
b. During the years 31 March 2016 and 31 March 2015, the Company allotted 3,187,562 and 691,295 equity shares
of INR 10 each fully paid up respectively, to the equity shareholders of Nueclear Healthcare Limited ('NHL') in
consideration for 4,611,000 and 1,000,000 equity shares of NHL respectively at a premium of INR 295.95 per share
to acquire 100% shares and make it a subsidiary.
c. During the previous five years, the Group has not issued any bonus shares.
19 Other equity
(a) Capital reserve
(b) Securities premium
Transfer on exercise of stock option 1.80 2.47
(c) Share options outstanding
Employee compensation expense for the year 2.30 1.68
Transfer on exercise of stock option (1.80) (2.47)



(d) General reserve
(e) Capital redemption reserve
(f) Retained earnings
Profit for the year including other comprehensive income 176.06 111.76
Appropriation
Final/ Interim dividend on equity shares (79.31) (52.84)
473.67 374.41
Capital reserve
reimbursement of certain expenses and b) fair of the trademark “Whaters” (subsequently disposed off) assigned by Dr
A Velumani in favour of the Company for no consideration.
Securities premium
Securities premium represent the premium received on issue of shares. It is utilized in accordance with the provisions of
the Companies Act, 2013.

The group has established various equity-settled share-based payment plans for certain categories of employees of the
Group. The balance in the share option outstanding account represents the expenses recorded pursuant to the aforesaid
schemes for which the options are not yet vested or exercised. (See Note 35 for further details on these plans).
General reserve
General reserve is used to record the transfer from retained earnings of the Company. It is utilized in accordance with the
provisions of the Companies Act, 2013.

The Company bought back 9,58,900 equity shares for an aggregate amount of Rs. 63.00 crore being 1.78% of the total
paid up equity share capital, at an average price of Rs. 656.90 per equity share. The equity shares bought back were
extinguished on 12 October 2018 and 22 October 2018 and as per the provisions of the Companies Act, 2013, the Capital
redemption reserve is used to record the reduction of the share capital of the Company on account of equity shares bought
back out of the accumulated profits. It is created in accordance with the provisions of the Companies Act, 2013.
Dividends
The following dividends were declared and paid by the Company during the year:
Interim dividend - 52.84
NIL (31 March 2021 : INR 10 per equity share)
NIL (31 March 2021 : INR 15 per equity share)
After the reporting dates the following dividends (excluding dividend distribution tax) were proposed by the directors
subject to the approval at the annual general meeting; the dividends have not been recognised as liabilities in the
respective years. Dividends would attract dividend distribution tax when declared or paid. However, with the abolition of
dividend distribution tax effective April 01, 2020, dividends will be taxable in the hands of recipient and hence Dividend
Distribution Tax is not applicable.
Final dividend of previous financial year - 79.31
INR 10 per equity share (31 March 2021 : NIL)


20 Lease liabilities
Non-current lease liabilities 15.70 5.45
Current lease liabilities 5.00 3.04
20.70 8.49
21 Other financial liabilities

Current
Security deposits received
from parties other than related parties 16.74 10.28
Employees dues 5.53 6.89
Creditors for capital goods 0.40 6.14
Unclaimed dividend 1.02 0.12
23.69 23.43
Investor Education and Protection Fund ('IEPF') - As at 31 March 2022 : INR Nil, there is no amount due and outstanding
to be transferred to the IEPF by the Company. Unclaimed dividend, if any, shall be transferred to IEPF as and when they
become due.
22 Provisions
See accounting policy in Note 3 K and 3 L
A Non-current provisions
Provision for compensated absences - 9.37
0.27 13.58
B Current provisions
Provision for CSR spending - 2.19
Provision for compensated absences 2.17 1.11
6.69 3.39
23 Trade payables
Trade Payables
- total outstanding dues of micro enterprises and small enterprises and 0.48 0.53
(See Note 39 (a))
- total outstanding dues of creditors other than micro enterprises and small 16.05 24.48
enterprises
16.53 25.01


Trade payables ageing schedule

Particulars Unbilled Not due$ Outstanding for following period from due date of payment
revenue
Less than 6 months - 1-2 years 2-3 years More than Total
6 months 1 year 3 years
MSME 0.66 - 0.48 - - - - 1.14
Others 6.24 - 6.97 - 2.12 0.06 - 15.39
Disputed dues - MSME - - - - - - - -
Disputed dues - Others - - - - - - - -
24 Current tax liabilities (net)

Provision for current tax (net of advance tax and tax deducted at source) 1.44 2.57
1.44 2.57
25 Other current liabilities

Contract liabilities - Advance from customers 9.34 8.60
Advance received towards consideration for sale of capital assets held for sale (Refer - 27.20
Note 4C)
Statutory dues * 1.83 1.86
Unclaimed dividend
11.17 37.66
* Statutory dues include goods and services tax, tax deducted at source, local body tax, profession tax, employees provident fund and
ESIC.
26 Revenue from operations

31 March 2022 31 March 2021
Sale of products (See Note (i) below) 8.51 4.31
Sale of services (See Note (ii) below) 573.03 484.77
581.54 489.08
Other operating revenue 7.32 5.54
Total 588.86 494.62
Note:
(i) Sale of products comprises :
Manufactured goods
Radioactive pharmaceutical (FDG) 2.36 1.81
Traded goods
Point of Care Testing devices, strips, contrast & consumables 6.15 2.50
Total 8.51 4.31
(a) Reconciliation of revenue from contracts with customers
Revenue from contract with customer as per the contract price 593.90 494.62
Adjustments made to contract price on account of :-
Discount / Rebates (5.04) -
Revenue from contract with customer 588.86 494.62
Recognition of revenue over the period of time and at a point in time.



31 March 2022 31 March 2021
Over a period of time 0.10 0.15
At a point in time 588.76 494.47
588.86 494.62
Revenue from top five customers is Rs. 126.11 crore which is more than
20% (31 March 2021 : Rs. 64,70 crore which was more than 10%) of the
total revenue from operation.
(b) Movement in Contract liabilities
Opening Balance 8.56 4.73
evenue recognised that was included in contract liability balance at the (3.65) (4.73)
beginning of the year
Repayment or adjustment during the year - -
Increases due to cash received, excluding amounts recognised as revenue 4.43 8.60
during the period
Closing Balance 9.34 8.60
Non current - -
Current 9.34 8.60
9.34 8.60
Expected to be recognised revenue during
Year ended March 2023 9.34 8.60
Year ended March 2024 - -
9.34 8.60
(ii) Sale of services comprises :
Diagnostic Services 533.95 455.77
Sale of consumables for providing diagnostic services 14.49 17.22
Imaging Services 24.59 11.78
Total 573.03 484.77
27 Other income
31 March 2022 31 March 2021
Interest income (See Note (i) below) 0.71 0.79
Net gain on investments 5.22 3.68
Profit on sale of business undertaking 2.13 1.64
Others (See Note (ii) below) 21.19 6.32
29.25 12.43
Note:
(i) Interest income comprises:
Interest from banks on deposits 0.27 0.58
Interest on income tax refund 0.02 0.02
Interest on deposit for electricity 0.03 -
Interest on loans 0.23 0.19
Others 0.16 -
Total - Interest income 0.71 0.79
(ii) Others comprises:
Profit on sale of property, plant and equipment 19.39 4.20
Miscellaneous income 1.80 2.12
Total - Others 21.19 6.32


28 a. Cost of materials consumed

31 March 2022 31 March 2021
Add: Purchases 166.33 165.15
189.56 185.39
Cost of material consumed 166.25 162.37
Reagents/ Diagnostics material 128.20 138.33
Radiopharmaceuticals 4.46 0.96
Consumables - laboratory 27.69 20.26
Consumables - processing 5.90 2.82
166.25 162.37
28 b. Purchases of stock-in-trade
31 March 2022 31 March 2021
4.32 1.49
28 c. Changes in inventories of stock-in-trade

31 March 2022 31 March 2021
1.22 0.34
Inventories at the beginning of the year
0.34 0.38
29 Employee benefits expense

31 March 2022 31 March 2021
Salaries, wages and bonus 54.70 45.92
Contributions to provident and other funds 4.19 3.70
Employees stock compensation expense 2.32 1.68
Gratuity 0.85 0.52
Compensated absences (2.83) 4.01
Staff welfare expenses 1.90 2.24
61.13 58.07


30 Other expenses
31 March 2022 31 March 2021
Outlab processing 2.80 1.20
Power and fuel and water 8.40 7.64
Rent 3.00 0.84
Repairs and maintenance - Buildings 1.80 2.07
Repairs and maintenance - Machinery 9.20 6.36
Repairs and maintenance - Others 0.10 0.03
Insurance 0.50 0.09
Rates and taxes 1.50 2.13
Communication 1.50 1.05
Service charges 37.40 34.36
Postage and courier 3.60 2.55
Printing and stationery 2.50 1.94
Sales incentive 16.00 18.23
Advertisement expenses 0.10 3.99
Business promotion 5.20 1.67
Legal and professional fees 11.38 9.20
Payments to the auditors (See note (i) below) 0.40 0.46
Loss on foreign exchange fluctuation (net) - 0.14
Provision for doubtful debts 10.20 0.43
Corporate social responsibility expense 3.40 4.47
Miscellaneous expenses 4.17 2.51
123.15 101.39
Notes:
(i) Payments to the auditors comprises*
31 March 2022 31 March 2021
Statutory audit and limited review fees 0.38 0.44
Tax audit fees 0.02 0.02
0.40 0.46
31 Income tax
31 March 2022 31 March 2021
A. Amount recognised in profit or loss
Current tax
Current year (a) 55.64 44.14
Changes in estimates related to prior periods (b) 0.57 0.11
Deferred tax (c)
Attirbutable to -
Origination and reversal of temporary differences (4.63) (4.93)
Tax expense (a)+(b)+(c) 51.58 39.32
B. Amount recognised in other comprehensive income
Re-measurement gains/ (losses) on defined benefit plans (0.02) (0.48)
Tax expense in other comprehensive income (0.02) (0.48)


C. Reconciliation of effective tax rate

31 March 2022 31 March 2021
Profit before exceptional items, share of profit of associate and tax 227.90 152.54
Tax using the Group's domestic tax rate 57.36 25.2% 38.39 25.2%
Effect of :
Non-deductible expenses (net) 3.60 1.6% 1.16 0.8%
Others (9.40) -4% (0.71) 0%
Effective tax rate 51.56 22.6% 38.84 25.5%
Deferred tax assets on account of carry forward losses and unabsorbed depreciation of the subsidiary pertaining to
previous years were not recognised by the Group in absence of reasonable certainty that sufficient future taxable income
will be available against which such deferred tax assets can be realised.
In the current financial year, the carry foward unabsorbed depreciation to the extent of taxable profit of the subsidiary was
set off, resultunt impact is adjusted in others effect in effective tax rate.
32 Earnings per share

(i) Basic
Weighted average number of equity shares outstanding during the year 52888361 52850753
Earnings per share - Basic (Rs.) 33.30 21.41
(ii) Diluted
Weighted average number of equity shares for Basic EPS 52888361 52850753
Add: Equity shares reserved for issuance on ESOP 95133 103054
Weighted average number of equity shares - for diluted EPS 52983494 52953807
Earnings per share - Diluted (Rs.) 33.25 21.37
33 Operating segments
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’ operating results are reviewed regularly
by the Group’s Chief Executive Officer (CEO) to make decisions about resources to be allocated to the segments and
assess their performance.
The Group has three reportable segments, as described below, which are the Group’s strategic business units. These business
units offer different products and services, and are managed separately because they require different technology and marketing
strategies. For each of the business units, the Group’s CEO reviews internal management reports on at least a quarterly basis.
The following summary describes the operations in each of the Group’s reportable segments:
Reportable segments Operations

Diagnostic Testing Services Diagnostic and testing services, selling of consumables used for collection and
promotion of pathology segment
Imaging Services Diagnostic and imaging services, selling of radio-pharmaceutical, selling of
consumables for reporting
Others: Sale of testing equipment and Selling of glucometer and glucostrips under the brand name Sugarscan
consumables


B. Information about reportable segments

Information regarding the results of each reportable segment is included below. Performance is measured based on
segment profit (before tax), as included in the internal management reports that are reviewed by the Group’s CEO.
Segment profit is used to measure performance as management believes that such information is the most relevant in
evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment
pricing is determined on an arm’s length basis.
The Group operates from its centralised laboratory, regional processing laboratories, medical cyclotron facility, PET-CT
centres and corporate office in India and therefore does not have much of its operations in economic environments with
different risks and returns, hence considering its operation from single geographical segment, the Company has not
recognised geographical segment as its secondary segment for reporting.
Reportable segments
Diagnostic Imaging Services Others Total
Testing Services
Segment revenue 555.36 27.34 6.16 588.86
472.87 20.41 1.34 494.62
Segment profit (loss) before income tax 200.13 (1.84) 2.71 201.00
149.30 (9.03) 0.08 140.35
Unallocable income net off other unallocable expenditure 26.90
12.18
Profit before exceptional items and income tax 227.90
152.53
Share of (loss)/ profit of associate (0.18)
(0.07)
Segment assets 302.38 42.22 0.27 344.87
206.55 92.08 0.10 298.73
Unallocable assets (includes assets held for sale) 262.79
247.07
Total assets 607.66
545.80
Segment liabilities 73.16 5.89 - 79.05
76.66 34.94 0.06 111.66
Unallocable liabilities 2.04
4.94
Total liabilities 81.09
116.60
Other information
Capital expenditure (allocable) 40.41 0.02 - 40.43
39.10 0.07 - 39.17
The testing and imaging services to patients and sale of pharmaceuticals to customers are primarily in India and hence
information about geographical areas of the operations was not disclosed seperately by the Group.


