price waterhouse chartered accountants llp - skanray.com

77
Price Waterhouse Chartered Accountants LLP INDEPENDENT AUDITORS' REPORT To the Members of Skanray Healthcare Global Private Limited Report on the Standalone Financia! Statements 1. We have audited the accompanying standalone financia! statements of Skanray Healthcare Global Prívate Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss, the Cash Flow Statement r the year then ended, and a summary of the significant accounting policies and other explanatory inrmation. Management's Responsibili r the Standalone Financia! Statements 2. The Company's Board of Directors is responsible r the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone financia! statements to give a true and ir view of the financia! position, financia! performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act r safeguarding of the assets of the Company and r preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate interna! financial controls, relevant to the preparation and presentation of the financial statements that give a true and ir view and are ee om material misstatement, whether due to aud or error. Auditors' Responsibility 3. Our responsibility is to express an opinion on these standalone financial statements based on our audit. 4. We have taken into account the provisions of the Act and the Rules made thereunder including the accounting standards and matters which are required to be included in the audit report. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financia! statements are ee om material misstatement. An audit involves perrming procedures to obtain audit evidence about the amounts and the disclosures in the financia! statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the standalone financia! statements, whether due to aud or error. In making those risk assessments, the auditor considers intea! financial control relevant to the Company's preparation of the standalone financia! statements that give a true and ir view, in arder to design audit procedures that are appropriate in the circumstances, but not r the purpose of expressing an opinion on the effectiveness of the Company's interna! control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the standalone financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis r our audit opinion on the standalone financia! statements. Price Waterhouse Chartered Accountants LLP, 5th Floor, Tower ', The Millenia, 1 & 2 u ·,h1 8gaci, Ulsoor Bangalore - 560 008 T:+91 (80) 4079 5000, F:+91 (80) 4079 5222 Reg,stered office and Head ofllce Sucheta Bhawan, 11A V1shnu D1gambar Marg. New Delh1 110 002 Price Waterhouse (a Partnersh,p Firm) conveed Into Price Waterhouse Chartered Accountanls LLP (a L1mIted L1abIhty �mAi C-5001) with effect from July 25, 2014. Post its convers,on to Price Waterhouse Chartered Accountants LLP, its ICAI registration nu ·" stration number befare conversion was 012754N)

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Page 1: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

INDEPENDENT AUDITORS' REPORT

To the Members of Skanray Healthcare Global Private Limited

Report on the Standalone Financia! Statements

1. We have audited the accompanying standalone financia! statements of Skanray HealthcareGlobal Prívate Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended,and a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Financia! Statements

2. The Company's Board of Directors is responsible for the matters stated in Section 134(5) ofthe Companies Act, 2013 ("the Act") with respect to the preparation of these standalonefinancia! statements to give a true and fair view of the financia! position, financia!performance and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India, including the Accounting Standards specified under Section 133of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisionsof the Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accounting policies;making judgments and estimates that are reasonable and prudent; and design,implementation and maintenance of adequate interna! financial controls, relevant to thepreparation and presentation of the financial statements that give a true and fair view andare free from material misstatement, whether due to fraud or error.

Auditors' Responsibility

3. Our responsibility is to express an opinion on these standalone financial statements basedon our audit.

4. We have taken into account the provisions of the Act and the Rules made thereunderincluding the accounting standards and matters which are required to be included in theaudit report.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financia! statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financia! statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the standalone financia! statements, whether due to fraud or error. In making those risk assessments, the auditor considers interna! financial control relevant to the Company's preparation of the standalone financia! statements that give a true and fair view, in arder to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's interna! control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the standalone financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financia! statements.

Price Waterhouse Chartered Accountants LLP, 5th Floor, Tower 'D', The Millenia, 1 & 2 Jvfu ·12h1 8gaci, Ulsoor Bangalore - 560 008 T:+91 (80) 4079 5000, F:+91 (80) 4079 5222

Reg,stered office and Head ofllce Sucheta Bhawan, 11A V1shnu D1gambar Marg. New Delh1 110 002

Price Waterhouse (a Partnersh,p Firm) converted Into Price Waterhouse Chartered Accountanls LLP (a L1mIted L1abIhty �m�iliiiJ;li'imr(iéAi

C-5001) with effect from July 25, 2014. Post its convers,on to Price Waterhouse Chartered Accountants LLP, its ICAI registration nu ·" stration number befare conversion was 012754N)

Page 2: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP INDEPENDENT AUDITORS' REPORT

To the Members of Skanray Healthcare Global Private Limited Report on the Standalone Financia! Statements Page 2 of3

Opinion

8. In our opinion and to the best of our information and according to the explanations given tous, the aforesaid standalone financia! statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India, of the state of affairs of the Company as at March 31,2018, and its loss and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

9. As required by 'the Companies (Auditor's Report) Order, 2016', issued by the CentralGovernment of India in terms of sub-section (u) of section 143 of the Act (hereinafterreferred to as the "Order"), and on the basis of such checks of the books and records of theCompany as we considered appropriate and according to the information and explanationsgiven to us, we give in the Annexure A, a statement on the matters specified in paragraphs3 and 4 of the Order.

10. As required by Section 143 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of ourknowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Companyso far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt withby this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid standalone financia! statements comply with the AccountingStandards specified under Section 133 of the Act, read with Rule 7 of the Companies(Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on March 31, 2018and taken on record by the Board of Directors, none of the directors is disqualified as onMarch 31, 2018 from being appointed as a director in terms of Section 164(2) of the Act.

(f) Clause (i) of Section 143(3) of the Act is not applicable pursuant to notification G.S.R. 583(E)dated June 13, 2017.

(g) With respect to the other matters to be included in the Auditors' Report in accordance withRule u of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the bestof our knowledge and belief and according to the information and explanations given to us:

i. The Company <loes not have any pending litigations as at March 31, 2018 which wouldimpact its financia} position;

ii. The Company has long-term contracts as at March 31, 2018 for which there were nomaterial foreseeable losses. The Company did not have any derivative contracts as at March31, 2018;

iii. There were no amounts which were required to be transferred to the Investor Educationand Protection Fund by the Company during the year ended March 31, 2018 and

Page 3: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP INDEPENDENT AUDITORS' REPORT To the Members of Skanray Healthcare Global Private Limited Report on the Standalone Financia! Statements Page3 of3

iv. The reporting on disclosures relating to Specified Bank Notes is not applicable to theCompany far the year ended March 31, 2018.

Far Price Waterhouse Chartered Accountants LLP

Firm Regí r tion Number: 012754N/N500016

Place: Bengaluru Partner Date: August 28, 2018 Membership Number: 202674

Page 4: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Annexure B to Independent Auditors' Report Referred to in paragraph 9 of the Independent Auditors' Report of even date to the members of Skanray Healthcare Global Private Limited on the standalone financia! statements as of and for the year ended March 31, 2018 Page 1 of 2

i. (a) The Company is maintaining proper records showing full particulars, including quantitativedetails and situation, of fixed assets.

(b) The fixed assets of the Company have been physically verified by the Management during theyear and no material discrepancies have been noticed on such verification. In our opinion, thefrequency of verification is reasonable.

(c) The Company does not own any immovable properties. Therefore, the provisions of Clause3(i)(c) of the Order are not applicable to the Company.

11. The physical verification of inventory has been conducted at reasonable intervals by theManagement during the year. The discrepancies noticed on physical verification of inventory ascompared to book records were not material.

m. The Company has granted unsecured loans, to companies covered in the register maintainedunder Section 189 of the Act:

(a) In respect of the aforesaid loans, the terms and conditions under which such loans were grantedare not prejudicial to the Company's interest.

(b) In respect of the aforesaid loans, no schedule for repayment of principal and payment of interesthas been stipulated by the Company. Therefore, in absence of stipulation of repayment termswe do not make any comment on the regularity of repayment of principal and payment ofinterest.

( c) In respect of the aforesaid loans, no schedule for repayment of principal and payment of interesthas been stipulated by the Company. Therefore, in absence of stipulation of repayment termswe do not make any comment on the there is no amount which is overdue for more than ninetydays.