34 Employee benefits
A. Defined contribution plans
The Group makes Provident Fund, ESIC and Maharashtra Labour Welfare Fund contributions to defined contribution
plans for qualifying employees. Under the Schemes, the Group is required to contribute a specified percentage of the
payroll costs to fund the benefits. The Group recognised Rs. 3.43 crore (31 March 2021 : 2.99 crore) for Provident Fund
contributions, Rs. 0.74 crore (31 March 2021 : 0.66 crore) for ESIC contributionsand and Rs. 0.01 crore (31 March 2021
: 0.01 crore) for for Maharashtra Labour Welfare Fund in the Statement of Profit and Loss during the year (See note 29).
The contributions payable to these plans by the Group are at rates specified in the rules of the schemes. The Group does
not expect any further liability other than the specified contributions.
B. Defined benefit plans

The Group offers the following employee benefit schemes to its employees :
- Gratuity
The following table sets out the funded status of the defined benefit schemes and the amount recognised in the

a. Components of defined benefit plan expense
i. Expenses recognised in profit or loss
Total expense recognised in the Statement of Profit and Loss 0.85 0.51
ii. Expenses recognised in other comprehensive income
Actuarial (gain) loss on defined benefit obligations 0.10 1.87
Total expense recognised in other comprehensive income 0.10 1.87
b. Net asset / (liability) recognised in the Balance Sheet
Present value of unfunded obligation (4.79) (4.30)
Net asset/ (liability) is bifurcated as follows :
Current (4.52) (0.09)
Non Current (0.27) (4.21)
c. Change in defined benefit obligations (DBO) during the year
Present value of DBO at beginning of the year 4.30 1.97
Actuarial (gains) / losses 0.10 1.87
Benefits paid (0.45) (0.06)
Present value of DBO at the end of the year 4.79 4.30
d. Actuarial assumptions
Discount rate 6.44% 6.44%
Salary escalation 4.00% p.a. for the 4% p.a. for next 1
next 1 years, year, 9% p.a. for the
9.00% p.a. for year thereafter, 10%
the next 1 years, p.a. for all years
starting thereafter
from the 2nd
year10.00% p.a.
thereafter,
starting from the 3rd
year



Rate of employee turnover Employees: For Employees : For
service 2 yrs & service 2 yrs. &
Below 35% p.a., below 35% p.a.,
For service 3 yrs to For service 3 yrs. to
4 yrs 20% p.a. & 4 yrs. 20% p.a. &
thereafter 2% p.a. thereafter 2% p.a.
Directors: 1% p.a. Directors : 1% p.a.
thereafter 2% p.a.
Mortality rate during employment Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) Ultimate (2006-08)
e. Maturity analysis of the benefit payments from the employer
Projected benefits payable in future years from the date of reporting
1st following year 0.17 0.03
2nd following year 0.11 0.06
3rd following year 0.08 0.03
4 following year
th
0.09 0.06
5th following year 0.10 0.04
Sum of years 6 to 10 0.80 0.50
Sum of years 11 and above 2.36 7.08
f. Sensitivity analysis
Projected benefits obligation on current assumptions
Delta effect of +1% change in rate of discounting (0.73) (0.69)
Delta effect of -1% change in rate of discounting 0.73 0.88
Delta effect of +1% change in rate of salary increase 0.93 0.71
Delta effect of -1% change in rate of salary increase (0.77) (0.60)
Delta effect of +1% change in rate of employee turnover (0.65) (0.21)
Delta effect of -1% change in rate of employee turnover 0.20 0.25
The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions
occuring at the end of the reporting period, while holding all other assumptions constant.
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 balance sheet.
There was not change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
35 Share-based payments
See accounting policy in Note 3 K
A. Description of share-based payment arrangements

During the year, the Company has offered stock options to the eligible employees under “THYROCARE EMPLOYEES
STOCK OPTION SCHEME 2021” (ESOS2021) vide authorisation of shareholders in the annual general meeting held on
26 June 2021. The options may be exercised either fully or partially in four equal instalments.
The employees were identified as those who had completed two years of service as on the date of sanction of the scheme,
subject to their continuous service till the vesting period.


During the earlier years, the Company had offered stock options to the eligible employees under “THYROCARE
EMPLOYEES STOCK OPTION SCHEME 2020” (ESOS2020), “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2019”
(ESOS2019), “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2018” (ESOS2018), “THYROCARE EMPLOYEES
STOCK OPTION SCHEME 2017” (ESOS2017), “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2016” (ESOS2016)
and “THYROCARE EMPLOYEES STOCK OPTION SCHEME 2015” (ESOS2015) vide authorisation of shareholders in their
meetings held on 29 September 2020, 24 August 2019, 1 September 2018, 12 August 2017, 12 September 2016 and 26
September 2015 respectively. Under the respective scheme, the options may be exercised either fully or partially in four
equal instalments. The employees were identified as those who had completed certain years of service subject to their
continuous service till the vesting period.
Additionally, the Company formed a trust, 'Thyrocare Employee Stock Option Trust' wherein the shares to be issued under
these options were allotted to the Trust. The Trust holds these shares for the benefit of the employees and issues them to
the eligible employees as per the recommendation of the compensation committee. The identified employees are also
entitled to purchase additional shares proportionately from the shares of employees who are not desirous to purchase
the equity shares or who have left the organisation.
The key details of the various schemes are as under:

Scheme Date of Numbers Vesting Exercise Exercise Weighted
Grant of options Conditions Period Price (INR) Average Exercise Price
granted per share (INR) per share
ESOS2021 Saturday, June 40,429 3 years One year from 10 10
26, 2021 vesting date
ESOS2020 Tuesday, 40,429 3 years One year from 10 10
September vesting date
29, 2020
ESOS2019 Saturday, August 40,429 3 years One year from 10 10
ESOS2018 Saturday, 40,452 3 years One year from 10 10
1, 2018
ESOS2017 Saturday, August 50,516 3 years One year from 10 10
ESOS2016 Monday, 50,537 3 years One year from 10 10
12, 2016
B. Employee stock option activity under the respective schemes is as follows:

Scheme 31 March 2022 31 March 2021
ESOS2021
Outstanding at 1 April - -
Granted during the year 40,429 -
Outstanding at the end of the year 34,972 -
ESOS2020
Outstanding at the end of the year 33,255 40,429
ESOS2019
Outstanding at the end of the year 27,856 33,084


Scheme 31 March 2022 31 March 2021

ESOS2018
Exercised during the year (28,913) -
Outstanding at the end of the year - 30,847
ESOS2017
Outstanding at 1 April - 39,880
Forfeited during the year - (1,826)
Exercised during the year - (38,054)
Outstanding at the end of the year - -
C. The key assumptions used to estimate the fair value of options are:
Volatility 21.65% 21.65%
Expected life 3.50 years 3.50 years
Dividend Yield 1.50% 1.50%
Risk-free interest rate (based on government bonds) 7.85% 7.85%
Model Used Black-Scholes- Black-Scholes-
Merton Formula Merton Formula
The expense arising from equity settled share based payment transaction amounting to Rs. 2.30 crore for the year ended
31 March 2022 (31 March 2021 : 1.68 crore) have been recognised in the Statement of profit and loss.
Fair Value of the option as at the grant date

Plan Grant date Fair value in INR
ESOS2021 Saturday, June 26, 2021 1,349.18
ESOS2020 Tuesday, September 29, 2020 758.00
ESOS2018 Saturday, September 1, 2018 632.88
ESOS2016 Monday, September 12, 2016 577.04
36 Financial instruments - Fair values and risk management

A. Accounting classifications and fair values
Note Carrying amount Total carrying
amount
Financial assets
Investments 7 125.21 - - 125.21
104.49 - - 104.49
Loans 8 - - 0.06 0.06
- - 0.02 0.02
Trade receivables 14 - - 93.20 93.20
- - 44.68 44.68
Cash and cash equivalents 15 - - 13.63 13.63
- - 13.20 13.20
Other bank balances 15 - - 0.28 0.28
- - 2.53 2.53


Note Carrying amount Total carrying

amount
Others 9,16 - - 10.88 10.88
- - 12.63 12.63
125.21 - 118.05 243.26
104.49 - 73.06 177.55
Other financial liabilities 21B - - 23.69 23.69
- - 23.43 23.43
Trade payables 23 - - 16.53 16.53
- - 25.01 25.01
- - 40.22 40.22
- - 48.44 48.44
B. Measurement of fair values

The Management assessed that cash and bank balances, trade receivables, borrowings, trade payables and other
financial assets and liabilities approximate their carrying amounts largely due to short-term maturities of these instruments.
The fair value of investment in mutual funds is included at the amount at which the instruments could be exchanged
in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and
assumptions were used to estimate the fair values:
- The fair value of the quoted investments/units of mutual fund scheme are based on net asset value at the reporting date
as published by the mutual fund.
The following table provides the fair value measurement hierarchy of the Company’s financial instruments which are
measured at fair value:
31 March 2022 31 March 2021
Total Quoted prices in Level 3 Total Quoted prices in Level 3
active markets active markets
(Level 1) (Level 1)
Security Deposits 4.01 - 4.01 2.08 - 2.08
Investment in Mutual funds (Refer Note 7) 125.21 125.21 - 104.49 104.49 -
Fair value of financial assets and liabilities measured at amortised cost is not materially different from the amortised cost.
Further, impact of time value of money is not significant for the financial instruments classified as current. Accordingly,
the fair value has not been disclosed seperately.

Additions during the year 2.09 1.31
Deletions during the year (0.14) (0.43)
Fair value movement (0.02) (0.05)
One percentage change in the unobservable inputs used in the fair valuation of level 3 assets does not have a significant
impact in the fair value of the financial instrument.
There have been no transfers among Level 1, Level 2 and Level 3 during the year ended 31 March 2022.


Description of significant unobservable inputs to valuation:
Name of financial asset Security deposit

Valuation technique Discounted cash flow method was used to capture the present value of the expected
future economic benefits that will flow to the Group arising from the investments in
financial assets.
Significant unobservable inputs Discount rate
C. Financial risk management

The Group has exposure to the following risks arising from financial instruments:
- credit risk (see (C) (i));
- liquidity risk (see (C) (ii));
- market risk (see (C) (iii)).
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.
Trade receivables and loans

The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However,
management also considers the factors that may influence the credit risk of its customer base, including the default
risk associated with the industry and country in which customers operate.
The Group has established a credit policy under which each new customer is analysed individually for creditworthiness
before the Group’s standard payment terms and conditions are offered. Sale limits are established for each customer
and reviewed periodically. Any sales exceeding those limits require approval from the management.
Security deposits
These represents security deposits given towards laboratories taken on lease under contractual arrangement EMD
deposit for participation in tender.
The Group limits its exposure to credit risk from trade receivables by establishing a credit limit that is linked
to either category of the customer or the security deposits paid by the customer to avail the services.
In monitoring customer credit risk, customers are compared according to their credit characteristics, including
whether they are individuals or legal entities, their geographic locations, industry, trading history with the Group and
existence of previous financial difficulties, if any.
Investments
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties
that have a good credit rating. The Company does not expect any losses from non-performance by these counter-
parties, and does not have any significant concentration of exposures to specific industry sectors or specific
country risks.


The Group's exposure to credit risk for trade receivables by geographic region was as follows -
31 March 2022 31 March 2021
Trade receivables (net of provision for doubtful debts)
India 87.22 41.85
Other regions 5.98 2.83
93.20 44.68
Expected credit loss (ECL) assessment for individual customers as at 31 March 2022.
As per simplified approach the Group 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.
At 31 March 2022, the ageing of trade receivables net of provision for doubtful debts was as follows.
Particulars Service providers Government Others

and projects
0-30 days past due 6.95 10.49 31.72 1.92 6.87 2.06
31-60 days past due 1.97 6.20 25.98 0.16 1.10 -
61-90 days past due 1.29 3.58 10.61 0.40 1.21 -
91-180 days past due 0.59 14.43 2.91 0.31 0.13 0.99
More than 180 days past - - 0.69 4.14 1.18 -
due
10.80 34.70 71.91 6.93 10.49 3.05
Management believes that the unimpaired amounts that are past due by more than 180 days are still collectible in
full, based on historical payment behavior and extensive analysis of customer credit risk.
ii. Liquidity risk

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 assets. 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.
Exposure to liquidity risk

The following are remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross
and undiscounted, and include contractual interest payments and exclude the impact of netting agreements.
Carrying amount as on Total upto 1 year more than

31 March 2022 1 year
31 March 2021
Non-derivative financial liabilities
Trade payables 16.53 16.53 16.53 -
25.01 25.01 25.01 -
Lease Liabilities 20.70 20.70 5.00 15.70
8.49 8.49 3.04 5.45
Other financial liabilities 23.69 23.69 23.69 -
23.43 23.43 23.43 -


Exposure to currency risk

The summary quantitative data about the Group’s exposure to currency risk as reported to the management is
as follows -
INR USD
Trade receivables 5.98 $0.07
2.96 $0.04
Trade payables 0.22 $0.00
0.22 $0.00
Net exposure in respect of recognized assets and liabilities 5.77 $0.07
2.74 $0.04

# Trade receivables are gross of provision for doubtful debts
Profit or loss
Strengthening Weakening
31 March 2022
INR (10% movement) 0.58 -0.58
31 March 2021
INR (10% movement) 0.49 -0.49
37 Contingent liabilities and commitments (to the extent not provided for)
31 March 2022 31 March 2021
Contingent liabilities
Claims against the Company not acknowledged as debts
a. Income tax demands - TDS matter - 49.22
b. Other income tax matters 0.67 1.09
c. Other tax matters 0.42 0.52
d. Employees provident fund matter 0.52 -
Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash
outflows, if any, in respect of the above as it is determinable only on receipt of judgments/ decisions pending with various
forums/ authorities.
The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions
are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not
expect the outcome of these proceedings to have a materially adverse effect on its financial position.
31 March 2022 31 March 2021

Commitments
a Commitments relating to long term arrangement with vendors (see note (i)) 155.31 78.98
i The Group has entered into Reagent Rental Arrangements for periods ranging from 2 years to 6 years with some of
its major reagent suppliers. As per the terms of the agreement, these reagent suppliers have placed the analysers /
diagnostic equipments at no cost in the processing laboratory. The analysers / diagnostic equipments are programmed
by the manufacturers to be used only against the reagent supplier's brand of reagent kits. The commitments as per
these arrangements are either purchase commitments or rate commitments based on the workloads. The value of
purchase commitments for the remaining number of years are Rs. 155.31 crore (31 March 2021 : Rs. 78.98 crore) of
which annual commitment for next financial period of twelve months is Rs. 40.44 crore (31 March 2021 : Rs. 36.78
crore) as per the terms of these arrangements.


38 Related parties
A. Details of related parties:
Description of relationship Names of related parties
Holding Company* API Holdings Limited (Since 2 September 2021)
Subsidiary of the Holding Company Akna Medical Private Limited (Since 2 September 2021)
Associates Equinox Labs Private Limited
Enterprise over which directors and their relatives exercise Thyrocare Gulf Laboratories WLL (Upto 1 September 2021)
control or influence, where transactions have taken place Sumathi Infra Project LLP (Upto 1 September 2021)
during the year Sumathi Healthcare Private Limited (Upto 1 September 2021)
(Previously known as Sumathi Construction Private Limited)
Mahima Advertising LLP (Upto 1 September 2021)
Thyrocare Properties & Infrastructure Private Limited
(Upto 1 September 2021)
Thyrocare Publications LLP (Upto 1 September 2021)
Pavilion Commercial Private Limited (Upto 1 September 2021)
Key Management Personnel (KMP) Dr A Velumani, Managing Director (upto 1 September 2021)
A Sundararaju, Director (upto 1 September 2021)
Amruta Velumani, Director (upto 1 September 2021)
Sachin Salvi, CFO (Since 28 January 2022)
Relatives of KMP Dr A Velumani HUF
(HUF in which Dr A Velumani is Karta) (Upto 1 September 2021)
Amruta Velumani (daughter of Dr A Velumani)
Anand Velumani (son of Dr A Velumani) (Upto 1 September 2021)
A Sundararaju HUF
(HUF in which A Sundararaju is Karta) (Upto 1 September 2021)
S Susila (sister of Dr A Velumani) (Upto 1 September 2021)
* Pursuant to an order dated September 24, 2021, Regional Director, Ministry of Corporate Affairs, Mumbai, approved the scheme of
amalgamation for amalgamation of Medlife International Private Limited, Evriksh Healthcare Private Limited with our Holding Company
filed under Section 233 of the Companies Act, with the appointed date of January 25, 2021. Accordingly the transactions with Medlife
International Private Limited are disclosed under the transactions with the holding company.
B. Transactions with key management personnel

i. Key management personnel compensation

Dr A Velumani 0.00* 0.00* - -
Sachin Salvi 0.14 - - -
0.25 0.55 - -
* Amount less than Rs. 0.01 crore
As the liabilities for defined benefit plans are provided on actuarial basis for the Company as a whole, the amount
pertaining to key managerial personnel are not separately determined and hence not included in the above amounts.
ii. Transactions with key management personnel including directors

Dividend paid
Dr A Velumani 22.23 14.82 - -


C. Related party transaction other than those with key management personnel

Material sale
Akna Medical Private Limited 0.01 - - -
Thyrocare Gulf Laboratories WLL 0.12 - 1.07 -
Purchase of material
API Holdings Limited 0.02 - - -
Outlab processing charges paid / payable
Equinox Labs Private Limited - 0.00* - 0.03
Loan Repaid
Pavilion Commercial Private Limited - 2.50 - -
Interest paid
Pavilion Commercial Private Limited - 0.14 - -
Payment of lease liabilities
Sumathi Healthcare Private Limited 0.27 0.41 - 0.35
Akna Medical Private Limited 0.05 - 0.02
Sumathi Memorial Trust - 0.32 - 0.18
Testing charges paid/ payable
Sumathi Healthcare Private Limited - 1.51 - -
Provision for doubtful trade receivables
Thyrocare Gulf Laboratories WLL - - - 2.27
Reimbursement of expenses paid
Reimbursement of expenses received/ receivable
Technical assistance fees income
Thyrocare Gulf Laboratories WLL 1.19 2.17 4.65 2.60
Purchase of property, plant and equipment, additions to
capital work-in-progres
API Holdings Limited 1.49 - 0.00* -
Sale of property, plant and equipment, additions to capital
work-in-progres
Thyrocare Gulf Laboratories WLL 0.30 0.18 0.30 -
Dividend paid
Anand Velumani 0.95 0.63 - -
Dr A Velumani HUF 2.25 1.49 - -
A Sundararaju HUF 3.62 2.42 - -
Sumathi Infra Project LLP 2.36 1.58 - -



Mahima Advertising LLP 1.89 1.26 - -
Thyrocare Properties & Infrastructure Private Limited 7.84 5.22 - -
Thyrocare Publications LLP 9.80 6.53 - -
Pavilion Commercial Private Limited 0.02 0.01 - -
Advances received towards sale of property
Sumathi Healthcare Private Limited - - - 25.00
Investment in equity instruments (At historical cost)
Equinox Labs Private Limited - - 20.00 20.00
Security deposit given
Sumathi Healthcare Private Limited - - 0.16 -
Notes :
i. The key management personnel and his relatices exercised control and significant influence on other entities, through
their investment in those entities. These entities had transactions in the normal course of busines with the Company
during the reporting period. The terms and conditions of these transactions were at an arm's length.
ii. Sumathi Memorial Trust, a charitable trust managed by the promoters of the Company as trustees, in tie up with other
NGO subsidised the cost of PETCT scans for the cancer patients who can not afford the cost of the PETCT scan, by
direct payment to the Company towards PETCT scans of such cancer patients.
39 Additional information to the Ind AS consolidated financial statements

a. Due to Micro and Small Enterprises
Under the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED) which came into force from 2 October
2006, certain disclosures are required to be made relating to Micro and Small enterprises. On the basis of the information
and records available with the Management, the outstanding dues to the Micro and Small enterprises as defined in the
Micro, Small and Medium Enterprises Development Act, 2006 are set out in following disclosure. This has been relied
upon by the auditors.
31 March 2022 31 March 2021

(i) the principal amount and the interest due thereon remaining unpaid to any supplier 0.48 0.53
at the end of each accounting year
(ii) the amount of interest paid by the buyer in terms of section 16 of the Micro, Small - -
and Medium Enterprises Development Act, 2006, along with the amount of the
payment made to the supplier beyond the appointed day during each accounting
year;
(iii) 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 year) but without
adding the interest specified under the Micro, Small and Medium Enterprises
Development Act, 2006
(iv) the amount of interest accrued and remaining unpaid at the end of each accounting - -
year; and
(v) the amount of further interest remaining due and payable even in the succeeding - -
years, until such date when the interest dues above are actually paid to the small
enterprise, for the purpose of disallowance of a deductible expenditure under
section 23 of the Micro, Small and Medium Enterprises Development Act, 2006.
b. Docon Technologies Private Limited [CIN : U72900KA2016PTC126436], a private limited company incorporated
under the laws of India and having their registered office at 4th Floor, Prestige Blue Chip Software Park Block 1,
Hosur Road, Madiwala Range, Dairy Colony, Bangalore, Karnataka – 560029, India, (hereinafter referred to as the
“Purchaser”) has entered into a share purchase agreement dated 25 June 2021 with the then promoters and promoter


group shareholders (the “Share Purchase Agreement” or “SPA”), pursuant to which the Purchaser has agreed to
acquire from these shareholders 3,49,72,999 Equity Shares of the Company representing 66.11% of the expanded
voting share capital, completion of which was subject to the satisfaction of certain conditions precedent under the
Share Purchase Agreement. The sale of such Equity Shares under the Share Purchase Agreement was proposed to
be executed at a price of ` 1,300.00/- per Equity Share (the “SPA Price”) as an off-market trade. The Share Purchase
Agreement also set forth the terms and conditions agreed between the Purchaser and these Shareholders, and their
respective rights and obligations.
Since the Purchaser had entered into an agreement to acquire voting rights in excess of 25.00% of the equity share capital
and control over the Company, the Purchaser alongwith API Holdings Limited [CIN : U60100MH2019PTC323444],
a public limited company incorporated under the laws of India (previously known as API Holdings Private Limited)
and having their registered office at 902, 9th Floor, Raheja Plaza 1, B-Wing, Opposite R-City Mall, L.B.S. Marg,
Ghatkopar West, Mumbai 400086, Maharashtra, India, (hereinafter referred to as the “PAC”) made an Open Offer
under Regulation 3(1) and Regulation 4 of the SEBI (SAST) Regulations. The Purchaser alongwith the PAC acquired
additional 26,83,093 Equity Shares of the Company representing 5.11% of the expanded voting share capital, in
Open Offer. Pursuant to the Open Offer and consummation of the transaction contemplated under the Share Purchase
Agreement, the Purchaser took control over the Company and the Purchaser became the promoter of the Company
including in accordance with the provisions of the SEBI (LODR) Regulations, w.e.f. 2 September 2021.
The Company has adopted change in accounting polcies to align with the accounting policies of the parent group,
mainly method of valuation of inventories from FIFO to weighted average, prospectively, resulting in adjustment of
Rs. 0.21 crore in the operning stock and carrying amount of profit and loss account.
c. The Group's international transactions and domestic transactions with related parties are at arm's length as per the
independent accountants report for the year ended 31 March 2021. Management believes that the Group's international
transactions and domestic transactions with related parties post 31 March 2021 continue to be at arm's length and
that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax
expense and that of provision for taxation.
d. Details of interests in subsidiaries and associates

Subsidiaries
The details of the Company's subsidiaries at 31 March 2022 is set below.
The country of incorporation is also the principal place of business.
Name of entity Country of Shareholding % As on

Incorporation 31 March 2022 31 March 2021
Nueclear Healthcare Limited India 100% 100%
Associates
The details of the Company's associates at 31 March 2022 is set below.
The country of incorporation is also the principal place of business.
Name of entity Country of Shareholding % As on

Incorporation 31 March 2022 31 March 2021
Equinox Labs Private Limited India 30% 30%
Thyrocare International Holding Company was liquidated during the current year and the Company has received the
liquidation proceeds during the current year.


e. Additional information as required under para 2 of General Instruction for the preparation of Consolidated Financial
Statements of Schedule III to the Companies Act, 2013.
Name of the Net assets i.e total Share in profit or loss Share in other Share in total
enterprises assets minus total comprehensive income comprehensive income
liabilities
As (%) of Amount As (%) of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Parent group
Thyrocare 98.88% 520.70 86.32% 152.05 50.00% (0.04) 86.34% 152.01
Technologies
Limited
104.25% 445.46 105.85% 119.77 101.41% (1.41) 105.90% 118.36
Subsidiary
Nueclear 12.84% 67.60 13.70% 24.14 25.00% (0.02) 13.70% 24.12
Healthcare Limited
10.18% 43.48 -5.86% (6.63) -1.20% 0.02 -5.92% (6.61)
Eliminations -11.72% (61.73) -0.03% (0.05) 25.00% (0.02) -0.04% (0.07)
-14.43% (61.65) 0.01% 0.01 -0.22% 0.00 0.01% 0.02
100.00% 526.57 100.00% 176.14 100.00% (0.08) 100.00% 176.06
100.00% 427.28 100.00% 113.15 100.00% (1.39) 100.00% 111.76
f. Disclosure as per the Advisory issued by the Securities and Exchange Board of India of material impact of COVID-19
pandemic on listed entities under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the
‘LODR Regulations’/ ‘LODR’)
Impact on business
The novel coronavirus [COVID-19] pandemic spread around the globe rapidly since December 2019. The virus has taken
its toll on not just human life, but business and financial markets too, the extent of which is indeterminate.
In view of the lockdown across the country due to the outbreak of COVID pandemic, operations of the Company (collection
centers, imaging centers, centralized processing laboratory, regional processing laboratories and offices, etc.) were
scaled down or shut down from second half of March 2020. However in the financial year ended 31 March 2022 and in
the second half of financial year in specific, there is significant revival across all sectors of the economy.
The Company being into healthcare sector is always better equipped to manage the operations effectively during the
course of the pandamic.
The Company is authorized by ICMR to perform COVID-19 tests using RT-PCR technology.
The COVID-19 containment related measures were relaxed in most of the states since February 2022 with domestic/
international travelling/ transportation too restored back. The Company continues to closely monitor the situation and will
take appropriate action as necessary to scale up operations in compliance with the applicable regulations. As per the
Company's current assessment , there is no significant impact estimated in respect of the carrying amounts of assets of
the Company including inventories, intangible assets, trade receivables, investments and other financial assets, and the
Company continues to closely monitor changes in future economic conditions.
Steps taken for smooth functioning of operations

The business of the Company largely depends on the tests requisitioned by the medical practitioners, hospitals, clinics
and dispensaries. The tests requisitioned are processed at the centralised processing laboratory or at regional processing
laboratory. The Company has adequate resources to ensure that the samples are routed to the centralised processing
laboratory or at regional processing laboratories. Meanwhile, the Company, being engaged into healthcare sector, has


already taken all adequate measures to ensure safety of its employees, executives, senior employees, directors, vendors
and customers, to ensure smooth and safe functioning of operations.
g. Other Statutory Information:

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the
Company for holding any Benami property.
(ii) The Company do not have any transactions with companies struck off.
(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
(iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Company have not advanced or extended loan or invested funds to any other person(s) or entity(ies), including
foreign entities (Intermediaries) with the understanding that the Intermediary shall:
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 have not received any funds 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:
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 does not have any 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.
Additional information to the Ind AS consolidated financial statements (continued)
h. Corporate Social Responsibility

Expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule
VII thereof – Rs. 5.56 Crore (Previous year- Rs. 2.28 crore)
Gross amount required to be spent during the year -
i. Gross amount required to be spent by the Company towards Corporate Social Responsibility is Rs. 2.83 Crore
(Previous year- Rs. 2.71 Crore)
ii. Details of amount spent are as under:
Particulars In cash Yet to be paid In cash Yet to be paid Total
in cash
Construction / acquisition of any asset - - -
On purposes other than (1) above 5.56 - 5.56
iii. No expenditure has been paid to a related party, in relation to CSR expenditure as per Ind-AS 24, Related
Party Disclosures.
I. Gross Amount required to be spent as per Section 135 of the Act 2.83 2.71
Add: Amount Unspent from previous years 2.19 1.76
Total Gross amount required to be spent during the year 5.02 4.47



II. Amount approved by the Board to be spent during the year 5.02 4.47
III. Amount spent during the year on

(i) Construction/acquisition of an asset - -
(ii) On purposes other than (i) above 5.56 2.28
IV. Details related to amount spent/ unspent

Promotion of Skill development of Youths 5.25 1.13
Women & Child Care 0.06 0.47
Women empowerment t & Promotion of Education - 0.02
Support to old age home 0.10 0.20
Covid cintainment measure 0.15 0.46
Accrual towards unspent obligations in relation to:
Ongoing projects - 2.19
Other than Ongoing projects - -
TOTAL 5.56 4.47
V. Nature of Project Balance as at April 01, Amount Amount spent during Balance as at
2021 required to the year March 31, 2022
be spent
With the In From the From With the In Separate
during the
Company Separate Company's separate Company CSR
year
CSR Account CSR Unspent
Unspent Unspent Account
Account Account
Promotion of Skill - 2.19 5.02 3.37 2.19 - -
VI. Details of CSR expenditure in respect of other than ongoing projects
NIL - - - - -
NIL - - - - -
VII. Details of excess CSR expenditure
Nature of Activity Balance excess as at 1 Amount required Amount spent Balance excess as
April 2021 to be spent during during the year at 31 March 2022
the year
Promotion of Skill - 5.02 5.56 (0.54)
VIII. Contribution to Related Parties/ CSR Expenditure incurred with Related Parties
Name Nature of Relation-ship March 31, 2022 March 31, 2021

NIL - - -


IX. Disclosures on Shortfall

Amount Required to be spent by the Company during the year 2.83 2.71
Actual Amount Spent by the Company during the year 5.56 2.28
Shortfall at the end of the year (2.73) 0.43
Total of previous years shortfall 2.19 1.76
Reason for shortfall - State reasons for shortfall in expenditure NA Reserved for
ongoing projects
i. The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the
company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the
Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stakeholders which are under
active consideration by the Ministry. The Group will assess the impact and its evaluation once the subject rules are notified
and will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the
related rules to determine the financial impact are published.
j. Financial Ratios
Year Ended Year Ended Remarks
31 March 2022 31 arch 2021
(i) Current Ratio 4.19 2.53 Current Assets / Current liabilities
(ii) Debt-Equity Ratio 1.15 1.28 Total liabilities/ Total shareholder's equity
(iii) Debt Service Coverage Ratio NA NA
(iv) Return on Equity Ratio 0.33 0.26 Profit after tax/ Shareholder's equity
(v) Inventory Turnover Ratio 206 210 (Average inventory/ COGS)*No of days
(vi) Trade Receivables Turnover Ratio 58 33 (Trade receivables/ Revenue from operations)
*No of days
(vii) Trade Payables Turnover Ratio 21 34 (Trade payables/ COGS plus other expenses)
*No of days
(viii) Net Capital Turnover Ratio 1.12 1.16 Total sales/ Shareholder's equity
(ix) Net Profit Ratio 0.30 0.23 Net profit after tax/ Revenue from operations
(x) Return On Capital Employed 0.44 0.36 EBIT/ Capital employed
(xi) Return on Investment 0.31 0.22 Profit after tax/ Average total assets