1v. In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of the loans and investments made, and guarantees and security provided by it.

v. The Company has not accepted any deposits from the public within the meaning of Sections 73,7 4, 75 and 76 of the Act and the Rules framed there under to the extent notified.

vi. The Central Government of India has not specified the maintenance of cost records under sub-section (1) of Section 148 of the Act for any of the products of the Company.

vii. (a) According to the information and explanations given to us and the records of the Companyexamined by us, in our opinion, the Company is regular in depositing the undisputed statutory dues, including provident fund, employees' state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax, goods and service tax with effect from July 1, 2017 and other material statutory dues, as applicable, with the appropriate authorities.

(b) According to the information and explanations given to us and the records of the Companyexamined by us, there are no dues of income tax, sales tax, service tax, duty of customs, duty ofexcise, value added tax or goods and service tax which have not been deposited on account of anydispute.

Page 5: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Annexure B to Independent Auditors' Report Referred to in paragraph 9 of the Independent Auditors' Report of even date to the members of Skanray Healthcare Global Private Limited on the standalone financia! statements as of and for the year ended March 31, 2018 Page 2 of2

vm.

ix.

X.

xi.

xi'i.

xiii.

xiv.

XV.

xvi.

As the Company does not have any loans or borrowings from any financia! institution or bank or Government, nor has it issued any debentures as at the balance sheet date, the provisions of Clause 3(viii) of the Order are not applicable to the Company.

The Company has not raised any moneys by way of initial public offer, further public offer (including debt instruments) and term loans. Accordingly, the provisions of Clause 3(ix) of the Order are not applicable to the Company.

During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of any such case by the Management.

The provisions of Section 197 read with Schedule V to the Act are applicable only to public companies. Accordingly, the provisions of Clause 3(xi) of the Order are not applicable to the Company.

As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3(xii) of the Order are not applicable to the Company.

The Company has entered into transactions with related parties in compliance with the provisions of Section 188 of the Act. The details of such related party transactions have been disclosed in the financia! statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. Further, the Company is not required to constitute an Audit Committee under Section 177 of the Act, and accordingly, to this extent, the provisions of Clause 3(xiii) of the Order are not applicable to the Company.

The Company has made a private placement of fully convertible preference shares and redeemable preference shares during the year under review, in compliance with the requirements of Section 42 of the Act. The amounts raised have been used for the purpose for which funds were raised.

The Company has not entered into any non-cash transactions with its directors or persons connected with them. Accordingly, the provisions ofClause 3(xv) of the Order are not applicable to the Company.

The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the Company.

For Price ' aterhouse Chartered Accountants LLP Firm Re s ·ation Number: 012754N/N500016

Place: Bengaluru Partner Date: August 28, 2018 Membership Number: 202674

Page 6: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited Standalone Balance Sheet (Ali amounts in Indian Rupees unless otherwise stated)

EQUITY AND LIABILmES

Shareholders' funds Share capital Reserves and surplus

Share application money pending allotment

Non-current liabilities Long-term provisions

Current liabilities Trade payables

-Total outstanding dues of micro enterprises and smallenterprises -Total outstanding dues of creditors other thanmicro enterprises and small enterprises

Other current liabilities Short-term provisions

Total

ASSETS

Non- current assets Fixed assets Tangible assets

Non-current investments Deferred tax asset (net) Other non-current assets

Current assets Current investments Inventories Trade receivables Cash and bank balances Short-term loans and advances Other current assets

Total

The accompanying notes are an integral part of these financia] statements.

For Price W crhousc Chartered Accountants LLP Firm Regist ton Number: 012754N/N500016

Partner Membership Number :202674

Place: Bengaluru Date: August 2$, 2018

Note

3 4

34

5

6

7 8

10 11 12

13 14 15 16 17 18

As at March 31, 2018 March 31, 2017

192,208,540 59,855,000 473,884,427 517,915,653

29,535,400

2,803,213 351,823

90,700

3,012,790 2,618,762

4,703,079 7,404,880 272,517 212,170

676288�z566 617

2984

2388

681,564 634,278 508,239,327 437,438,543

350,125 50,125

84,239 250,322 10,900 5,824,242

6,209,306 36,617,520 117,926 31,184,473

142,450,592 100,158,344 18,740,587 5,826,541

6z61ss�

1566 61zz2BizJ88

For and on behalf of the Board of Directors

Kannan PR Director DIN :03435209

1/�

Treasa Mary Mathew Director DIN :02069587

Tanushree Davc Company Secretary Membership Number: �Lt � 1

Place: Bengaluru Date: August23, 2018

Page 7: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Standalone Statement of Profit and Loss (Ali amounts in Indian Rupees unless otherwise stated)

Revenue Revenue from operations Other income

Total revenue

Expenses Purchase of stock-in-trade Employee benefits expense Depreciation expense Other expenses

Total expenses

Loss before tax Tax expense

- Current tax- Deferred tax expense

Loss for the year

Loss per share - Basic and Diluted [Nominal value per share Rs. 10 each fully paid up (March 31,

Note

19 20

21 22 23 24

2017: Rs. 10)]: 28

The accompanying notes are an integral part of these financia! statements.

Partner

e house Chartered Accountants LLP io Number: 012754N/N500016

Membership Number :202674

Place: Bengaluru Date: August UJ, 2018

Year ended March 31, 2018

56,830,250 13,372,357

70,202,607

39,802,079 33,472,991

283,411 67,257,212

140,815,693

(70,613,086)

(70,613,086)

(7,061)

March 31, 2017

111,214,171 16,802,566

128,016,737

85,173,569 18,197,046

77,125 33,600,782

(9,680,316)

(968)

For and on behalf of lhe Board of Directors

Kannan PR Director DIN :03435209

1?�Tanushree Davc Company Secretary

�� Director DIN :02069587

�'o7,.\\.'nCar.

e. Membership Number: 3,4S'\I �� Place: Bengaluru Date: August2,'¿, 2018

(/) .....

* "

� ·�',?J�?!!!-

Page 8: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited Standalone Cash Flow Statement (Ali amounts in Indian Rupees unless otherwise stated)

A. Cash flow from operating activities Loss before tax Adjustments for: Depreciation expense Unrealized foreign exchange loss (net) Gain on sale of mutual funds lnterest income Provision for doubtful advances Liabilities no longer required written back Operating cash flow before working capital adjustments Changes in working capital: Decrease / (Increase) in trade receivables Decrease / (Increase) in Inventories Increase in loans and advances Increase in other current and other non-current assets Increase / (Decrease) in trade payables (Decrease)/ Increase in other current Iiabilities and provisions Cash used in operations Less: Income taxes paid (net of refunds) Net cash used in operations

B. Cash flow from investing activities Purchase of tangible fixed assets Investment in subsidiaries Proceeds from sales of investments Interest income Net cash used in investing activities

C. Cash flow from financing activities Repayment of long-term borrowings Proceeds from allotment of Preference Shares Share application money received pending allotment Net cash from financing activities

Net (decrease) / increase in cash and cash equivalents (A+B+C)

Cash and cash equivalents at beginning of the year Cash and cash equivalents at the end of the year (refer Note 16)

For Price W e housc Chartered Accountants LLP Firm Regist tio Number: 012754N/N500016

Partner Membership Number :202674

Place: Bengaluru Date: August 2/J, 2018

Year ended March 31, 2018

(70,613,086)

283,411 129,514

(233,917) (13,128,312) 38,310,000

(10,128) (45,262,518)

30,278,700 5,813,342

(79,182,700) (1,392,198)

313,456 (190,064)

(89,621,982) (1,419,548)

(330,697) (70,800,784)

400,000 1,306,464

(69,425,017)

129,400,000

129,400,000

(31,066,547)

31,184,473 117,926

Kannan PR Director DIN :03435209

March 31, 2017

(9,031,785)

77,125 229,300

(2,868,145) (6,778,163)

(25,527,926)

(29,615,970) (5,824,242) (98,537,611)

(710,940) (6,197,433) 7,850,227

(158,563,895) (740,470)

(t59,3o4,365)

(711,403) (391,577,850)

65,520,819 1,662,561

(325,105,873)

(3,160,234) 471,200,000

29,535,400 497,575,166

13,164,928

18,019,545 3t,t84,473

Treasa Mary Mathew Director DIN :02069587

1

Tanushree Dave Company Secretary Membership Number : 3 '-t 5'11

.... .,, e:: :--

Place: Bengaluru Date: AugustZ8, 2018

" -�""

Ualore *

Page 9: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia! statements

1 General Information

Skanray Healthcare Global Private Limited ("Skanray" or the "Company") is engaged in the business of trading of high frequency X-Ray Imaging Systems, Critica! Care Devices and Primary Healthcare & Telemedicine compatible devices. The Company wasincorporated on April 9, 2013 under the name Amara Health Service Private Limited. The Company's name was changed toSkanray Health Care Exports Private Limited on October 20, 2015 and further changed to Skanray Healthcare Global PrivateLimited on January 8, 2016. The Company has its registered office in Bengaluru.