Statutory Reports | Notice 221
NOTICE
Notice is hereby given that the 22nd Annual General Meeting matters arising out of and incidental thereto and to sign
(“AGM”) of the members of Thyrocare Technologies Limited and to execute deeds, applications, documents and file
(“Company”) will be held at 4.00 P.M. on Wednesday, August necessary forms with the Registrar of Companies that
03, 2022, at the Corporate Office of the Company, situated at may be required, on behalf of the Company and to do the
D-37/3, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai-400 necessary entries in the statutory records and register of
703, to transact the following business:
Director and Key Managerial Personnel and do all such
acts, deeds, matters and things as may be required to
Ordinary Business: be done to give effect to the above resolution;
1. To receive, consider and adopt the Stand-alone Audited
Financial Statements of the Company for the financial RESOLVED FURTHER THAT a certified true copy of
year ended March 31, 2022, together with the Board’s the above resolution be provided and given to various
Report and Auditors’ Report thereon. authorities, as may be required.”
2. To receive, consider and adopt the Consolidated Audited 5. TO APPROVE THE APPOINTMENT OF MR. HARDIK
Financial Statements of the Company for the financial DEDHIA (DIN: 06660799) AS A DIRECTOR LIABLE TO
year ended March 31, 2022, together with the Auditors’ RETIRE BY ROTATION:
Report thereon.
To consider and if thought fit, to pass, with or without
3. To confirm the payment of Interim Dividend of Rs.15/- per modification(s), the following resolution as an
equity share already paid, and approve it as the Final Ordinary Resolution:
Dividend for the Financial Year 2021-22.
“RESOLVED THAT pursuant to Sections 152, 160 and
161 and other relevant provisions of the Companies Act,
Special Business:
2013 (“the Act”) read with the Companies (Appointment
4. TO APPROVE THE APPOINTMENT OF MR. DHARMIL and Qualification of Directors) Rules 2014 (including any
SHETH (DIN: 06999772) AS A DIRECTOR LIABLE TO
statutory modification(s) or re-enactment(s) thereof, for
RETIRE BY ROTATION:
the time being in force), and in accordance with the
To consider and if thought fit, to pass, with or without Articles of Association of the Company and based on
modification(s), the following resolution as an
the recommendations of the Board, the consent of the
Ordinary Resolution:
shareholders of the Company be and is hereby accorded
to appoint Mr. Hardik Dedhia (DIN: 06660799) who was
“RESOLVED THAT pursuant to Sections 152, 160 and
appointed as an Additional Director (Non-Executive)
161 and other relevant provisions of the Companies Act,
2013 (“the Act”) read with the Companies (Appointment by the Board of Directors, and in respect of whom
and Qualification of Directors) Rules 2014 (including any the Company has received a Notice in writing from a
statutory modification(s) or re-enactment(s) thereof, for Member, under Section 160 of the Companies Act, 2013
the time being in force), and in accordance with the proposing his candidature for the office of Director of
Articles of Association of the Company and based on the Company, as a Director (Non-Executive) and whose
the recommendations of the Board, the consent of the office shall be liable to retirement by rotation;
shareholders of the Company be and is hereby accorded
to appoint Mr. Dharmil Sheth (DIN: 06999772) who was RESOLVED FURTHER THAT the Board of Directors of
appointed as an Additional Director (Non-Executive) the Company, be and is hereby authorised to take such
by the Board of Directors, and in respect of whom steps as may be necessary for obtaining approvals,
the Company has received a Notice in writing from a
statutory or otherwise, in relation to the above and to all
Member, under Section 160 of the Companies Act, 2013
matters arising out of and incidental thereto and to sign
proposing his candidature for the office of Director of
and to execute deeds, applications, documents and file
the Company, as a Director (Non-Executive) and whose
office shall be liable to retirement by rotation; necessary forms with the Registrar of Companies that
may be required, on behalf of the Company and to do the
RESOLVED FURTHER THAT the Board of Directors of necessary entries in the statutory records and register of
the Company, be and is hereby authorised to take such Director and Key Managerial Personnel and do all such
steps as may be necessary for obtaining approvals, acts, deeds, matters and things as may be required to
statutory or otherwise, in relation to the above and to all be done to give effect to the above resolution;

RESOLVED FURTHER THAT a certified true copy of provisions, if any, of the Companies Act, 2013, read
the above resolution be provided and given to various with the Companies (Appointment and Qualification of
authorities, as may be required.” Directors) Rules, 2014, Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and
6. TO APPROVE THE APPOINTMENT OF DR. DHAVAL Schedule V of the Companies Act, 2013 (including any
SHAH (DIN: 07485688) AS DIRECTOR LIABLE TO statutory modification(s) or re-enactment thereof for the
RETIRE BY ROTATION: time being in force) collectively referred to as, the “Act”),
the applicable provisions of the SEBI (Listing Obligations
To consider and if thought fit, to pass, with or without and Disclosure Requirements) Regulations, 2015,
modification(s), the following resolution as an as amended from time to time, such other provisions
Ordinary Resolution: as may be applicable, and in accordance with the
provisions of the Articles of Association and Nomination
“RESOLVED THAT pursuant to Sections 152, 160 and and Remuneration Policy of the Company, the consent
161 and other relevant provisions of the Companies Act, of the shareholders of the Company be and is hereby
2013 (“the Act”) read with the Companies (Appointment accorded to appoint Mr. Rahul Guha (DIN: 09588432)
and Qualification of Directors) Rules 2014 (including any as Managing Director and Chief Executive Officer of the
statutory modification(s) or re-enactment(s) thereof, for Company for a term of five consecutive years with effect
the time being in force), and in accordance with the from May 04, 2022 and whose term of office shall not be
Articles of Association of the Company and based liable to retire by rotation on such terms and conditions
on the recommendations of the Board, the consent of as detailed in the attached explanatory statement and
the shareholders of the Company be and is hereby to pay the annual remuneration to Mr. Rahul Guha (DIN:
09588432) as Managing Director and Chief Executive
accorded to appoint Dr. Dhaval Shah (DIN: 07485688)
Officer of the Company for a period from May 04, 2022
who was appointed as an Additional Director (Non-
up to May 03, 2027 not exceeding the following limits:
Executive) by the Board of Directors, and in respect of
whom the Company has received a Notice in writing (Amount in `)
from a Member, under Section 160 of the Companies Sr. Particulars Details
Act, 2013 proposing his candidature for the office of No.
Director of the Company, as a Director (Non-Executive)
1 Fixed Pay 140,00,040/- p.a.
and whose office shall be liable to retirement by rotation;
2 Variable Pay Nil
RESOLVED FURTHER THAT the Board of Directors of 3 Reimbursements* 9,60,000/- p.a.
the Company, be and is hereby authorised to take such 4 Perquisites and 200,18,364/- p.a.
steps as may be necessary for obtaining approvals, allowances**
statutory or otherwise, in relation to the above and to all 5 ESOPS He will be entitled to ESOP
matters arising out of and incidental thereto and to sign shares of our ultimate holding
and to execute deeds, applications, documents and file company API Holdings Limited
necessary forms with the Registrar of Companies that worth Rs. 46,25,00,000/- over
may be required, on behalf of the Company and to do the a period of five years. The
necessary entries in the statutory records and register of perquisite value of the options
Director and Key Managerial Personnel and do all such exercise by him in any financial
acts, deeds, matters and things as may be required to year becomes part of his total
be done to give effect to the above resolution; remuneration for that year.
RESOLVED FURTHER THAT a certified true copy of *Reimbursements shall include reimbursement of
the above resolution be provided and given to various books and periodicals, fuel & maintenance, driver
authorities, as may be required.” salary, telephone & internet, gadgets for personal &
Professional Use and funding professional education
7. TO APPROVE THE APPOINTMENT OF MR_RAHUL as per Company’s Human Resource policy.
GUHA (DIN: 09588432) AS, MANAGING DIRECTOR
AND CHIEF EXECUTIVE OFFICER OF THE COMPANY, **The perquisites and allowances, as aforesaid, shall
NOT LIABLE TO RETIRE BY ROTATION AND APPROVE include house rent allowance, leave travel allowance,
THE REMUNERATION PAYABLE TO HIM: education and supplementary allowances.
To consider and if thought fit, to pass, with or
RESOLVED FURTHER THAT notwithstanding to the
without modification(s), the following resolution as a
above, in the event of any loss or inadequacy of profits
Special Resolution:
in any financial year of the of the Company during the
tenure of Mr. Rahul Guha (DIN:09588432), Managing
“RESOLVED THAT pursuant to the provisions of
Section 149, 152, 160, 161, 196, 197, 198, and 203 Director and Chief Executive Officer of the Company,
of the Companies Act, 2013 and other applicable the remuneration approved herewith shall be treated

as minimum remuneration and be payable to him in “RESOLVED THAT pursuant to the provisions of Section
compliance with the provisions of Schedule V of the Act 148 and other applicable provisions, if any, of the
and the Companies (Appointment and Remuneration of Companies Act, 2013, read with the Companies (Audit
Managerial Personnel) Rules, 2014; and Auditors) Rules, 2014, (including any statutory
modification(s) or re-enactment thereof for the time being
RESOLVED FURTHER THAT the Board of Directors of in force), remuneration of Rs. 1,00,000/- (Rupees One
the Company (including any Committee of Directors) Lakh only) fixed by the Board of Directors payable to
be and is hereby authorized to vary and/or revise the Mr. S. Thangavelu, Cost and Management Accountant,
remuneration of Mr. Rahul Guha as Managing Director appointed as the Cost Auditor of the Company, for
and Chief Executive Officer of the Company within the conducting audit of the cost records of the Company
overall limits under the Act and to do all such acts, for the financial year 2022-23 , excluding applicable tax,
deeds and things and execute all such documents, if any, and reimbursement of travelling and other out-of-
instruments and writings as may be required and to pocket expenses incurred by him in connection with the
delegate all or any of its powers herein conferred to any aforesaid audit, be and is hereby approved, confirmed
Committee of Board of Directors to give effect to the and ratified.”
aforesaid resolution;
10. APPROVAL FOR ENTERING INTO MATERIAL
RESOLVED FURTHER THAT the Board of Directors of RELATED PARTY TRANSACTIONS WITH API
the Company, be and are hereby severally authorized HOLDINGS LIMITED.
to take such necessary steps as may be required in
relation to the above and to all matters arising out of To consider and if deemed fit, to pass, with or without
and incidental thereto and to sign and to execute modification(s), the following Resolution as an Ordinary
deeds, applications, documents and file necessary Resolution:-
forms with the Registrar of Companies, Maharashtra,
located at Mumbai, and to do the necessary entries in “RESOLVED THAT pursuant to the provisions of Section
the statutory records and register of Directors and Key 188 and applicable provisions of the Companies Act,
Managerial Personnel; 2013 (“Act”) read with with Companies (Meetings of Board
and its Powers) Rules, 2014 and other applicable rules
RESOLVED FURTHER THAT a certified true copy of the (including any statutory modification(s) or re-enactment
above resolution shall be provided and given to various thereof for the time being in force), the provisions of
authorities, as may be required.” Regulation 23 of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements)
8. RATIFICATION OF REMUNERATION TO THE COST Regulations, 2015, as amended from time to time, (“SEBI
AUDITOR FOR THE FINANCIAL YEAR 2021-22: Listing Regulations”), other applicable laws, Company’s
Policy on Related Party Transactions, and subject to
To consider and if deemed fit, to pass, with or without such other approval(s), consent(s) and permission(s)
modification(s), the following Resolution as an Ordinary as may be required to be obtained from time to time
Resolution:- and pursuant to the approval and recommendation of
the Audit Committee and the Board of Directors of the
“RESOLVED THAT pursuant to the provisions of Section Company respectively, the approval of the Members of
148 and other applicable provisions, if any, of the the Company be and is hereby accorded to the Company
Companies Act, 2013, read with the Companies (Audit to enter into Material Related Party Transaction(s) by way
and Auditors) Rules, 2014, (including any statutory of Contract(s) /Arrangement(s) / Agreement(s) with API
modification(s) or re-enactment thereof for the time being Holdings Limited, the ultimate holding company of the
in force), remuneration of Rs. 1,00,000/- (Rupees One Company, which is a ‘Related Party’ under the provisions
Lakh only) fixed by the Board of Directors payable to of Section 2(76) of the Act and Regulation 2(1) (zb) of
Mr. S. Thangavelu, Cost and Management Accountant, the SEBI Listing Regulations, for rendering of Diagnostic
appointed as the Cost Auditor of the Company, for Services up to a value not exceeding Rs. 100 crores,
conducting audit of the cost records of the Company (in one transaction or series of transactions) up to the
for the financial year 2021-22 , excluding applicable tax, next AGM of the Company (for a period not exceeding
if any, and reimbursement of travelling and other out-of- fifteen months), in the ordinary course of business and at
pocket expenses incurred by him in connection with the arm’s length and as per the terms and conditions more
aforesaid audit, be and is hereby approved, confirmed specifically detailed in the explanatory statement”.
and ratified.”
RESOLVED FURTHER THAT the Board of Directors
9. RATIFICATION OF REMUNERATION TO THE COST of the Company be and is hereby authorised to settle
AUDITOR FOR THE FINANCIAL YEAR 2022-23: any question, difficulty or doubt, that may arise in
giving effect to this resolution and to do all such acts,
To consider and if deemed fit, to pass, with or without deeds and things as may be necessary, expedient or
modification(s), the following Resolution as an Ordinary desirable to be done for the purpose of giving effect to
Resolution:- this resolution including executing necessary schemes,

contracts, agreements or other documents that may in all respects with the Equity Shares of the Company
be required to be executed, and delegating any of its already existing at the time of such allotment.
powers to a committee of directors / executives or one
or more individual directors / executives.” RESOLVED FURTHER THAT the Board of Directors of the
Company be and is hereby authorised and empowered:
11 GRANTING OF EMPLOYEES STOCK OPTION FOR
FINANCIAL YEAR 2021-22: i) to formulate one or more schemes, policies, rules,
regulations and guidelines and to modify, revise,
To consider and if deemed fit, to pass, with or without rescind and restructure any existing schemes,
modification(s), the following Resolution as a Special policies, rules, regulations and guidelines at
Resolution:- their discretion, if deemed expedient, necessary
or desirable by them for proper implementation,
“RESOLVED THAT pursuant to the provisions of Section operation, management and administration of the
62 (1)(b) and other applicable provisions, if any, of the Scheme, subject to the applicable statutory rules
Companies Act, 2013 and the Rules framed thereunder, and regulations for the time being in force.
(including any statutory modification(s) or re-enactment
thereof for the time being in force) and the provisions ii) to determine the individual number of Stock Options
of SEBI (Share Based Employee Benefits) Regulations to be granted for each of the eligible employees out
2014, as amended from time to time, and subject to of ESOP Scheme 2021-22, and to fix up / revise
other applicable statutory provisions, if any, consent of the basis, norms, rules, modus operandi, etc., for
the Members be and is hereby accorded for granting this purpose.
Stock Options not exceeding 40,429 Nos. in aggregate,
to the eligible employees of the Company as Employees
iii) to issue and allot new Equity Shares as and when
Stock Options for the financial year 2021-22, (ESOP
the Stock Options granted get vested and the
Scheme 2021-22) to be exercised into an equivalent
employees exercise their Options, and get such
number of equity shares, as part of, and as per rules of,
shares listed in National Stock Exchange Ltd., and
the Company’s existing ESOP Scheme, “(Existing ESOP
BSE Limited.
Master Scheme) envisaging distribution, over a period of
ten years commencing from 2014-15, of a total number
iv) to make necessary disclosures in the Annual
of 5,05,359 Stock Options, (which includes both Stock
Options already granted and Stock Options yet to be Report and to comply with applicable statutory
granted). rules and regulations.
RESOLVED FURTHER THAT the Options so granted v) to delegate any of the powers conferred upon
but not vested or exercised by any of the employees as them to a Committee of Directors, Committee of
a result of his / her becoming ineligible for exercising Executives or to any individual director/executive.
the granted Options, for whatever reason, would be
added back to the Pool, and would be available for vi) to settle any question, difficulty or doubt, that
subsequent distribution, subject to the statutory rules may arise in relation to formation, implementation,
and regulations. operation, management and administration of the
ESOP Scheme 2021-22, and to do all such acts,
RESOLVED FURTHER THAT the Board of Directors of deeds and things as may be necessary, expedient
the Company be and is hereby authorised to issue and or desirable to be done for the purpose of giving
allot new Equity Shares upon exercise of Stock Options effect to this resolution and to delegate any of its
by the Employees as and when they get vested. powers to a committee of directors / executives
or one or more individual directors / executives.
RESOLVED FURTHER THAT the new Equity Shares so without requiring the Board to secure any further
issued and allotted to the concerned employee-allottees consent or approval from the Members of the
against the Stock Options issued by them, shall be Company to the end and intent that they shall
issued in dematerialised form, and shall be credited to be deemed to have given their approval thereto
the respective demat account of the employee-allottees expressly by the authority of this resolution.”
with National Securities Depository Limited or Central
By Order of the Board
Depository Services (India) Limited, and shall be listed
For Thyrocare Technologies Limited
in both National Stock Exchange of India Ltd., and
BSE Limited. Ramjee Dorai
Company Secretary & Compliance Officer
RESOLVED FURTHER THAT the new Equity Shares so Date: April 29, 2022
issued and allotted to the concerned employee-allottees Place: Navi Mumbai
against the Stock Options exercised by them, shall be Registered Office:
subject to the provisions of the Memorandum & Articles D-37/1, TTC Industrial Area, MIDC,
of Association of the Company, and shall rank pari passu Turbhe, Navi Mumbai-400 703

NOTES: 9. Members holding shares in physical form are requested

1. The Explanatory Statement setting out the material to promptly notify in writing any changes in their address/
facts, pursuant to Section 102 of the Act in respect of bank account details to Link Intime India Private Limited,
the special business is annexed hereto. The Board of C 101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai -
Directors of the Company at its meeting held on April 400083. Members holding shares in electronic form are
29, 2022 considered that the special businesses being requested to notify the changes in the above particulars,
considered unavoidable, be transacted at the AGM of if any, directly to their Depository Participants (DP).
the Company.
10. SEBI HAS NOTIFIED THAT REQUESTS FOR
2. A Member entitled to attend and vote is entitled to EFFECTING TRANSFER OF SECURITIES SHALL NOT
BE PROCESSED BY LISTED ENTITIES UNLESS THE
appoint a proxy to attend and vote on a poll instead of
SECURITIES ARE HELD IN THE DEMATERIALIZED
himself / herself and the Proxy need not be a member
FORM WITH A DEPOSITORY. IN VIEW OF THE
of the Company.
ABOVE AND TO AVAIL VARIOUS OTHER BENEFITS
OF DEMATERIALISATION LIKE EASY LIQUIDITY,
3. A person can act as proxy on behalf of members not
ELECTRONIC TRANSFER AND ELIMINATION OF
exceeding fifty (50) and holding in the aggregate not
ANY POSSIBILITY OF LOSS OF DOCUMENTS
more than ten per cent of the total share capital of the
AND BAD DELIVERIES, MEMBERS ARE ADVISED
Company. In case a proxy is proposed to be appointed
TO DEMATERIALISE SHARES HELD BY THEM IN
by a member holding more than ten per cent of the total
PHYSICAL FORM.
share capital of the Company carrying voting rights,
then such person shall not act as proxy for any other
11. All documents referred to in the Notice and the
shareholder. Members may please note that the proxy
Explanatory Statement and other Statutory Registers
does not have the right to speak at the meeting and can
and the Certificate from the Secretarial Auditors of the
only vote on Poll.
Company certifying that the ESOP Scheme(s) of the
Company are being implemented in accordance with
4. Corporate Members intending to represent through their
the Securities and Exchange Board of India (Share
authorized representatives at the Meeting are requested
Based Employee Benefits) Regulations, 2014 shall
to send to the Company a certified copy of the Board
be available for inspection by the Members at the
Resolution authorizing their representative to attend and
registered office of the Company during office hours on
vote on their behalf at the Meeting.
all working days between 11.00 a.m. and 1.00 p.m. (i.e.
except Saturdays, Sundays and public holidays) up to
5. In case of joint holders attending the Meeting, only such
the date of the Meeting. Such documents will also be
joint holder who is high in the order of names in the
available electronically for inspection by the members
Register of Members will be entitled to vote.
from the date of circulation of this notice up to the date of
AGM and during the AGM. Members seeking to inspect
6. Pursuant to the provisions of Section 91 of the Act, the
such documents can send an email to compliance@
Register of Members and Share Transfer Books of the
thyrocare.com
Company will remain closed from Wednesday ,July
27 , 2022 to, August 03, 2022 (both days inclusive) in
12. Information as required under Regulation 36 of the
connection with the AGM. SEBI Listing Regulations with respect to Brief resume of
Directors proposed to be appointed / reappointed, nature
7. The Company or its Registrars and Transfer Agents,
of their expertise in specific functional areas, names of
Link Intime India Private Limited (“Link Intime”) cannot Listed companies in which they hold directorships and
act on any request received directly from the Members the Memberships of Board Committees, shareholding
holding shares in electronic form for any change of bank and relationships between directors inter-se, are
particulars or bank mandates. Such changes are to be provided in the explanatory statement attached to
advised only to the Depository Participants. this Notice.
8. Members holding shares in physical mode: 13. Pursuant to Section 101 of the Act read with Rule 18
i. are required to submit their Permanent Account of the Companies (Management and Administration)
Number (PAN) and bank account details to the Rules, 2014, the Annual Report for 2021-22 is being
Company / Link Intime, if not registered with the sent through electronic mode to all the Members, whose
Company as mandated by SEBI. E-mail IDs are registered with the Company’s Registrars
/ Depository. Members who have not yet registered their
ii. are advised to register the nomination in respect of mail-ID are requested to communicate their mail-ID to
their shareholding in the Company. the Company’s Registrars

14. Members may note that the Notice and Annual Report Regulation 44 of the Securities and Exchange Board of
2021-22 will also be available on the Company’s website India (Listing Obligations and Disclosure Requirements)
www.thyrocare.com, websites of the Stock Exchanges Regulations, 2015, the Company is providing e-voting
i.e. BSE Limited and National Stock Exchange of India facility to all the Members of the Company, whose names
Limited at www.bseindia.com and www.nseindia.com appear on the Register of Members as on Friday, July 22,
respectively, and on the website of CDSL https://www. 2022 (End of the Day), being the cut-off date fixed for
evotingindia.com. determining the eligibility of Members to participate in the
e-voting process, through the e-voting platform provided
To support green initiative of the Government in full by CDSL, to enable them to cast their vote electronically
measure, Members who have not registered their e-mail on all the resolutions set forth in the notice convening the
addresses, so far, are requested to register their e-mail 22nd Annual General Meeting of the Company
addresses in the following manner:
18. The instructions for Members attending and voting
a. In respect of electronic holdings with the Depository electronically are given below:
through their concerned Depository Participants.
However, the members may temporarily register CDSL e-Voting System – For Remote e-voting
the same with the Company’s Registrar and Share
Transfer Agent M/s. Link Intime India Private Limited THE INTRUCTIONS OF SHAREHOLDERS FOR REMOTE
at https://linkintime.co.in/emailreg/email_register. E-VOTING:
html on their website www.linkintime.co.in in the
Investors service tab by providing details such as Step 1 : Access through Depositories CDSL/NSDL e-Voting
Name, DP ID, Client ID, PAN, mobile number and system in case of individual shareholders holding shares in
email address. demat mode.
b. Members who hold shares in physical form are Step 2 : Access through CDSL e-Voting system in case of
requested to register their e-mail ID with the shareholders holding shares in physical mode and non-
Company’s Registrar and Share Transfer Agent individual shareholders in demat mode.
M/s. Link Intime India Private Limited at https://
linkintime.co.in/emailreg/email_register.html on (i) The voting period begins on Sunday July 31, 2022 at
their website www.linkintime.co.in in the Investors 9:00AM and ends on Tuesday, August 02, 2022 at 5:00
service tab by providing details such as Name, PM. During this period shareholders’ of the Company,
Folio No., Certificate number, PAN, mobile number holding shares either in physical form or in dematerialized
and email address and also upload the image of form, as on the cut-off date, viz. Friday, July 22, 2022
share certificate in PDF or JPEG format (upto 1 may cast their vote electronically. The e-voting module
MB). shall be disabled by CDSL for voting thereafter.
15. With a view to serving the Members better and for (ii) Shareholders who have already voted prior to the meeting
administrative convenience, Members who hold shares date would not be entitled to vote at the meeting venue.
in identical names and in the same order of names
in more than one folio are requested to write to the (iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/
Company to consolidate their holdings in one folio. CIR/P/2020/242 dated 09.12.2020, under Regulation
44 of Securities and Exchange Board of India (Listing
16. Members who have neither received nor encashed their Obligations and Disclosure Requirements) Regulations,
dividend warrant(s) for the financial years from 2015-16 2015, listed entities are required to provide remote
up to 2021-22, are requested to write to the Company / e-voting facility to its shareholders, in respect of all
RTA, mentioning the relevant Folio number or DP ID and shareholders’ resolutions. However, it has been observed
Client ID, along with Bank account details and cancelled that the participation by the public non-institutional
cheque to update the securities holder’s data, if the shareholders/retail shareholders is at a negligible level.
same is not updated. The unpaid dividend shall be paid
only via electronic bank transfer. The original cancelled Currently, there are multiple e-voting service providers
cheque should bear the name of the shareholder failing (ESPs) providing e-voting facility to listed entities in
which shareholder should submit copy of bank passbook India. This necessitates registration on various ESPs
/statement attested by the bank. RTA shall then update and maintenance of multiple user IDs and passwords
the bank details in its records after due verification. by the shareholders.
17. In terms of the provisions of Section 108 of the Companies In order to increase the efficiency of the voting process,
Act, 2013, read with Rule 20 of the Companies pursuant to a public consultation, it has been decided
(Management and Administration) Rules, 2014 and to enable e-voting to all the demat account holders, by

way of a single login credential, through their demat (iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/
accounts/ websites of Depositories/ Depository CIR/P/2020/242 dated December 9, 2020 on e-Voting
Participants. Demat account holders would be able facility provided by Listed Companies, Individual
to cast their vote without having to register again shareholders holding securities in demat mode are
with the ESPs, thereby, not only facilitating seamless allowed to vote through their demat account maintained
authentication but also enhancing ease and convenience with Depositories and Depository Participants.
of participating in e-voting process. Shareholders are advised to update their mobile number
and email Id in their demat accounts in order to access
Step 1 : Access through Depositories CDSL/NSDL e-Voting facility.
e-Voting system in case of individual shareholders
holding shares in demat mode.
Pursuant to abovesaid SEBI Circular, Login method for e-Voting for Individual shareholders holding securities in Demat
mode CDSL/NSDL is given below:
Type of shareholders Login Method

Individual Shareholders 1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user
holding securities id and password. Option will be made available to reach e-Voting page without any further
in Demat mode with authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/
CDSL Depository myeasi/home/login or visit www.cdslindia.com and click on Login icon and select New
System Myeasi.
2) After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible
companies where the evoting is in progress as per the information provided by company. On
clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service
provider for casting your vote during the remote e-Voting period. Additionally, there is also
links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/
LINKINTIME, so that the user can visit the e-Voting service providers’ website directly.
3) If the user is not registered for Easi/Easiest, option to register is available at https://web.
cdslindia.com/myeasi/Registration/EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number
and PAN No. from a e-Voting link available on www.cdslindia.com home page or click on
https://evoting.cdslindia.com/Evoting/EvotingLogin The system will authenticate the user by
sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful
authentication, user will be able to see the e-Voting option where the evoting is in progress
and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders 1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of
holding securities NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on
in demat mode with a Personal Computer or on a mobile. Once the home page of e-Services is launched, click
NSDL Depository on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A
new screen will open. You will have to enter your User ID and Password. After successful
authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under
e-Voting services and you will be able to see e-Voting page. Click on company name or
e-Voting service provider name and you will be re-directed to e-Voting service provider
website for casting your vote during the remote e-Voting period.
2) If the user is not registered for IDeAS e-Services, option to register is available at https://
eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.
nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://
www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of
e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/
Member’ section. A new screen will open. You will have to enter your User ID (i.e. your
sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code
as shown on the screen. After successful authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting page. Click on company name or e-Voting
service provider name and you will be redirected to e-Voting service provider website for
casting your vote during the remote e-Voting period.

Type of shareholders Login Method

Individual Shareholders You can also login using the login credentials of your demat account through your Depository
(holding securities in Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able
demat mode) login to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL
through their Depository Depository site after successful authentication, wherein you can see e-Voting feature. Click on
Participants (DP) company name or e-Voting service provider name and you will be redirected to e-Voting service
provider website for casting your vote during the remote e-Voting period.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password
option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through
Depository i.e. CDSL and NSDL
Login type Helpdesk details

Individual Shareholders holding securities in Demat mode Members facing any technical issue in login can contact CDSL
with CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.
com or contact at toll free no. 1800 22 55 33
Individual Shareholders holding securities in Demat mode Members facing any technical issue in login can contact NSDL
with NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at
toll free no.: 1800 1020 990 and 1800 22 44 30
Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual
shareholders in demat mode.
(v) Login method for Remote e-Voting for Physical shareholders and shareholders other than individual holding in Demat form.
1) The shareholders should log on to the e-voting website www.evotingindia.com.
2) Click on “Shareholders” module.
3) Now enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
4) Next enter the Image Verification as displayed and Click on Login.
5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of
any company, then your existing password is to be used.
6) If you are a first-time user follow the steps given below:
For Physical shareholders and other than individual shareholders

holding shares in Demat.
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both
demat shareholders as well as physical shareholders)
• Shareholders who have not updated their PAN with the Company/Depository Participant
are requested to use the sequence number sent by Company/RTA or contact Company/
RTA.
Dividend Bank Details Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your
demat account or in the company records in order to login.
OR Date of Birth (DOB)
• If both the details are not recorded with the depository or company, please enter the
member id / folio number in the Dividend Bank details field.

(vi) After entering these details appropriately, click on “SUBMIT” tab.
(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders
holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter
their login password in the new password field. Kindly note that this password is to be also used by the demat holders for
voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting
through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost
care to keep your password confidential.
(viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained
in this Notice.
(ix) Click on the EVSN for the relevant <Company Name> on which you choose to vote.
(x) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting.
Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies
that you dissent to the Resolution.
(xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you
wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
(xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
(xv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and
click on Forgot Password & enter the details as prompted by the system.
(xvi) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer
for verification.
(xvii) Additional Facility for Non – Individual Shareholders and Custodians –For Remote Voting only.
• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to
www.evotingindia.com and register themselves in the “Corporates” module.
• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.
evoting@cdslindia.com.
• After receiving the login details a Compliance User should be created using the admin login and password. The
Compliance User would be able to link the account(s) for which they wish to vote on.
• The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.
• It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in
favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
• Alternatively Non Individual shareholders are required mandatory to send the relevant Board Resolution/ Authority
letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to
vote, to the Scrutinizer and to the Company at the email address viz; compliances@thyrocare.com (designated
email address by company), if they have voted from individual tab & not uploaded same in the CDSL e-voting
system for the scrutinizer to verify the same.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/
DEPOSITORIES.
1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the
share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy
of Aadhar Card) by email to Company/RTA email id.
2. For Demat shareholders - please update your email id & mobile no. with your respective Depository Participant (DP)
3. For Individual Demat shareholders – please update your email id & mobile no. with your respective Depository Participant
(DP) which is mandatory while e-Voting & joining virtual meetings through Depository.
If you have any queries or issues regarding e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.
evoting@cdslindia.com or contact at toll free no. 1800 22 55 33
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager,
(CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M
Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or call at toll free no.
1800 22 55 33
(i) The remote e-voting period begins on Sunday July 31, 2022 at 9:00AM and ends on Tuesday, August 02, 2022 at 5:00PM.
The e-voting module shall be disabled by CDSL for voting thereafter. During this period Members of the Company, holding
shares either in physical form or in dematerialized form, as on the cut-off date, viz. Friday, July 22, 2022 may cast their
vote electronically.
(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting.
19. The Company has appointed M/s. S. Anantha & Ved LLP, practising Company Secretaries, to act as the Scrutinizer, for
conducting the voting and remote e-voting process in a fair and transparent manner.
The Scrutinizer shall, after the conclusion of voting at the General Meeting, first count the votes cast at the Meeting and
unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the
Company and shall make no later than 48 hours of the conclusion of the meeting a Consolidated Scrutinizer’s Report of
the total votes cast in favour or against and invalid votes if any, forthwith to the Chairman of the Company or the person
authorized by him, who shall countersign the same and declare the result of the voting forthwith.
The results declared along with the consolidated scrutinizer’s report shall be placed on the website of the Company, www.
thyrocare.com and on the website of CDSL. The results shall simultaneously be communicated to the Stock Exchanges.
The resolutions shall be deemed to be passed on the date of the Meeting, subject to receipt of sufficient votes.
20. The Company’s equity shares are Listed at (i) National Stock Exchange of India Limited, Exchange Plaza, Floor 5, Plot
No. C/1, Bandra (East), Mumbai – 400051 and (ii) BSE Limited, Phiroze JeeJeebhoy Towers, Dalal Street, Mumbai- 400
001 and the Company has paid the Annual Listing Fees to the said Stock Exchanges for the financial year 2022-23
21. Some of the Members have not claimed dividend paid for the earlier years, and these unclaimed dividend amounts have
been transferred to the respective Unpaid Dividend Accounts, as per details given below:
Dividend for No. of Unclaimed - Date Date of Last date