2 Summary of significant accounting policies

a Basis ofpreparation

These financia! statements have been prepared in accordance with the Generally Accepted Accounting Principies ("GAAP") in India under the historical cost convention on accrual basis. Pursuant to section 133 of the Companies Act, 2013 read with Rule 7 (1) of the Companies (Accounts) Rules, 2014, till the standards of accounting or any addendum thereto are prescribed by CentralGovemment in consultation and recommendation of the National Financia! Reporting Authority, the existing AccountingStandards notified under the Companies Act, 1956 shall continue to app\y. Consequently, these financia! statements have beenprepared to comply in ali material aspects with the accounting standards notified under Section 211(3C) of the Companies Act,1956 [Companies (Accounting Standards) Rules, 2006, as amended] and other relevant provisions ofthe Companies Act, 2013.

Ali assets and Iiabilities have been classified as current or non--current as per the Company's normal operating cycle and other criteria set out in the Schedule 111 to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and their realization in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current - non-current classification of assets and liabilities.

b Use of estimates

The preparation of the financia! statements in conformity with the GAAP in India requires the Management to make estimates and assumptions that affect the reported amount of assets and liabilities as of the Balance Sheet date, reported amount of revenue and expenses and disclosure of contingent liabilities as of the Balance Sheet date.The estimates and assumptions used in these financia! statements are based on Management's evaluation of the relevant facts and circumstances as of the date of the financia! statements. The actual results may differ from these estimates and the difference between actual results and estimates are recognised in the year when the results are known/materialise.

e Revenue recognition

Revenue from sale of goods is recognised when the significant risks and rewards of ownership in the goods are transferred to the buyer as per the terms of the contract, which coincides with the despatch of goods and are recognised net of trade discounts, rebates and sales tax. lnterest income is recognised on a time proportion basis taking into account the amount outstanding and the rate applicable. Income from duty drawback and other export incentives is recognized on an accrual basis.

d Tangible assets

Tangible assets are stated at acquisition cost, net of accumulated depreciation and accumulated impairment losses, if any. Cost comprises the purchase price including import duties and non-refundable taxes, and directly attributable expenses incurred to bring the asset to the location. An item of Property, Plant and Equipment is'derecognised on disposal or when no future economic benefits are expected from its

use or disposal. The gain or loss arising on derecognition is recognised in the Statement of profit and loss. Depreciation is provided on a pro-rata basis on the straight-line method over the estimated useful lives of the assets, based on technical evaluation done by management's expert. The depreciation charge for each period is recognised in the Statement of Profit and Loss, unless it is included in the carrying amount of any other asset. The useful life, residual value and the depreciation method are reviewed at each financia! year end. If the expectations differ from previous estimates, the changes are accounted for prospectively as a change in accounting estimate.

The estimates of useful lives of tangible assets are as follows :

Asset UsefulLife

Page 10: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements

e lmpairment of assets Assessment is done at each balance sheet date as to whether there is any indication that an asset (tangible and intangible) may be impaired. If any such indication exists, an estímate of the recoverable amount of the asset/cash generating unit is made. Recoverable amount is higher of an asset's or cash generating unit's net selling price and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. For the purpose of assessing impairment, the recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. The smallest identifiable group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows from other assets or groups of assets, is considered as a cash generating unit (CGU). An asset or CGU whose carrying value exceeds its recoverable amount is considered impaired and is written down to its recoverable amount. Assessment is also done at each balance sheet date as to whether there is any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have decreased. An impairment loss is reversed to the extent that the asset's carrying amount <loes not exceed the carrying amount that would have been determined if no impairment loss had previously been recognised.

f Investments Investments that are readily realisable and are intended to be held for not more than one year from the date on which such investments are made, are classified as current investments. Ali other investments are classified as long-term investments. Current investments are carried at cost or fair value, whichever is lower. Long-term investments are carried at cost. However, provision for diminution is made to recognise a decline, other than temporary, in the value of long-term investments, such reduction being determined and made for each investment individually.

g Inventories Inventories are valued at lower of cost and net realisable value. Cost is determined using First in First out method. The cost of inventories comprise all costs of purchase and other costs incurred in bringing the inventories 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 the estimated costs necessary to make the sale.

h Leases (as a lessee) Operating leases Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the Statement of Profit and Loss on a straight-line basis over the period of the lease.

i Foreign currency transactions

Initial recognition On initial recognition, ali foreign currency transactions are recorded by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.

Subsequentrecognition As at the reporting date, non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Ali monetary assets and liabilities denominated in foreign currency are translated at the year-end at the closing exchange rate and the resultant exchange differences are recognised in the Statement of Profit and Loss.

j Employee benefits

i. ProvidentfundThis is a defined contribution plan. Contributions made towards Employee's Provident Fund and Employee's Family PensionFund to the Regional Provident Fund Commissioner, in accordance with applicable rules/statutes, is charged to the Statement ofProfit and Loss. The Company has no further obligations for future provident fund benefits other than the contributions made tothefund.

ii. Compensated absences

Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year end

are treated as short term employee benefits. The obligation towards the same is measured at the expected cost of accumulating

compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.

Accumulated compensated absences, which are expected to be availed or encashed beyond 12 months from the end of the year aretreated as other long-term employee benefits. The Company's liability is actuarially determined (using the Projected Unit Creditmethod) at the end of each year. Actuaria! losses/ gains are recognised in the Statement of Profit and Loss in the year in whichthey arise.

iii. GratuityThe Company provides for gratuity, a defined benefit plan (the "Gratuity Plan") covering eligible employees in accordance withthe Payment of Gratuity Act, 1972. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death,incapacitation or termination of employment, of an amount based on the respective employee's salary and the tenure ofemployment. The Company's Iiability is actuarially determined (using the Projected Unit Credit method) at the end of each year.Actuaria! losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise. The Gratuity plan isunfunded.

Page 11: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited Notes to the Standalone financial statements

k Current and deferred tax Tax expense for the year, comprising current tax and deferred tax, are included in the determination of the net profit or loss for the year. Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the prevailing taxation laws.

Deferred tax is recognised for ali the timing differences, subject to the consideration of prudence in respect of deferred tax assets. Deferred tax assets are recognised and carried forward only to the extent that there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. In situations where the Company has unabsorbed depreciation or carry forward losses, ali deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realised against future taxable profits. Deferred tax assets and liabilities are measured using the tax rates and tax laws that have been enacted or substantively enacted by the Balance Sheet date. At each Balance Sheet date, the Company reassesses unrecognised deferred tax assets, if any.

Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and the liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.

Provisions and contingent liabilities

Provisions: Provisions are recognised when there is a present obligation as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and there is a reliable estímate of the amount of the obligation. Provisions are measured at the best estímate of the expenditure required to settle the present obligation at the Balance sheet date and are not discounted to its present value.

Contingent liabilities: Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either probable that an outflow of resources will be required to settle or a reliable estímate of the amount cannot be made, is termed as contingent liability.

m Cash and cash equivalents In the cash flow statement, cash and cash equivalents include cash in hand, demand deposits with banks, other short-term highly liquid investments with original maturities of three months or less.

n Segment reporting The accounting policies adopted for segment are in conformity with the accounting policies adopted for the Company. Revenue and expenses have been identified to segments on the basis of their relationship to the operating activities of the segment. Revenue and expenses, which relate to the Company as a whole and are not allocable to segments on a reasonable basis have been included under "Unallocated corporate expenses/income".

o Earnings per share Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by theweighted average number of equity shares outstanding during the period. Earnings considered in ascertaining the Company'searnings per share is the net profit for the period after deducting preference dividends and any attributable tax thereto for theperiod. The weighted average number of equity shares outstanding during the period and for ali periods presented is adjusted forevents, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity sharesoutstanding, without a corresponding change in resources. For the purpose of calculating diluted earnings per share, the net profitor loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of ali dilutive potential equity shares.

Page 12: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amounts in Indian Rupees unless otherwise stated)

As at March 31, 2018 March 31, 2017

3 Share capital:

Authorized share capital:

10,000 (March 31, 2017: 10,000) Equity shares of Rs.10 each

6,270,860 (March 31, 2017 : 8,990,000) Series A Compulsorily Convertible Preference Shares (CCPS) of Rs. 10 each (refer Note 3a below)

1,294,000 (March 31, 2017 : Ni!) Redeemable Preference Shares (RPS) of Rs. 100 each (refer Note 3a below)

100 000 100 000

62,708,600 89,900,000

129,400,000

3a During the year ended March 31, 2018, 2,719,140 Series A CCPS of Rs. 10 each [which were unissued as at March 31, 2017] were reclassifed as 271,914 RPS of Rs. 100 each.

Issued, subscribed and paid-up: Equity shares 10,000 (March 31, 2017 : 10,000) Equity shares of Rs.10 each fully paid up Series A CCPS 6,270,854 (March 31, 2017 : 5,975,500) Series A CCPS of Rs.10 each fully paid up RPS 1,294,000 (March 31, 2017 : Ni!) RPS of Rs.100 each fully paid up

a. Reconciliation of number of shares As at March 31, 2018

1. Equity shares Balance as at the beginning of the year Add: Shares issued dutjng the year Balance as at the end of the year

2. Series A CCPS Balance as at the beginning of the year Add: Shares issued during the year Less: Shares reissued during the year as RPS (refer Note 3a)

Balance as at the end of the year

3.RPS Balance as at the beginning of the year Add: Shares issued during the yearAdd: Series A CCPS Shares reissued during the

year as RPS (refer Note 3a) Balance as at the end of the year

b. Rights, Preferences and Restrictions attached to shares

No. ofShares Amount

10,000 100,000

10,000 100,000

5,975,500 59,755,000 3,014,494 30,144,940

2,719,140 27,191,400 6,270,854 62,708,540

1,022,086 102,208,600

271,914 27,191,400 1,294,000 122,400,000

As at March 31, 2018 March 31, 2017

100,000 100,000

62,708,540 59,755,000

129,400,000 192,208,540 59,855,000

As at March 31, 2017 No. ofShares Amount

10,000 100,000

10,000 100,000

1,263,500 12,635,000 4,712,000 47,120,000

5,975,500 s2,zss,ooo

Equity shares: The Company has one class of equity shares having a par value of Rs.10 per share. Each shareholder is eligible for one vote per share held. In the event ofliquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of ali preferential amounts, in proportion to their shareholding.

Series A CCPS: All the preference shares are compulsorily convertible into equity shares in January 2019. These preference shares carry a fixed rate of return of 0.0001% per annum and are cumulative in nature. The outstanding preference shares on the conversion date shall convert at a price such that the resultant shareholding of the Company shall be 64% of the fully diluted share capital to be held by Agnus Capital LLP and the balance 36% to beheld by Unit Trust of India Investment Advis01y Services Llmited.

RPS: These preference shares cany a fixed rate of return of 10% per annum and are cumulative in nature. These are not convertible to equity shares and are redeemable at the option of board at anytime before 20 years from the date of allotment for cash at par and shall include any declared butunpaid accumulated dividend.

c. Shares held by holding company

d.

Chayadeep Properties Private Limited

As at March 31, 2018 No. ofShares Amount

7,500 75,000

As at March 31, 2017 No. of Shares Amount

7,500 75,000

Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

1, Equity shares Chayadeep Properties Private Limitetd Karuna Ventures Private Limited

2. Series A CCPS Unit Trust of India Investment Advisory Services Limited A/ c Ascent India fund III Agnus Capital LLP

3.RPS Agnus Capital LLP

As at March 31, 2018 As at March 31, 201z No. ofShares % No. ofShares %

7,500 2,500

10,000

2,337,854 3,933,000

6 270 854

1,294,000

75 25

100

J.00

7,500 2,500

10,000

75 25

100

2,113,500 34 ; · ooo 62

Page 13: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia! statements (Ali amounts in Indian Rupees unless otherwise stated)

4 Reserves and Surplus:

5

6

Securities Premium Account Opening balance Add: Premium on Issue of Series A CCPS during the year Closing balance

Accumulated deficit Opening balance Add: Loss for the year Closing balance

Total

Long-term provisions Provision for employee benefits:

- Gratuity [refer Note 22(a)]- Compensated absences

Trade payables: (a) Total outstanding dues of micro enterprises and small enterprises(refer Note 33)(b) Total outstanding dues of creditors other than micro enterprises and smallenterprises (refer Note 32(c) for dues to related parties)

7 Other current liabilities:

Sales commission Statutory liabilities including Provident fund and Tax deducted at source Advance received from customers Others

Short-term provisions Provision for employee benefits:

- Gratuity [refer Note 22(a)]- Compensated absences

As at March ;311

2018 March 31, 2017

537,795,000 26,581,860

(19,879,347) (70,613,086)

(90,492,433)

473,884,427

1,031,907 1,771,306

2,803,213

3,012,790

3,012,790

675,548 3,728,588

298,943 4,7o3,o79

1,567 270,950 272,517

113,715,000 424,080,000

537,795,000

(10,199,031) (9,680,316)

(19,879,347)

517,915,653

351,823

351,823

90,700

2,618,762

2,709,462

1,872,880 1,398,758 1,119,000 3,014,242

7,404,880

212,170 212,170

Page 14: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited

Notes to the Standalone financia} statements (Ali amounts in Indian Rupees unless otherwise stated)

10 Non- current investments

Trade investments - Unquoted equity instruments (at cost) Investment in subsidiarles 910,000 (2017 : 910,000) equity shares of Rs.10 each fully paid up held in Skanray Dental Technolo�es Private Limited 19,465 (2017: 19,465) 12% redeemable preference shares of Rs.1,000 each fully paid up held in Skanray Dental Technologies Private Limited (refer Note below)

1,905,400 (2017: 1,285,400) fully paid up equity quota held in Skanray Europe S.r.1., Italy 90,634,821 (2017: 73,979,634) fully paid up equity quota held in Skanray Brasil -Produtos Medicos Odontologicos LTDA, Brazil (Formerly AZM Industria E Commercio De Productos Medico Ondontologicos LTDA)

342,290 (2017 :342,290) fully paid up equity quota held in Cardia International A/S, Denmark

216 (2017: 160) common (equity) shares of one Mexican Peso each fully paid up in Skanray Latinoamerica, S.A. de C.V., Mexico

210,001 (2017: 1) equity share of USO 1 each fully paid up in Skanray Global Pte. Limited, Singapore

Investment in Associates 8,000 (2017 : 8,000) equity shares of Euro 10 each fully paid up held in Skan X Radiology Devices SPA, Italy

Note: Represents preference shares alloted by conversion of loan given to Skanray Dental Technologies Private Limited including interest accrued thereon during the year ended March 31, 2017.