Shareholders Amount in ` of declaration transfer to for transfer
who have Unpaid Account to Investor
not claimed Education Fund
2015-16 Final 1454 1,92,390 12.09.2016 12-10-2016 12-10-2023
2016-17 Interim 375 62590 28.01.2017 27-02-2017 27-02-2024
2016-17 Final 371 72,100 12.08.2017 11-09-2017 10-09-2024
2017-18 Interim 308 60,255 03.02.2018 05-03-2018 04-03-2025
2017-18 Final 322 55,740 01.09.2018 01-10-2018 30-09-2025

Dividend for No. of Unclaimed - Date Date of Last date

Shareholders Amount in ` of declaration transfer to for transfer
who have Unpaid Account to Investor
not claimed Education Fund
2018-19 Final 236 2,07,880 24.08.2019 23-09-2019 22-09-2026
2019-20 Interim 274 59,080 07.11.2019 06-12-2019 05-12-2026
2020-21 Interim 362 402,109 28-10-2020 27-11-2020 27-11-2027
2020-21 Final 309 1221706 26-06-2021 25-07-2021 25-07-2028
22. SEBI has mandated the submission of PAN, KYC details available for inspection by the members electronically
and nomination by holders of physical securities by March during the meeting. Members seeking to inspect such
31, 2023, and linking PAN with Aadhar by March 31, 2022
documents can send an email to investor_relations@
vide its circular dated November 3, 2021 and December
thyrocare.com
15, 2021. Shareholders are requested to submit their
PAN, KYC and nomination details to the Company’s
24. In terms of Section 72 of the Act, read with the applicable
registrars. Link Intime India Limited. Members holding
shares in electronic form are, therefore, requested to rules thereto, the facility of making nomination is available
submit their PAN to their depository participant(s). In to all the Members in respect of the shares held by them.
case a holder of physical securities fails to furnish these Those who have not registered their nomination may do
details or link their PAN with Aadhar before the due date, so by submitting Form No. SH-13 to their Depository
our registrars are obligated to freeze such folios. The Participant. The said Form can be downloaded from the
securities in the frozen folios shall be eligible to receive Company’s website, www.thyrocare.com. The said Form
payments (including dividend) and lodge grievances can also be obtained from the website of Company’s
only after furnishing the complete documents. if the Registrar & Share Transfer Agents, https://linkintime.
securities continue to remain frozen as on December co.in/client-downloads.html
31, 2025, the registrar / the Company shall refer such
securities to the administering authority under the By Order of the Board
Benami Transactions (Prohibitions) Act, 1988, and / or For Thyrocare Technologies Limited
the Prevention of Money Laundering Act, 2002.
Ramjee Dorai
23. The Register of Directors and Key Managerial Personnel Company Secretary & Compliance Officer
and their shareholding, maintained under Section 170 of Date: April 29, 2022
the Companies Act, 2013 and the Register of Contracts Place: Navi Mumbai
or Arrangements in which Directors are interested,
maintained under Section 189 of the said Act, as well Registered Office:
as the Certificate from the Statutory Auditors relating to D-37/1, TTC Industrial Area, MIDC,
the Company’s Stock Option Scheme under SEBI (Share Turbhe, Navi Mumbai-400 703
Based Employee Benefits) Regulations, 2021, will be

EXPLANATORY STATEMENT Mr. Dharmil Sheth and appoint Mr. Dharmil Sheth as a Non-
Executive Director of the Company.
(Pursuant to the Section 102 of the Companies Act, 2013)
The Company has received notice in writing pursuant to
Item No. 4: Appointment of Mr. Dharmil Sheth as a Director Section 160 of the Companies Act, 2013, from a member
liable to retire by rotation: proposing the appointment of Mr. Dharmil Sheth for the office
of Director of the company. He is not disqualified from being
The Board of Directors, at their meeting held on September appointed as Director in terms of Section 164 of the Act.
02, 2021, appointed Mr. Dharmil Sheth (DIN: 06999772) as
an Additional Director, as recommended by the Nomination Copy of draft letter of appointment constituting the terms and
conditions of appointment of Mr. Dharmil Sheth as a Director
& Remuneration Committee.
is available for inspection by Shareholders at the registered
office of the Company on all working days, during business
As per Section 161 of the Act, Mr. Dharmil Sheth holds office
hours up to the date of the meeting and will also be made
up to the date of this annual general meeting. Mr. Dharmil
available at the meeting.
Sheth has provided notice confirming his willingness to act
as Non-Executive Director of the Company. Therefore, the Pursuant to provisions of sections, 152, 160, 161, 162 and
Nomination & Remuneration Committee, at their meeting held all other applicable provisions of the Companies Act, 2013
on April 28, 2022, considered the matter and recommended (“the Act”), the resolution No 04 is now being placed before
to seek the approval of Shareholders at this Annual General the members in the 22nd AGM for their approval by way of an
Meeting for appointment of Mr. Dharmil Sheth as a Director Ordinary Resolution.
liable to retire by rotation. The Board of Directors, at their
meeting held on April 29, 2022, accepted the recommendation Brief resume of Mr. Dharmil Sheth, nature of his expertise
of the Committee and decided to put up the proposal to the in specific functional areas, names of companies in which
Shareholders for their approval. The Board is of the view that he holds directorships and memberships / chairmanships of
his association and rich experience and knowledge would Board Committees and shareholding etc. as stipulated under
benefit the Company and it is desirable to avail services of the Listing Regulations, are given below:
Particulars Details
Date of Birth and Age (As on March 31, September 19, 1988;
2022) 33 Years
Designation Non-Executive Director
Directors Identification Number (DIN): 06999772
Date of first Appointment on the September 02, 2021
Company’s Board
Brief Resume/Qualification/ Experience/ He holds a Bachelor Degree in electronics engineering from K.J. Somaiya
Expertise in specific functional areas College of Engineering, University of Mumbai, and a postgraduate diploma
degree in management (marketing) from the Institute of Management
Technology, Ghaziabad.
He was earlier associated with MakeMyTrip (India) Private Limited as part of
the online products team, and then with 91 Streets Media Technologies Private
Limited as a director and co-founder.
He possess the required knowledge, experience and skill for the position of
Director of the Company.
Terms and Conditions of appointment Non-Executive, Non-Independent Director,
Liable to retire by rotation.
Remuneration last drawn (including sitting NIL
fees, if any)
Remuneration proposed to be paid NIL
Relationship with other Directors and Key He is not related to any of the Directors or Key Managerial Personnel.
Managerial Personnel
No. of Board meetings attended during 10 of 10
the year

Particulars Details
Directorships held in other Companies Listed: He is not holding directorship and committee chairmanship/membership
and the chairmanship/membership in any other listed entity.
of Committees of the board of Others:
such companies Solar Magic Private Limited
API Holdings Limited
Nueclear Healthcare Limited
Names of Listed Entities from which he NA
has resigned during last three years
Number of shares held in the Company He is not holding any shares in the Company.
(including shares as beneficial owner)
Disclosure of interest: hours up to the date of the meeting and will also be made
Except, Mr. Dharmil Sheth, none of the Directors, Key available at the meeting.
Managerial Personnel of the Company or their relatives,
are, in any way, is concerned or interested, financially or Pursuant to provisions of sections, 152, 160, 161, 162 and
otherwise in the passing of the Resolution set out at Item No all other applicable provisions of the Companies Act, 2013
4 of the Notice. (“the Act”), the resolution No 05 is now being placed before
the members in the 22nd AGM for their approval by way of an
The Board of Directors recommends this resolution set out at Ordinary Resolution.
Item no 04 of the Notice to the Members for their approval.
Brief resume of Mr. Hardik Dedia, nature of his expertise in
Item Nos. 5: Appointment of Mr. Hardik Dedhia as a specific functional areas, names of companies in which he
Director liable to retire by rotation: holds directorships and memberships / chairmanships of
Board Committees and shareholding etc. as stipulated under
The Board of Directors, at their meeting held on September the Listing Regulations, are given below:
02, 2021, appointed Mr. Hardik Dedhia (DIN: 06660799) as
Particulars Details
an Additional Director, as recommended by the Nomination
& Remuneration Committee. Date of Birth and Age (As February 17, 1989
on March 31, 2022) 33Years
As per Section 161 of the Act, Mr. Hardik Dedhia holds office Designation Non-Executive Director
up to the date of this annual general meeting. Mr. Hardik Directors Identification 06660799
Dedhia has provided notice confirming his willingness to act Number (DIN):
as Non-Executive Director of the Company. Therefore, the Date of first Appointment September 02, 2021
Nomination & Remuneration Committee, at their meeting held on the Company’s Board
on April 28, 2022, considered the matter and recommended
to seek the approval of Shareholders at this Annual General
Meeting for appointment of Mr. Hardik Dedhia as a Director
liable to retire by rotation. The Board of Directors, at their
Brief Resume/ He holds a bachelor’s
meeting held on April 29, 2022, accepted the recommendation
Qualification/ Experience/ degree in Electronic
of the Committee and decided to put up the proposal to the
Expertise in specific and telecommunication
Shareholders for their approval. The Board is of the view that
functional areas engineering from the
his association and rich experience and knowledge would
University of Mumbai and
benefit the Company and it is desirable to avail services of
Masters in science from
Mr. Hardik Dedhia and appoint Mr. Hardik Dedhia as a Non-
Carnegie Mellon University.
Executive Director of the Company.
Earlier he was working as a
QA Engineer with Net App
The Company has received notice in writing pursuant to Inc. He is co-founder of API
Section 160 of the Companies Act, 2013, from a member Holdings Limited.
proposing the appointment of Mr. Hardik Dedhia for the office
of Director of the company. He is not disqualified from being
He possess the required
appointed as Director in terms of Section 164 of the Act.
knowledge, experience
and skill for the position of
Copy of draft letter of appointment constituting the terms and Director of the Company.
conditions of appointment of Mr. Hardik Dedhia as a Director
is available for inspection by Shareholders at the registered
office of the Company on all working days, during business

Particulars Details held on April 29, 2022, accepted the recommendation of

the Committee and decided to put up the proposal to the
Terms and Conditions Non-Executive, Non-
Shareholders for their approval. The Board is of the view that
of appointment Independent Director,
his association and rich experience and knowledge would
liable to retire by rotation
benefit the Company and it is desirable to avail services
Remuneration last drawn NIL of Dr. Dhaval Shah and appoint Dr. Dhaval Shah as a Non-
(including sitting fees, if Executive Director of the Company.
any)
Remuneration proposed NIL The Company has received notice in writing pursuant to
to be paid Section 160 of the Companies Act, 2013, from a member
Relationship with other He is not related to any proposing the appointment of Dr. Dhaval Shah for the office
Directors and Key of the Directors or Key of Director of the company. He is not disqualified from being
Managerial Personnel Managerial Personnel. appointed as Director in terms of Section 164 of the Act.
No. of Board meetings 9 of 10

Copy of draft letter of appointment constituting the terms and
attended during the year
conditions of appointment of Dr. Dhaval Shah as a Director
Directorships held in Listed: He is not holding is available for inspection by Shareholders at the registered
other Companies and directorship and committee office of the Company on all working days, during business
the chairmanship/ chairmanship/membership in hours up to the date of the meeting and will also be made
membership of any other listed entity. available at the meeting.
Committees of the board Others:
of such companies Docon Technologies Pursuant to provisions of sections, 152, 160, 161, 162 and
Private Limited all other applicable provisions of the Companies Act, 2013
Nueclear Healthcare Limited (“the Act”), the resolution No 06 is now being placed before
the members in the 22nd AGM for their approval by way of an
Names of Listed Entities NA
Ordinary Resolution.
from which he has
resigned during last
Brief resume of Dr. Dhaval Shah, nature of his expertise in
three years
specific functional areas, names of companies in which he
Number of shares held in He is not holding any shares holds directorships and memberships / chairmanships of
the Company (including in the Company. Board Committees and shareholding etc. as stipulated under
shares as beneficial the Listing Regulations, are given below:
owner)
Particulars Details
Except, Mr. Hardik Dedia, none of the Directors, Key Date of Birth and Age October 18, 1988;
Managerial Personnel of the Company or their relatives, is (As on March 31, 2022) 33 Years
concerned or interested in the passing of the Resolution set Designation Non-Executive Director
out at Item No. 5 of the Notice.
Directors Identification 07485688
Number (DIN):
The Board of Directors recommends this resolution set out at
Item no 05 of the Notice to the Members for their approval. Date of first Appointment September 02, 2021
on the Company’s Board
Item No. 6: Appointment of Dr. Dhaval Shah as a Director Brief Resume/ He holds MBBS degree from
liable to retire by rotation: Qualification/ Experience/ Rajiv Gandhi Government
Expertise in specific Medical College, and a
functional areas postgraduate diploma
The Board of Directors, at their meeting held on October
in management from
06, 2021, appointed Dr. Dhaval Shah (Din: 07485688) as an XLRI Xavier School of
Additional Director as recommended by the Nomination & Management, Jamshedpur.
Remuneration Committee. Previously, he was associated
with 91Streets Media
As per Section 161 of the Act, Dr. Dhaval Shah holds office up Technologies Private Limited
to the date of this annual general meeting. Dr. Dhaval Shah as an executive director.
had provided notice confirming his willingness to act as Non- He possess the required
Executive Director of the Company. Therefore, the Nomination knowledge, experience and
skill for the position of Director
& Remuneration Committee, at their meeting held on April
of the Company.
28, 2022, considered the matter and recommended to seek
the approval of Shareholders at this Annual General Meeting Terms and Conditions Non-Executive, Non-
for appointment of Dr. Dhaval Shah as a Director liable to of appointment Independent Director,
liable to retire by rotation
retire by rotation. The Board of Directors, at their meeting