11 Deferred Tax Asset (net) Deferred tax liability

Depreciation

Deferred tax asset Expenses allowable for tax purposes when paid

Net deferred tax asset

12 Other non- current assets

(Unsecured, considered good) Deposits

13 Current investments Quoted (At cost)

Mutual Funds: Reliance money manager fund- Growth Plan 34.152 Units (2017: 109.87 Units) Reliance short term fund-Growth Plan 191.52 Units (2017: 191.52 Units) Reliance Money Manager Fund-Direct Growth Plan 0.799 Units (2017: Ni!)

Aggregate fair value of quoted investments

14 Inventories Stock-in-trade in transit

care

,i '1� � ;:-. () .� "· *

:1:· ,¡, �"f� ... ""'

As at March 31, 2018 March 31, 2017

90,100,000 90,100,000

19,465,000 19,465,000

144,414,292 97,201,104

32,777,157 26,670,081

147,500,000 147,500,000

14,345,326 10,641,600

13,776,859 65

45,860,693 45,860,693

508,239,327 437,438,543

164,993 49,283

350,125 50,125

350,125 50,125

76,657 244,660

5,662 5,662

1,920 84,239 250,322

89,932 252,291

10,900 5,824,242

10,900 5,824,242

Page 15: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amounts in Indian Rupees unless otherwise stated)

15 Trade receivables

Unsecured, considered good

- Outstanding for a period exceeding 6 months from the date they aredue for payment

- Others (refer Note 32(c) for dues to related parties)

16 Cash and bank balances

Cash and cash equivalents Cash onhand Bank balances

- In current accounts

Total

17 Short -term loans and advances (Unsecured, considered good) Loans to related parties (refer Note 32(c) for dues from related parties) Other loans and advances:

Trade advances

Advance to suppliers Balances with government authorities Tax deducted at source receivable Prepaid expenses Travel advances to employees

i. Loans to related parties comprise of loans given to:a. Private companies in which a director of the Company is a director b. Skanray Europe S.r.l., which is wholly-owned subsidiaryc. Skanray Dental Technologies Private Limited, wholly-owned subsidiary

Loans to related parties are unsecured and repayable on demand. These loans carry interest in the range of 12% to 14.31% per annum. The above loans were given for business purposes.

ii. Advance to suppliers represents advance given for supply of goods to a privatecompany in which a director ofthe Company is a director [refer Note 32(c)]

18 Other current assets

(Unsecured, considered good) Interest receivable [refer Note 32(c)] Non-trade receivables

care

� ,"'(J � e,:. e:: :-(O -

nge\01

Asat March 311 2018 March 31

1 2017

1,083,175 5,126,131

6,209,306

5,520

112,406

117,926

125,338,396

38,310,000

6,408,855 8,209,113 2,160,018

112,266 221,944

180,760,592 (38,310,000)

142,450,592

114,810,003 528,393

10,000,000

6,341,731

16,937,449 1,803,138

36,617,520

36,617,520

31,176,795

52,333,731

38,310,000

6,293,191 1,806,696

740,470 107,536 566,720

100,158,344

100,158,344

51,805,338 528,393

6,293,191

5,115,601 710,940

5,826,541

Page 16: Price Waterhouse Chartered Accountants LLP - skanray.com

SKANRAY HEALTHCARE GL OBAL PRIV ATE LIMITED Notes to t he Standalone financia} statement s (Ali amounts in Indian Rupees unless otherwise stated)

9 Tangible asset s (at cost)

SINo.l Part iculars

1 j Computer equipment I 2 Office equipment • TOTAL

SINo.l Particulars

1 ¡computer equipment

2 Office equipment

TOTAL Previous Year

1 Asat April 1, 2017

r 679,405

b 31,998

J-. 1 Asat April 1, 2016

1

1

Grossblock Asat

Ad d it ions March31, 2018

330,697 1,010,102 31,998

Gross block

1 1

Asat Ad d i t ions March31,

2017

1 679,405 ¡ 679,405

31,998 31,998

1 7111�ºª 1 711,40

Accumulated depreciation

Asat Apri l 1, 2017

J

For t he year•

76,998 127

12.5_

277,631 5,780

Asat March31,

2018

354,629 5,907

Accumulated depreciat ion

Asat Asat For t heyear March31, April 1, 2016 2017

,.

1

1

;! 76,998 76,9981127 127

Net block Asat

March31, 2018

655,473 26,091

Net block

31March, 2017

602,407 31,871

Page 17: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited Notes to the Standalone financial statements (All aroounts in Indian Rupees unless otherwise stated)

19 Revenue from operations

Sale of products -Traded goods

Other operating revenues - Freight income- Duty drawback and other export incentives

20 Other income

Interest income Gain on sale of mutual funds Llabilities no longer required written back

21 Purchase of stock-in-trade X-Ray imaging systemsCritica! care devices and parts of such devices

22 Employee benefits expense

Salaries & allowances Contribution to Provident funds Gratuity (refer Note 22a[iii] below) StaffWelfare Expenses

22a Defined Benefit Plan - Gratuity (Unfunded)

For the year ended March 31, 2018 March 31, 2017

53,913,635

909,120 2,007,495

56,830,250

13,128,312 233,917

10,128 13,372,357

39,802,079 39,802,079

29,984,003 1,798,097 1,033,474

657,417

33,472,991

107,144,590

2,514,171 1,555,410

111,214,171

6,778,163 2,868,145 7,156,258

16,802,566

34,033,908 51,139,661

85,173,569

15,790,992 1,064,859

1,341,195

The number of employees during the year ended March 31, 2017 did not exceed 10. Hence gratuity had been provided as at March 31, 2017 on full cost basis. The disclosures as envisaged in AS 15 "Employee Benefits" as of and for the year ended March 31, 2018 are as follows.

i Prcscnt Value ofDefined Ilencfit Obli

Particulars

Balance at the be innin of the ear Current service cost Interest cost

Asat March 1 2018

1 0

1 0

(ii) Assets and Liabilities to be recosmised in the Balance Sheet

Particulars Asat

March 31 2018 Present Value of Defined Benefit Oblfaation 1 0<t'Ul.7'1 Less: FairValue of Plan Assets -

Less: Unrecmmised Past Service Costs -

Amounts reco�nised as liabilitv 1 0'-l.'-1..474 Recognised under: Long Term Provision (refer Notes) 1 o:u.go7 Sho.rt Term Provision (refer Note 8) 1.S67Total 1 0<:t'L,t.74

(ili) Exnense reco1mised in the Statement of Profit and Loss

Particulars Year ended

March 31 2018 Current service cost 1 0<t<t_'17'1 Interest cost -

Actuaria! Josses / ( 1mins) -

Total E"""nse 1 0'-l.'-1..474

Asat March 1 2017

As at March 31, 2017

Asat March 31, 2017

-

-

-

-

-

-

-

-

-

--

Page 18: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amounts in Indian Rupees unless otherwise stated)

23

24

25

(iv) Princioal actuarial assumotions

Particulars Year ended Year ended March 31, 2018 March •u, 2017

Discount rate 7.80% -

Salary escalation rate 10.00% ,, '

-

Attrition rate s.00% '-' Ir' -

The discount rate is based on the prevailing market yields of Indian government securities as at the balance sheet date for the estimated term of the obligations.

The salary escalation rate is based on estimates of salary increases, which take into account inflation, promotion and other relevant factors such as supply and demand in the employment market.

Note: Financia! year 2017-18 being the first year of applicability of the provisions of the Payment of Gratuity Act, 1972, (i) There are no experience adjustments for the year ended March 31, 2018; (ii) Information relating to amounts of Defined benefit obligation and Experience adjustments recognised in the previous four years have not been to be presented.

Depreciation

Depreciation on tangible assets (refer Note 9)

Other expenses

Rent (refer Note 27) Rates & taxes Travelling and conveyance Marketing expenses Professional fees Business promotion expenses Sales commission Freight outward Provision for doubtful advances Product registration expenses Payment to Auditors:

- Statutory audit fee- Tax audit fee- Certification fee

Miscellaneous expenses

Expenditure incurred in foreign currency Professional fees Foreign Travel Business promotion expenses Marketing expenses Other expenses

'º& 16&

:,e. :---,

� -� Qa/ore*

For the year ended March 31

1 2018 March 31

1 201z

283,411 77,125

283,411 77,125

1,704,195 789,129 1,187,966 975,472

7,323,046 5,478,225 1,911,370 6,791,587

3,637,647 5,982,397 9,346,686 7,005,877

254,439 2,051,798 857,755 1,635,716

38,310,000 304,282 1,171,588

350,000 350,000 50,000 50,000

240,000 30,000 1,779,826 1,288,993

67,257,212 aa,600,z82

1,801,084 805,655 397,827 1,207,838

6,862,607 5,321,269 67,620 3,385,260

349,021 1;ss,,s2s

2,4z8,1s2 11,2081620

Page 19: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amount in Indian Rupees unless otherwise stated)

26 Earnings in foreign currency Export of goods on F.O.B. basis Freight income

27 Leases - as a lessee Operating lease

Year ended March 31, 2018

48,752,924 632,132

49,3S5,o56

March 31, 2017 42,292,844

1,150,467

43,443,311

The Company entered into operating lease arrangements for office premises. These lease arrangements range for a period between 11 months and 4 years, and are cancellable in nature. The leases are renewable for further periods on mutually agreeable terms and also include escalation clauses.

With respect to ali operating leases:

Lease payments recognised in the Statement of Profit and Loss during the year (including minimum lease payments ofRs. 1,704,195 (2017: Rs. 789,129)

28 Loss per share

Loss for the year Weighted average number of equity shares outstanding Loss per share - Basic and Diluted

29 Derivative instruments and Unhedged Foreign Currency exposure

Asat March 31, 2018 March 31, 2017

1,704,195 789,129

Year ended March 31, 2018

(70,613,086) 10,000 (7,061)

March 31, 2017 (9,680,316)

10,000 (968)

(a) The Company has not entered into any foreign currency forward contracts to hedge risk associated with foreign currencyfluctuations.

Trade receivables: -In US Dollars

Long-term loans and advances -In EURO

Investment in foreign

subsidiarles/ associates -In US Dollars-In EURO

88,940

7,000

913,989 4,505,400

the Balance Sheet date 2018

5,258,166

528,393

60,899,342 337,774,985

124,459

7,000

555,289 3,885,400

1 201 INR

8,072,162

528,393

37,311,681 290,561,797

Disclosures relating to Specified Bank Notes* (SBNs) held and transacted during the period from November 8, 2016 to December 30, 2016

Closing cash in hand as on November 8, 2016 ( +) Permitted receipts ( -) Permitted payments ( -) Amount deposited in bank Closing cash in hand as on December 30, 2016

Specified bank notes

Other denomination

notes 479

5,800 (6,201)

8

TOTAL

479 5,800

(6,201)

8

* SBNs mean the bank notes of denominations of the existing series of the value of five hundred rupees and one thousand rupees as defined under the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs no. S.O.3407(E), dated the November 8, 2016.

Page 20: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray HeaJthcare Global Prívate Limited Notes to the StandaJone financia} statements (Al! amount in Indian Rupees unless otherwise stated)

31 Segment reporting

The Company has identified business segmentas its primary segment. The Company is engaged in the trading of of high frequency X-Ray imaging systems, critica! care devices and primary healthcare & telemedicine compatible devices which, in the context of Accounting Standard 17 "Segment Reporting" constitutes a single reportable business segment. Geographical segment has been considered as the secondary segment.

Geographical segment

Within India

Outside India

Total:

- Figures in brackets are in respect of year cnded March 31, 2017.

32 Related Party Disclosure

Revenue from o erations

Carrying Value ofassets

272,423,680 {281,510,355)

(a) Names ofthe related parties and nature ofrelationship: (i) Where control exists

Holding company

Subsidiarles

Chayadeep Properties Private Limited

Skanray Dental Technologies Private Limited, India Skanray Europe S.r.l., Italy

Capital e enditure

330,697 (711,403)

Skanray Brazil - Produtos Medicos Odontologicos LTDA Cardia International A/S, Denmark

(ii) Key Management Personnel

(ii) Other Related Parties with whomtransactions have taken place during theyear

Associates

Enterprise exercising Significant Influence

Entities in which Key Management Personnel exercise significant influence

* No transactions during the year

Skanray LatinoAmerica SA DE CV, Mexico Skanray Global PTE Limited, Singapore

Kannan Puthucode Radhakrishan * Arun Kumar Pillai *

Skan X Radiology Devices S.r.1, ltaly

Skanray Technologies Private Limited, India

Agnus Capital LLP Agnus Holdings Private Limited Tenshi Life Sciences Private Limited

Page 21: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia! statements (All amount in [ndian Rupees unlc. s othcrwiM? stated)

32 (b) Transactions with related parties durin11 year

NatureofTransactions

(i) Sale of 11oods Skanray Latinoameri.ca, S.A. de C.V., Mexico

("u Purchase of 11oods SkanrayTechnologies Prívate Llmited, India

Skanray Dental Technologies Private Limited, India

(ili) : Expenses incurred on behalf ofrelated party Skanray Dental Technologies Private Limited, India

(iv) Lease rental paid Chayadeep Properties Priwte Limited

(v) Interest income Skanray Europe S.r.1., Italy

Skanray Dental Technologies Private Limited, India

SkanrayTechoologies Priva.te Llmited, India

(vi) Sale of duty sc:rips Skanray Latinoamerica, S.A. de C.V., Mexico

(vii) Loans Jliven to related parties Skanray Europe S.r.1., Italy

Skanray Dental Technologies Prívate Limited, tndia

Skanray Technologies Priva te Limited, India

(vüi) Loan• repaid by related parties Skanray Technologies Private Limited, India

Skanray Dental Technolo�ües Private Limited, India

(x) Relmbursement of expenses paid on behalf of Company

Emp(oyee ben�fits and other expenses:

Agnus Capital LLP

Tenshi Life Science Pvt ltd

(xi) Advances received AJ(nus Capital LLP

�nus Holdings Private Limited

Chayadeep Properties Private Limited

(xil) Advance• repaid AJ(nus Holdings Private Limited

A)(nus Capital LLP

Chayadeep Properties Private Limited

(xiii) Llabilities no lon11er required written back Agnus Capital LLP

(xiv) lnvesbnents made Skanray Dental Technologies Private Limited:, India

Skanray Europe S.r.l., ltaly

Skanray Brazil - Produtos Medicas Odontologicos LTDA

Cardia Internationa1 A/S, Dcnmark

Skanray LatinoAmerica SA DE CV, Mexico

Skanray Global Pte Ltd, Singapore

Holding company

(-)

(-)

(-)

(-)

(-)

(-)

( -)

(-)

(-)

(-)

(1:1 j *&

,;, \r�,

Subsidiarles

(-)

67,723 (so,551) 568,767

(990,204)

( -

441,4so

(-)

1.000.000)

(-)

-)

(-)

(-)

(-)

(-)

(-)

(90,100,000) 47,213,188

(97,201,104) 6,107.076

(26,670,081)

(147,500,000) 3,703,726

(10,641,600) 13,776,794

6

Associates

-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

Enterprise exercising Signiflcant Influence

(-)

(-)

(-)

23,195,335 (23,194,662)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

( -)

Entities in which Key Management

Personnel exerclse significant influence

37,138,788 (90,997,815)

(-)

(-)

(-)

(-l

(-)

(673,744) 295,071

(488,411)

(412,257)

(673,744)

(-)

(-)

(-)

(-)

(-)

Page 22: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited No tes to the Standalone financial statements (AH amount in Indian Rupees unless otherwise stated1

32 (e) Balance 88 at year end

Nature.ofbalance

Trade payables Chayadeep Properties Private Limited

Trade receivables Skanray LatinoAmerica SA DE CV (Mexico)