Remuneration last drawn NIL Officer from May 04, 2022 in accordance with the provisions
(including sitting fees, if of Articles of Association, Nomination and Remuneration
any) Policy of the Company and the Act.
Remuneration proposed NIL
to be paid The Board of Directors at their meeting held on April 29,
Relationship with other He is not related to any 2022, accepted the recommendation of the Nomination &
Directors and Key of the Directors or Key Remuneration Committee and passed resolutions appointing
Managerial Personnel Managerial Personnel. Mr. Rahul Guha (D`IN: 09588432) as Additional Director /
No. of Board meetings 9 of 9 Managing Director & Chief Executive Officer for a period of
five years from May 04, 2022 and further decided to put up
Directorships held in Listed: He is not holding the proposal to the shareholders for their approval on the
other Companies and directorship and committee following broad terms and conditions:
the chairmanship/ chairmanship/membership in
membership of any other listed entity.
Committees of the board (Amount in Rs.)
Others:
of such companies Nueclear Healthcare Limited Particulars Details
API Holdings Limited
Fixed Pay 140,00,040/- p.a.
Names of Listed Entities NA
Variable Pay Nil
from which he has
resigned during last Reimbursements* 9,60,000/- p.a.
three years Perquisites and 200,18,364/- p.a.
Number of shares held in He is not holding any shares allowances**
the Company (including in the Company. Increments At the discretion of Board of
shares as beneficial Directors / it’s Committee
owner)
Stock option details, He will be entitled to ESOP
if any and whether shares of our ultimate
Except, Dr. Dhaval Shah, none of the Directors, Key
issued at a discount as holding company API
Managerial Personnel of the Company or their relatives, is
well as the period over Holdings Limited worth Rs.
concerned or interested in the passing of the Resolution set
which accrued and over 46,25,00,000/-over a period
out at Item No. 6 of the Notice.
which exercisable. of five years. The perquisite
value of the options exercise
The Board of Directors recommends this resolution set out
by him in any financial year
at Item no 06 of the Notice to the Members for their approval
becomes part of his total
remuneration for that year.
Item Nos. 7 Appointment of Mr. Rahul Guha as a Director
/ Managing Director & Chief Executive Officer. Sitting fees He shall not be paid any
sitting fees for attending
At their meeting held on February 05, 2022, the Board of meetings of the Board or
Directors, at the recommendation of the Nomination & Committee thereof
Remuneration Committee, had approved appointment of Reimbursements of out of Reimbursement of
Mr. Rahul Guha (DIN: 09588432) as an Additional Director in pocket expenses entertainment, travelling and
the category of Managing Director & Chief Executive Officer other expenses incurred
effective from May 04, 2022. for Company’s work. Also
this will not be considered
As per Section 161 of the Act, Mr. Rahul Guha would hold as perquisite.
office up to the date of this annual general meeting. As per Insurance As per company rules
provisions of Regulation 17(1C) of SEBI (LODR) Regulations, Non-Compete During the employment and
2015, as amended, a listed entity should get the approval of for 12 months thereafter
shareholders for appointment of a person on the Board of
Employment Benefits During the term of his
Directors within three months from the date of appointment
employment, Mr. Rahul Guha
i.e. May 04, 2022.
will be entitled to participate
in the employee benefit
Accordingly, the Nomination & Remuneration Committee,
plans currently and hereafter
at their meeting held on April 28, 2022, considered the
maintained by the Company
matter and recommended the Board to seek the approval of
of general applicability
Shareholders at this Annual General Meeting for appointment
to other employees of
of Mr. Rahul Guha as Managing Director & Chief Executive
the Company

Leaves Mr. Rahul Guha shall proposing the appointment of Mr. Rahul Guha for the office
be entitled to leaves in of Director of the company. He is not disqualified from being
accordance with the Leave appointed as Director in terms of Section 164 of the Act.
Policy of the Company. Mr. Rahul Guha satisfies all the conditions set out in Part-I of
Schedule V of the Act as also conditions set out under Section
Service Contracts The Company may not enter
196(3) of the Act for being eligible for his appointment.
into any service contract
with him. But a detailed
Pursuant to provisions of sections 152, 160, 162 and all
appointment letter will
other applicable provisions of the Companies Act, 2013
be issued
(“the Act”), the resolution NO.7 is now being placed before
Notice Period 90 days after initial Lock in the members in the 22nd AGM for their approval by way of a
period of twelve months Special Resolution.
Severance Fees Nil
Variation Any variation to the terms and Brief resume of Mr. Rahul Guha, nature of his expertise in
conditions of his appointment specific functional areas, names of companies in which
and remuneration, including he holds directorships and memberships / chairmanships
Fixed pay, Variable pay, of Board Committees and shareholding etc. as stipulated
and StockOptions , will under the Listing Regulations and incremental details as per
be subject to review and Secretarial Standards -2, are given below:
approval of the Board (or
its Committee) and the Particulars Details
shareholders (if applicable) Date of Birth and Age (As March 2,1978
in accordance with the on March 31, 2022) 44 Years
applicable law, including the
Designation Managing Director
Companies Act, 2013 and
SEBI (Listing Obligations and Directors Identification 09588432
Disclosure Requirements) Number (DIN):
Regulations, 2015. Date of first Appointment May 04, 2022
Duties Mr. Rahul Guha shall perform on the Company’s Board
such duties as shall from Brief Resume/ He is an alumnus of Indian
time to time be entrusted to Qualification/ Experience/ Institute of Management,
him by the Board, subject to Expertise in specific Bengaluru (IIM - B). He has
superintendence, guidance functional areas spent almost 27 years at Boston
and control of the Board Consulting Group (BCG) where
he has led the Health Care
*Reimbursements shall include reimbursement of books and and Life Sciences practice.
periodicals, fuel & maintenance, driver salary, telephone Prior to joining BCG, Rahul
& internet, gadgets for personal & Professional Use and has been the co-founder and
funding professional education as per Company’s Human CEO of Nautilus Software and
Resource policy. the Chief Technology Officer
(CTO) at ValuePay.com where
**The perquisites and allowances, as aforesaid, shall include he was responsible for product
house rent allowance, leave travel allowance, education and development in the US Market.
supplementary allowances. He has extensive project
experience in MedTech and
Where in any financial year during the tenure of Mr. Rahul Guha, HealthTech and has worked
the Company’s profit is not adequate, the Company shall pay closely with multiple startups on
him the above remuneration as a minimum remuneration. their digital incubation. He has
been an active contributor to
Copy of draft letter of appointment constituting the terms and the pharma sector and has over
conditions of appointment of Mr. Rahul Guha as a Director two decades of experience.
is available for inspection by Shareholders at the registered He possess the required
office of the Company on all working days, during business knowledge, experience and
hours up to the date of the meeting and will also be made skill for the position of Director
available at the meeting. of the Company
Terms and Conditions Not liable to retire by rotation
The Company has received notice in writing pursuant to of appointment and other terms and conditions
Section 160 of the Companies Act, 2013, from a member as covered above

Relationship with other He is not related to any been decided to obtain the approval / ratification from the
Directors and Key of the Directors or Key shareholders for the remuneration of the Cost Auditor in the
Managerial Personnel Managerial Personnel. same financial year itself, instead of after completion of the
financial year. Therefore, the proposal to obtain the approval
No. of Board meetings NA
of shareholders for the remuneration fixed for the cost auditor
for the financial years 2021-22 as well as 2022-23 is being
2021-22
placed for their consideration.
D i re c t o r s h i p s held Listed: He is not holding
in other Companies directorship and committee Disclosure of Interest:
and the chairmanship chairmanship/membership in
/ membership of any other listed entity.
None of the Directors / Key Managerial Personnel of the
Committees of the board Others: Company or their relatives is concerned or interested in the
of such companies Nil passing of the Resolution for payment of remuneration to the
Names of Listed Entities NA Cost Auditor, as set out at Item No. 8 and 9 of the Notice.
from which he has
resigned during last The Board of Directors recommends this resolution set out at
three years Item no 8 and 9 of the Notice to the Members for their approval
Number of shares held in He is not holding any shares in
the Company (including the Company. Item No. 10: APPROVAL FOR ENTERING INTO
shares as beneficial MATERIAL RELATED PARTY TRANSACTIONS WITH API
owner) HOLDINGS LIMITED
Remuneration last drawn Nil
from the Company Docon Technologies Private Limited (“Docon”) is the holding
company of the Company and API Holdings Limited (“API”)
Except, Mr. Rahul Guha, none of the Directors, Key Managerial is the holding company of Docon, and therefore, API is the
Personnel of the Company or their relatives, is concerned or ultimate holding company of the Company. API is therefore a
interested in the passing of the Resolutions set out at Item related party in terms of the SEBI Listing Regulations.
No. 7 of the Notice.
API is one of the largest digital healthcare platforms,
The Board of Directors recommends this resolution set out providing total solution for all their healthcare requirements
at Item no7 of the Notice to the Members for their approval of its customers. In ordinary course of its business, it is also
providing diagnostic testing services to its clients.
Item No. 8 and 9: Ratification of remuneration to
Cost Auditor: In view of the synergy existing between their businesses,
both the Companies discussed and decided to enter into
As per the provisions of Rule 14 (a) (ii) of the Companies arrangement by which API will utilize the services of the
(Audit and Auditors) Rules, 2014.The remuneration fixed for Company on an exclusive basis for providing diagnostic
the cost auditor is required to be ratified by the Members, as testing services to their clients.
provided under
The proviso to Regulation 23(1) of the SEBI Regulations and
The Company has been appointing a Cost Auditor to conduct the Policy provides that a transaction with a related party
an audit of the Cost Records of the Company from the financial shall be considered material if the transaction(s) to be entered
year 2015-16 onwards, in accordance with the provisions of into individually or taken together with previous transactions
Section 148 of the Companies Act, 2013 and Rule 14 of the during a financial year, exceeds ten percent of the annual
Companies (Audit and Auditors) Rules, 2014. consolidated turnover of the listed entity as per the last
audited financial statements of the listed entity.
In order to carry out the cost audit, the cost auditor is
appointed by the Board of Directors and his terms are fixed Regulation 23(4) of SEBI (Listing Obligations and Disclosure
based on the recommendation of the Audit Committee, and Requirements) Regulations, 2015 (“SEBI Regulations”) and
approval/ratification of the remuneration fixed for the Cost Company’s policy on dealing with Related Party Transactions
Auditor is obtained from the shareholders every year after the (“Policy”) provide that all material related party transactions
completion of the financial year. (i.e. transactions having value above more than ten per cent
of the shall require approval of the shareholders through
At the 21st AGM, the approval/ratification of remuneration Ordinary Resolution.
fixed for the Cost Auditor for the financial year 2020-21
was obtained and accordingly the approval/ratification While the Company has been undertaking the said transaction
of remuneration fixed for the Cost Auditor for the financial with API based on approval of Audit Committee (Non material
year 2021-22 is due to be obtained this year. But it has transaction) during the whole Financial Year, it is likely that the

total value of transactions to be entered into with API would not exceeding Rs. 100 Crore (in one transaction or series
cross the limit as specified above and hence it would be a of transactions) upto the next AGM of the Company (for a
‘material transaction’. period not exceeding fifteen months). The Audit Committee
recommended to the Board of Directors to accord its
The Audit committee, reviewing the proposal, noted that
approval and also seek the approval of Members for the
the proposed transaction would be in the ordinary course
of Company’s business and that the terms are decided at proposal in terms of Regulation 23(4) of the SEBI (LODR)
an “Arm’s length basis” and the Independent Directors in Regulations, mentioned above. The Board of Directors has
the Audit Committee approved the proposal to enter into also approved the transaction and recommended it for
related party transection with API, up to an aggregate amount approval of shareholders.
Details of the proposed transactions:

A summary of relevant details is given below:
Type of RPT Rendering of Diagnostic Services
Name of the related party (Transaction with) API Holdings Limited
Type of approval (Omnibus/One time) Omnibus (i.e. to be valid up to the Next AGM for a period not
exceeding fifteen months).
Material terms and particulars of the proposed transaction; Thyrocare has agreed to provide diagnostic services and
sale consumables for the purpose of diagnostic services to
the patients/ customers of API. Purchase/Sale of Diagnostic
Processing Cost including DN/CN and courier charges: Test/
Profile Price offered to the unrelated franchisee/ business
associate minus 15%
Company has offered volume discount to the extent of 15%
on Business to Business prices on the commitment from API
of exclusivity to avail diagnostic services from the Company
which will be similar to the arrangement the Company would
have with its other customers providing similar volume of
business to the Company.
Its relationship with the listed entity or its subsidiary, including Ultimate Holding Company
nature of its concern or interest (financial or otherwise)
Tenure of the proposed transaction (particular tenure shall be Omnibus (i.e. to be valid up to the Next AGM for a period not
specified); exceeding fifteen months)
Repetitiveness daily
Value of the proposed transaction; (Rs in Crore) 100 Crores (in one transaction or series of transactions)
Maximum value per transaction Not applicable
Annual Consolidated turnover of Thyrocare in 2021-22 Rs.588.86 crores.
The percentage of the listed entity’s annual consolidated It would work out to be 16.98% of Thyrocare’s annual
turnover, for the immediately preceding financial year, that is consolidated turnover in 2021-22.
represented by the value of the proposed transaction
(and for a RPT involving a subsidiary, such percentage N.A.
calculated on the basis of the subsidiary’s annual turnover on
a standalone basis shall be additionally provided);
Justification as to why the RPT is in the interest of the Refer Annexure 1 below
listed entity;
A copy of the valuation or other external party report, if any N.A
such report has been relied upon;
Any other information that may be relevant N.A

Type of RPT Rendering of Diagnostic Services

If the transaction relates to any loans, inter-corporate deposits,
advances or investments made or given by the listed entity or
its subsidiary
details of the source of funds in connection with the
proposed transaction;
where any financial indebtedness is incurred to make or give
loans, intercorporate deposits, advances or investments,
- nature of indebtedness;
- cost of funds; and
- tenure;
N.A
applicable terms, including covenants, tenure, interest rate
and repayment schedule, whether secured or unsecured; if
secured, the nature of security; and
the purpose for which the funds will be utilized by the ultimate
beneficiary of such funds pursuant to the RPT
A copy of the valuation or other external party report, if any
such report has been relied upon;
Percentage of the counter-party’s annual consolidated
turnover that is represented by the value of the proposed RPT
on a voluntary basis;
Annexure 1 customers as well as online tests booked by customers

on online platforms owned by API.
Justification as to why the RPT is in the interest of the
Company (Benefits to Thyrocare) 5. API will be using platforms – online and offline for
promoting diagnostic services, therefore the Company
The Company is into the business of providing diagnostic may not have to spend on marketing and promotion of
services, and, in ordinary course of its business, it engages services like its B2B business and B2C business.
the services of franchisees who procure orders from hospitals,
doctors and patients for various tests being conducted 6. The Company offers similar volume discount to other
unrelated parties/ online aggregators that provide similar
by the Company and the Company conducts the tests,
volume business to the company.
communicates the results either to the franchisees or directly
to the concerned hospitals, doctors and patients, and collects
7. The Company will, consequent to the arrangement with
the charges for such tests either from the franchisees or the
API, be able to cater to customers in new or existing
end users.
geographies on account of increase in market presence
through orders under arrangement with API which has
Therefore, entering into the said arrangement with API will be customers across India.
beneficial to Company for the following reasons:
8. Further, it also enables the Company to expand its
1. Since API has a wide customer base both online and presence in geographies in which it has limited presence,
offline, the Company will have the benefit of its services which becomes feasible through having more regional
being offered to the customer base of API. processing labs, which in turn enables the Company to
provide better service to customers through processing
2. Since API has its own marketing outlets, the Company will reports at a faster turnaround time.
have the benefit of its services being marketed through
these outlets without any additional cost to Company. 9. The arrangement with API will also help the Company to
handle the fierce competition in the diagnostic services
3. This arrangement will increase the business of the segment, particularly post Covid with the new online
Company with a higher turnover and a higher profit. aggregators entrants backed by big business houses
and private equity players.
4. As per the terms of arrangement, API has agreed to
engage the Company exclusively for performing 10. The arrangement will be at an Arm’s length basis and it
diagnostic tests across India for orders placed by its is in the ordinary course of the Company’s business.