Advance towards supply of goods Skanray Technolog,ies Private Llmited, India

Interest receivable Skanray Teclmologies Private Llmited, India

Skanray Dental Technologies Private Limit� India

Skanray Europe S.r.l., Italy

Expenses recoverable Skanray Dental Technologies Prívate Limited, India

Short-term loans and advances SkanrayTechnologles Private Limited. Indía

Skanray Dental Technologies Private Limited, India

Skanray Europe S.r.l., Italy

Non-current investments Skanray Dental Technologies Private Limited, India

Skanray Europe S.r.1., Italy

Skanray Brazil - Produtos Medicos Odontologicos LTDA

Cardia International A/S, Denmark

Skanray LatinoAmerica SA DE CV, Mexico

Skan X Radiology Devices S.p.A, Italy

Skanray Global Pte Ltd, Singapore

Holding Company

88,76.5 (708,057)

( -)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

Note - Figures in brackets represents amounts for the year ended March 31, 2017

Subsidiarles

(-)

2,011,099

(-)

(-)

(-) 511,890

(34,259) 118,274

(50,551)

1,803,138 (677,085)

(-) 10,000,000

(-) 528,393

(528393)

109,565,000 (109,565,000)

144.414,292 (97,201,104)

32,777,157 (26,670,081) 147,500,000

(147,500,000) 14,345,326

(10,641,600)

Associates

(-)

(-)

( -)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-) 45,860,693

(45,860.693)

Enterprise exercising Significant Influence

(-)

(-)

b,341,731 (6,243,696)

16,307,285 (5,004,646)

(-)

(-)

(-)

114,810,003 (51,805,338)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

Entities in which Key Management

Personnel exercise si cant influence

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

Page 23: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia( statements (Ali amount in Indian Rupees unless otherwise stated)

33 Dues to micro and small enterprises

The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act). The Disclosures pursuant to the said MSMED Act are as follows:

Particulars Principal amount due to suppliers registered under the MSMED Act and remaining unpaid as at year end

Interest due to suppliers registered under the MSMED Act and remaining unpaid as at year end

Principal amounts paid to suppliers registered under the MSMED Act, beyond the appointed day during the year

Interest paid, other than under Section 16 of MSMED Act, to suppliers registered under the MSMED Act, beyond the appointed day during the year

Interest paid, under Section 16 ofMSMED Act, to suppliers registered under the MSMED Act, beyond the appointed day during the year

Interest due and payable towards suppliers registered under MSMED Act, for payments already made

Further interest remaining due and payable for earlier years

March 1 2018 March 1 2017

0,700

The above disclosure is based on the information available with the Company regarding the status of registration of such vendors

under the MSMED Act, as per intimation received from the vendors at the request of the Company.

34 Share application money pending allotment represents amount received towards allotment of Series A CCPS. The same was alloted on April 28, 2017.

35 Other additional information pursuant to the provision of paragraph 5 of part II of schedule III (Division I) to the Companies Act, 2013 are either ni! or not applicable to the Company.

36 Previous year's figures have been reclassified, wherever necessary, to conform to current year's classification.

Partner

house Chartered Accountants LLP

Number: 012754N/N500016

Membership Number :202674

Place: Bengaluru Date: August28, 2018

For and on behalf ofthe Board ofDirectors

Kannan PR Director DIN:03435209

j/�· Tanushree Dave Company Secretary

�� Treasa Mary Mathew Director DIN :02069587

Membership Number: 31.( � 1

Place: Bengaluru Date: August Zg, 2018

Page 24: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Independent auditor's report

To the Members ofSkanray Healthcare Global Private Limited

Report on the audit ofthe standalone financial statements

Qualified Opinion

1. We have audited the accompanying standalone financia} statements of Skanray HealthcareGlobal Private Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2019,

the Statement of Profit and Loss, the Cash Flow Statement and notes to the financia} statements,

including a summary of significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us,the aforesaid standalone financia} statements give the information required by the CompaniesAct, 2013 ("the Act") in the manner so required and except for the indeterminate effect of thematter described in the Basis for Qualified Opinion paragraph below, give a true and fair view inconformity with the accounting principies generally accepted in India, of the state of affairs of the

Company as at March 31, 2019, and loss for the year then ended.

Basis for Qualified opinion

3. We draw attention to Note 37 to the standalone financia} statements regarding non-compliancewith Sections 96(1) and 129(2) of the Act, as the Annual General Meeting for the financia} yearended March 31, 2019 was not held within the stipulated date prescribed in the Act and extendeddate upto October 31, 2019 as approved by the Registrar of Companies, Bengaluru. Consequently,the financia! statements for the year ended March 31, 2019 were not laid befare the shareholdersin the Annual General Meeting. The impact of this matter on the standalone financia! statementsis presently not ascertainable.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Standalone financia! statements section of our

report. We are independent of the Company in accordance with the Code of Ethics issued by the lnstitute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the standalone financia! statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained

is sufficient and appropriate to provide a basis for our qualified opinion.

Other Information

5. The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Board of Directors report, but does notinclude the standalone financia} statements and our auditor's report thereon. The Board ofDirectors report is expected to be made available to us after the date of this auditor's report. Ouropinion on the standalone financia! statements <loes not cover the other information and we donot express any form of assurance conclusion thereon. In connection with our audit of thestandalone financia! statements, our responsibility is to read the other information and, in doing

!•••••••••••••••••••••••••••••••••••••••••••••••••••�••••••••••••u••••••••••••u• .. ••••••••••••••••••••••••••••••••••••••••••• .. •••••••••••••• .. ••••••••••••••••••••••••••••••••••••••••••••••••••••••• .. ••••••••••••••••••••••••••••••••

Price Waterhouse Chartered Accountants LLP, 5th Floor, Tower 'D', The Millenia, 1 &Bangalore - 560 008 T:+91 (Bo) 4079 5000, F:+91 (Bo) 4079 5222

Registered office and Head office: Sucheta Bhawan, 11A Vishnu Digambar Marg, New Delhi 110 002

Price Waterhouse (a Partnership Firm) converted into Price Waterhouse Chartered Accountants LLP (a Limitad Liability Partnership with LLP identity no: LLPIN AAC-5001) with effect from July 25, 2014 Post its conversion to Price Waterhouse Chartered Accountants LLP, its ICAI registration number is 012754N/N500016 (ICAI registration number befare conversion was 012754N)

Page 25: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

INDEPENDENT AUDITOR'S REPORT

To the Members of Skanray Healthcare Global Private Limited Report on audit of the Standalone Financia! Statements Page 2 of 4

so, consider whether the other information is materially inconsistent with the standalone

financia} statements or our knowledge obtained in the audit or otherwise appears to be materially

misstated.

When we read the Board of Directors report, if we conclude that there is a material misstatement

therein, we are required to communicate the matter to those charged with governance and take appropriate action as applicable under the relevant laws and regulations.

Responsibilities ofmanagement and those charged with governance for the standalone

financial statements

6. The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the

Act with respect to the preparation of these standalone financia! statements that give a true and

fair view of the financia} position, financia} performance and cash flows of the Company in

accordance with the accounting principles generally accepted in India, including the Accounting

Standards specified under section 133 of the Act. This responsibility also includes maintenance of

adequate accounting records in accordance with the provisions of the Act for safeguarding of the

assets of the Company and for preventing and detecting frauds and other irregularities; selection

and application of appropriate accounting policies; making judgments and estimates that are

reasonable and prudent; and design, implementation and maintenance of adequate interna}

financia} controls relevant to the preparation and presentation of the standalone financia}

statements that give a true and fair view and are free from material misstatement, whether due to

fraud or error.

In preparing the standalone financia} statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going

concern and using the going concern basis of accounting unless management either intends to

liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those

Board of Directors are also responsible for overseeing the Company's financia! reporting process.

Auditor's responsibilities for the audit ofthe standalone financial statements

8. Our objectives are to obtain reasonable assurance about whether the standalone financia} statements

as a whole are free from material misstatement, whether due to fraud or error, and to issue an

auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is

not a guarantee that an audit conducted in accordance with SAs \Yill always detect a material

misstatement when it exists. Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these standalone financia} statements.

9. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional

scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financia! statements,

whether due to fraud or error, design and perform audit procedures responsive to those risks, and

obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk

of not detecting a material misstatement resulting from fraud is higher than for one resulting from

Page 26: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

INDEPENDENT AUDITOR'S REPORT

To the Members of Skanray Healthcare Global Private Limited Report on audit of the Standalone Financial Statements Page 3 of 4

error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the

override of interna! controls.