Disclosure of Interest: have already been transferred to the respective employees

together with dividend paid thereon and kept in the Bank,
Mr. Dharmil Sheth, Mr. Hardik Dedhia and Dr. Dhaval Shah, and transfer of the remaining 364 equity shares due to one
Directors of the Company should be deemed to be interested employee who is presently out of India, is in the process and
in passing of the resolution insofar as they are also Directors/ is expected to be completed shortly.
Key Managerial Personnel of API Holdings Limited.
The Company had also decided then to introduce an
Further, pursuant to provisions of Regulation 23(4) of SEBI Employees Stock Option Scheme envisaging granting of
Listing Regulations, no related party shall vote on this Stock Options equivalent to 1% (one per cent) of the paid
resolution irrespective whether such party is related party to up capital of the Company as on date of sanction of the
this particular transaction or not. Scheme, amounting to 5,05,359 Numbers of Stock Options,
excisable into equivalent number of new Equity Shares of
The Board of Directors recommends this resolution set out in Rs. 10/- each, to be distributed to the eligible employees
item at No. 10 to the Members for their approval. every year over a period of ten years, commencing from the
Financial Year 2014-15 at the rate of 10% of the aforesaid total
Item No. 11: Approval of Employees Stock Option Scheme Options every year. It was also decided that this ratio would
2021-22: be fine-tuned in correlation with the growth of the Company
each year as follows:
In the year 2014, the Company had issued and allotted 33,650
< 20% Growth 0.08%
Nos. of equity shares of the Company to be offered to such
of those employees of the Company who had contributed
> 20% Growth 0.10%
for the growth of the Company and who were on the rolls
of the Company as on the date of sanction of the Scheme
> 30% Growth 0.12%
(Employees Share Purchase Scheme). These shares were
allotted in the name of Thyrocare Employees Stock Option
The Options so granted would vest on the employees after
Trust, specially formed for this purpose. Subsequently, the
a waiting period of three years, subject to their continuing in
Company had issued Bonus Shares in the ratio of 4:1, and service. Those Options, which could not be exercised by those
therefore, the total number of shares registered in the name who had left the services before the vesting date, would be
of the Trust had gone up to 1,34,600. After a waiting period added back to the Pool. The details of Stock Options granted
of three years, these shares were offered to the eligible till 2020-21, Options exercised by the eligible employees and
employees who were continuing in service and all of them the Options not exercised and added back to the Pool, are
have accepted the offer. Out of these, 1,34,236 shares given below:
Total no of Options reserved - A 505359

Options lapsed &
Year Options granted Options exercised
added to the Pool
2014-15 40,434 33,973 6,461
2015-16 50,537 37,759 12,778
2016-17 50,516 38,054 12,462
2017-18 40,452 28,913 11,539
2018-19 40,429 Not yet vested -
2019-20 40,429 Not yet vested -
2020-21 40,429 Not yet vested -
2021-22 (placed before the Members for approval at -
40,429 Yet to be granted
this AGM)
Total Options granted (including 2021-22) - B 343,655 -
Balance Options - C (A minus B) 161,704 -
Add: Total Options added back - D 43,240 43,240
Total Options yet to be granted - E (C + D) 204,944
In accordance with the Scheme, it is proposed to distribute Stock Options not exceeding 40,429 Stock Options (with individual
entitlements rounded off) as Employees Stock Options for the Financial Year 2021-22.

The brief details of the Thyrocare Employees Stock Option Scheme 2021-22 are as follows:
A Brief description of the scheme(s); In the year 2015, the Company introduced the Employees Stock Option
Scheme with a view to attracting and retaining the talent, instilling a sense
of belonging in the minds of the employees and thereby motivating the
employees to excel in their performance and thus contribute to the growth
of the Company.
The Scheme envisages issue of Stock Options equivalent to 1% of the then
paid-up capital of the Company made up of 50,53,5971 equity shares of
Rs. 10/- each, amounting to 5,05,359 Stock Options (to be exercised into an
equivalent number of equity shares) to be distributed over a period of ten
years, starting from Financial Year 2014-15, at the rate of 0.1% each year
which would be fine-tuned in correlation with the growth of the Company
each year as follows:
< 20% Growth 0.08%
> 20% Growth 0.10%
> 30% Growth 0.12%
Within the limit fixed for each year, the number of Stock Options to be
issued to individual employees will be decided based on the norms fixed
by the Nomination & Remuneration Committee (Compensation Committee)
and Board of Directors for each year. The current status of the Scheme is
as follows:
Financial Year Stock Stock Stock Options
Options issued Options lapsed exercised or yet
to be vested
2014-15 40,434 6,461 33,973

2015-16 50,537 12,778 37,759
2016-17 50,516 12, 462 38,054
2017-18 40,452 11,539 28,913
2018-19 40,429 Not yet vested 40,429
2019-20 40,429 Not yet vested 40,429
2020-21 40,429 Not yet vested 40,429
2021-22 40,429 Not yet vested 40,429
Options issued 343,657 43240 300415
O p t i o n s 204944
available for
further distribution.
Total 505,359
B The total number of options, SARs, A total number of 5,05,359 Stock Options is envisaged under the Scheme
shares or benefits, as the case may be, for distribution over a period of ten years. Out of this, Stock Options not
to be granted; exceeding 40,429 Nos would be granted, this year.
C Identification of classes of employees Those employees who have completed two years of service as at the
entitled to participate and be beneficiaries end of the relevant financial year would be entitled to participate and be
in the scheme(s); beneficiaries in the Scheme.
D Requirements of vesting and period Period of vesting is 3 years after date of granting, i.e. the employees should
of vesting; continue to be in the service for a period of three years from the date of
granting the Option.
E Maximum period (subject to regulation Three years from the date of granting of Options.
18(1) and 24(1) of the regulations, as the
case may be) within which the options /
SARs / benefit shall be vested;

F Exercise price, SAR price, purchase Exercise price will be Rs. 10/- per share.
price or pricing formula;
G Exercise period and process of exercise; The grantees can exercise their option within one year from the date
of vesting.
H The appraisal process for determining the All those permanent employees who have completed two years of
eligibility of employees for the scheme(s); continuous service as at the end of the relevant financial year will be eligible
to participate. Individual eligibility will be determined based on their length
of service, seniority, etc.
I Maximum number of options, SARs, The total no of Options would not exceed 40,429 in aggregate. No maximum
shares, as the case may be, to be issued no of Options has been fixed per employee. Entitlement of individual
per employee and in aggregate; employees will be determined based on norms fixed by the Nomination &
Remuneration Committee / Board of Directors.
J Maximum quantum of benefits to Maximum quantum of benefit is equivalent to the difference between the
be provided per employee under a market price and the issue price in respect of the number of Shares allotted
scheme(s); for each employee against the Stock Options exercised by them.
K Whether the scheme(s) is to be The scheme is to be implemented and administered directly by the Company.
implemented and administered directly
by the company or through a trust;
L Whether the scheme(s) involves new The scheme envisages new issue of shares.
issue of shares by the company or
secondary acquisition by trust or both;
M The amount of loan to be provided for Not applicable, since the employees will have to pay and acquire the shares
implementation of the scheme(s) by the offered to them.
company to the trust, its tenure, utilization,
repayment terms, etc.;
N Maximum percentage of secondary The Company does not envisage any secondary acquisition for this purpose.
acquisition (subject to limits specified
under the regulations) that can be made
by the trust for the purposes of the
scheme(s);
O A statement to the effect that the company The Company shall conform to the accounting policies specified in
shall conform to the accounting policies regulation 15.
specified in regulation 15;
P The method which the company shall use Intrinsic value method would be used for valuation of the Options granted.
to value its options or SARs;
Q The following statement, if applicable: It is confirmed that the difference between the employee compensation cost
In case the company opts for expensing so computed and the cost that shall have been recognized if it had used
of share based employee benefits the Fair Value of the Options, shall be disclosed in the Board’s Report and
using the intrinsic value, the difference also the impact of this difference on profits and on EPS of the Company shall
between the employee compensation also be disclosed in the Board’s Report.
cost so computed and the employee
compensation cost that shall have been
recognized if it had used the fair value,
shall be disclosed in the Directors’ report
and the impact of this difference on profits
and on earnings per share (“EPS”) of the
company shall also be disclosed in the
Directors’ report.’

R Any other useful information We have already obtained In Principle approval from National Stock
Exchange Ltd., and BSE Ltd., for listing of the entire 505,3549 shares that
would be issued against the equivalent no of Stock Options. However,
final approval would be obtained from both NSE and BSE for the actual
no of shares allotted each year against the Options exercised by the
eligible employees.
S Terms & conditions for buyback, if any, The scheme does not envisage any buyback of securities covered under
of specified securities covered under these regulations.
these regulations.
The Stock Options granted to an employee will not be transferable to any person and shall not be pledged, hypothecated,
mortgaged or otherwise alienated in any manner, until expiry of three years from the date of granting, which is determined as
the Vesting Date for exercising the Option.
The Scheme would be implemented, managed and administered directly by the Company. The shares to be issued to the
employees on their exercising the Option would be by way of fresh allotment, and not sourced from secondary market.
Disclosure of Interest:
None of the Directors, Key Managerial Personnel of the Company or their relatives, is concerned or interested in the passing
of the Resolution set out at Item No. 11
of the Notice, (other than the Company Secretary and Senior Managerial Personnel, who would be entitled to Stock Options
as per the terms of the Scheme).
The Board of Directors recommends this resolution set out at Item no 11 of the Notice to the Members for their approval.
By Order of the Board

For Thyrocare Technologies Limited
Ramjee Dorai
Company Secretary & Compliance Officer
Place: Navi Mumbai
Registered Office:
D-37/1, TTC Industrial Area, MIDC,
Turbhe, Navi Mumbai-400 703
Important Communication to Members

The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate Governance” by allowing paperless compliances
by the companies and has issued circulars stating that service of notice/documents including Annual Report can be sent
by e-mail to its Members. To support this green initiative of the Government, Members who have not registered their e-mail
address, so far, are requested to get their e-mail addresses registered with the Depository through their concerned Depository
Participants in respect of electronic holding and with the Registrar and Transfer agent of the Company in respect of physical
holding,. Members who hold shares in Physical form, are also requested to get their shares dematerialized.

FORM NO. MGT-11

PROXY FORM
[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies
(Management and Administration) Rules, 2014]
CIN: L85110MH2000PLC123882
Name of the Company: THYROCARE TECHNOLOGIES LIMITED
Registered Office: D-37/1, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai 400703
Corporate Office: D-37/3, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai 400703
Name of Members:
Registered Address:
E-mail ID:
Folio no./Client ID No. :
DP ID:
I/We, being the member (s) of …………….......equity shares of the above named Company, hereby appoint
1. Name:
Address:
E-mail ID:
Signature: …………………………………………………….., or failing him
2. Name:
Address:
E-mail ID:
Signature: ……………………………………………………., or failing him
3. Name:
Address:
E-mail ID:
Signature: ……………………………………………………., or failing him
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 22nd Annual General Meeting of the
Company for Financial Year 2021-22 to be held on Wednesday, August 03, 2022, at 4.00 P.M., at Corporate office of the
Company situated at D-37/3, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai-400 703, and/or at any adjournment thereof in
respect of resolutions as are indicated below:
Resolution No.:

Ordinary Business:
1. To adopt the Audited Standalone Financial Statements of the Company for FY 2021-22.
2. To adopt the Audited Consolidated Financial Statements of the Company for FY 2021-22.
3. To confirm the payment of Interim Dividend as Final Dividend for the Financial Year 2021-22
Special Business:
4. To approve appointment of Mr. Dharmil Sheth (DIN: 06999772) as a Non-Executive Non-Independent Director.
5. To approve appointment of Mr. Hardik Dedhia (DIN: 06660799) as a Non-Executive Non-Independent Director.
6. To approve appointment of Dr. Dhaval Shah (DIN: 07485688) as a Non-Executive Non-Independent Director.
7. To approve appointment of Mr Rahul Guha (DIN: 09588432) as, Managing Director and Chief Executive Officer of the
Company
8. To ratify remuneration fixed for the Cost Auditor for FY 2021-22.
9. To ratify remuneration fixed for the Cost Auditor for FY 2022-23.
10. To approve for entering into Material Related Party Transactions with API Holdings Limited
11. To approve Employees Stock Option Scheme for the FY 2021-22.
Please affix
Signed this …………………………………………………………
Revenue Stamp
Signature of shareholder: ………………………………………………………………

Signature of Proxy holder(s): ………………………………………………………….
Note:
1. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the
Company, not less than 48 hours before the commencement of the Meeting.
2. For corporate members of the Company, duly certified copy of Board Resolution passed at the meeting of their
Board of Directors shall be required to appoint a representative to attend and vote at the General Meeting.

THYROCARE TECHNOLOGIES LIMITED

Attendance Slip for 22nd Annual General Meeting
(to be handed over at the Registration Counter at the venue of the Meeting)
Regd. Folio No. / DP ID & Client Id
Name:
Address:
I/We hereby record my/our presence at the 22nd Annual General Meeting of the Company on Wednesday , August 3, 2022 at
04:00 P.M. at Corporate office of the Company situated at D-37/3, TTC Industrial Area, MIDC, Turbhe, Navi Mumbai-400 703
----------------------------------- -------------------------------------- ------------------------------- ------------------------

First/Sole Holder/Proxy Second Holder/ Proxy Third Holder/ Proxy Fourth Holder/ Proxy
Notes:-
1. Please read the instructions to exercise remote e-voting option printed overleaf.
2. Members are requested to bring their copies of the Annual Report at the Annual General Meeting.
3. (i) Commencement of remote e-voting : from 9.00 A.M. on Sunday, July 31, 2022
(ii) Conclusion of remote e-voting: at 5.00 P.M. on Tuesday, August 02, 2022
4. Cut-off date for remote e-voting: Friday, July 22, 2022 (End of the day)

Route Map to the AGM Venue

Venue:
D-37/3, TTC Industrial Area, MIDC, Turb-
he, Navi Mumbai 400703.
Date & Time:

Wednesday August 03, 2022
at 4.00 P.M.

Notes
www.thyrocare .com

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Julyy 13, 2022

Thiss is with refference to ouur letter dateed July 12, 2022

Whiile reviewingg the above papers we noticed

We request you to kindly takke the same on

To get this report online and

REGISTRAR & SHARE TRANSFER AGENT

Welcome to the World of

>57,000 >4,00,000 Largest Capacity

Annual Report 2021-22

Affordable Pan India

Our Key Differentiators

Unique Concept Unique Focus Unique Logistics

Unique Operations National Presence Low Cost

Annual Report 2021-22

Our new Brand Identity

TESTS YOU CAN TRUST

Annual Report 2021-22

Element – Drop of a Blood

Annual Report 2021-22

1,500+ 2,000+ 9,000+

500+ 900+ 16.32 million

110.30 million 4.73 million 23,203

Annual Report 2021-22

Bhopal Ranchi Kolkata

Angul Mobile Van

Map not to scale. For illustrative purposes only.

Annual Report 2021-22

FY2020 378.23 FY2020 401.06

Annual Report 2021-22

Revenue from operations

(In crore of INR)

FY2018 111.52 FY2018 141.01

FY2019 96.50 FY2019 154.28

FY2021 110.41 FY2021 170.08

Net cash generated from

(In crore of INR)

FY2018 10.00 FY2018 96.05

FY2020 5.00 FY2020 79.32

FY2021 25.00 FY2021 119.77

FY2022 15.00 FY2022 152.05

FY2019 101.42 FY2019 18.76

FY2020 119.39 FY2020 19.20

Annual Report 2021-22

Laboratory diagnostics play an invaluable role in

With NABL certification and CAP accreditation, we are

Annual Report 2021-22

To further enhance our quality, we have installed automation

Annual Report 2021-22

Letter from the

The message is loud

Annual Report 2021-22

Going forward, we shall aim at covering all technologies and

Annual Report 2021-22

Mr. Rahul Guha Mr. Dharmil Sheth

Mr. Hardik Dedhia Mr. Dhaval Shah

Annual Report 2021-22

Dr. Neetin Desai Dr. Indumati Gopinathan

Annual Report 2021-22

Mr. Rahul Guha Mr. Sachin Salvi

Annual Report 2021-22

4) The provisions of section 197(14) of the Companies Thyrocare Technologies Limited