• Obtain an understanding of interna! control relevant to the audit in order to design audit procedures

that are appropriate in the circumstances but not for the purpose of expressing an opinion on the

effectiveness of the Company's interna! controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basis of accounting and,bascd on the audit evidence obtained, whether a material uncertainty exists related to events or

conditions that may cast significant doubt on the Company's ability to continue as a going concern.

If we conclude that a material uncertainty exists, we are required to draw attention in our auditor'sreport to the related disclosures in the standalone financia! statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to

the date of our auditor's report. However, future events or conditions may cause the Company to

cease to continue as a going concem.

• Evaluate the overall presentation, structure and content of the standalone financia! statements,including the disclosures, and whether the standalone financia! statements represent the underlyingtransactions and events in a manner that achieves fair presentation.

10. We communicate with those charged with governance regarding, among other matters, the plannedscope and timing of the audit and significant audit findings, including any significant deficiencies in

interna! control that we identify during our audit.

Report on other legal and regulatory requirements

11. As required by the Companies (Auditor's Report) Order, 2016 ("the Order"), issued by the Central

Government of India in terms of sub-section (11) of Section 143 of the Act, we give in Annexure A a

statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

12. As required by Section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our

knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, except for the indeterminate effects of the matter described in the Basis for

Qualified Opinion section of our report, proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.

( c) The Balance Sheet, Statement of Profit and Loss and Cash flow statement dealt with by this Report

are in agreement with the books of account.

Page 27: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

INDEPENDENf AUDITOR'S REPORT

To the Members ofSkanray Healthcare Global Private Limited Report on audit of the Standalone Financia! Statements Page4 of 4

(d) In our opinion, the aforesaid standalone financia! statements comply with the Accounting

Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on March 31, 2019 and

taken on record by the Board of Directors, none of the directors is disqualified as on from being

appointed as a director in terms of Section 164(2) of the Act.

(f) With regard to maintenance of accounts and other matters connected therewith, reference is made

to our comment in paragraph 12(b) above.

(g) Clause (i) of Section 143(3) of the Act is not applicable pursuant to notification G .S.R 583(E) dated

June 13, 2017.

(h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our

information and according to the explanations given to us:

i. There were no pending litigations as at March 31, 2019 which would impact the standalone

financia! position of the Company;

ii. The Company has long-term contracts as at March 31, 2019 for which there were no material

foreseeable losses. The Company did not have any derivative contracts as at March 31, 2019;

iii. There were no amounts which were required to be transferred to the Investor Education and

Protection Fund by the Company during the year ended March 31, 2019 and

iv. The reporting on disclosures relating to Specified Bank Notes is not applicable to the Companyfor the year ended March 31, 2019.

13. The provisions of Section 197 read with Schedule V to the Act are applicable only to public companies.Accordingly, reporting under Section 197(16) of the Act is not applicable to the Company.

Place: Bengaluru Date: November 29, 2019

Partner

ate1·house Chartered Accountants LLP

ration Number: 012754N/N500016

Membership Number: 202674 UDIN: 19202674AAAACA4966

Page 28: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Annexure A to Independent Auditors' Report Referred to in paragraph 11 of the Independent Auditors' Report of even date to the members of Skanray Healthcare Global Prívate Limited on the standalone financia} statements as at and for the year ended March 31, 2019

1. (a) The Company is maintaining proper records showing full particulars, includíng quantitativedetails and situation, of fixed assets.

(b) The fixed assets of the Company have been physically verified by the Management during theyear and no material discrepancies have been noticed on such verification. In our opinion, thefrequency of verification is reasonable.

(c) The Company does not own any immovable properties as disclosed in Note 10 on Property, plantand equipment to the standalone financia! statements. Therefore, the provisions of Clause 3(i)(c)of the Order are not applicable to the Company.

ii. The physical verification of inventory has been conducted at reasonable intervals by theManagement during the year. The díscrepancies noticed on physical verification of inventory ascompared to book records were not material.

m. The Company has granted unsecured loans, to companies covered in the register maintainedunder Section 189 of the Act:

(a) In respect of the aforesaid loans, the terms and condítions under which such loans were grantedare not prejudicial to the Company's interest.

(b) In respect of the aforesaid loans, no schedule for repayment of principal and payment of interesthas been stipulated by the Company. Therefore, in the absence of stipulation of repaymentterms, we do not make any comment on the regularity of repayment of principal and payment ofinterest.

(c) In respect of the aforesaid loans, no schedule for repayment of principal and payment of interesthas been stipulated by the Company. Therefore, in the absence of stipulation of repayment terms,we do not make any comment on the amount which is overdue for more than ninety days.

In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of the loans and investments made, and guarantees and security provided by it.

v. The Company has not accepted any deposits from the public within the meaning of Sections 73,7 4, 75 and 76 of the Act and the Rules framed there under to the extent notified.

VI. The Central Government of India has not specified the maintenance of cost records under sub-section (1) of Section 148 of the Act for any of the products of the Company.

vii. (a) Accordíng to the information and explanations given to us and the records of the Company

0

examined by us, in our opinion, undisputed statutory dues of provident fund have not been regularly deposited with the appropriate authorities and there have been serious delays in a number of cases. Undisputed statutory dues of income tax (tax deducted at source) and professional tax have not generally been regularly deposited with the appropriate authorities though the delays in deposit have not been serious. The Company is regular in depositing other undisputed statutory dues, including employees' state insurance, duty of customs, cess, goods and services tax and other material statutory dues, as applicable, with the appropriate authorities. Also refer note 35 to the financia! statements regarding management's assessment on certain matters relating to provident fund.

According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax or goods and services tax which have not been deposited on account of any dispute.

Page 29: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Annexure A to Independent Auditors' Report Referred to in paragraph 11 of the Independent Auditors' Report of even date to the members of Skanray Healthcare Global Prívate Limited on the standalone financia! statements as at and for the year ended March 31, 2019 Page 2 of2

viii.

IX.

X.

xi.

xii.

xiii.

xiv.

XV.

XVl.

According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted in repayment of loan to bank. As the Company does not have any loans or borrowings from Government, nor has it issued any debentures as at the balance sheet date, the provisions of Clause 3(viii) of the Order are not applicable to the Company to that extent.

The Company has not raised any moneys by way of initial public offer, further public offer (including debt instruments) and term loans. Accordingly, the provisions of Clause 3(ix) of the Order are not applicable to the Company.

During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of any such case by the Management.

The provisions of Section 197 read with Schedule V to the Act are applicable only to public companies. Accordingly, the provisions of Clause 3(xi) of the Order are not applicable to the Company.

As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3(xii) of the Order are not applicable to the Company.

The Company has entered into transactions with related parties in compliance with the provisions of Section 188 of the Act. The details of such related party transactions have been disclosed in the financia! statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under Section 133 of the Act. Further, the Company is not required to constitute an Audit Committee under Section 177 of the Act, and accordingly, to this extent, the provisions of Clause 3(xiii) of the Order are not applicable to the Company.

The Company has made a prívate placement of redeemable preference shares during the year under review, in compliance with the requirements of Section 42 of the Act. The amounts raised have been used for the purpose for which funds were raised.

The Company has not entered into any non-cash transactions with its directors or persons connected with them. Accordingly, the provisions of Clause 3(xv) ofthe Order are not applicable to the Company.

The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the Company.

aterhouse Chartered Accountants LLP ation Number: 012754N/N500016

Mohan Dasika Partner

Place: Bengaluru Membership Number: 202674 UDIN: 19202674AAAACA4966 Date: November 29, 2019

Page 30: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Llmited Standalone Balance Sheet (Ali amounts in Indian Rupees unless otherwise stated)

EQUITY AND LIABILITIES

Shareholders' funds Share capital Reserves and surplus

Non-cment liabilities Long-term provisions

Current liabilities Short- term borrowings Trade payables

-Total outstanding dues of micro enterprises and smallenterprises-Total outstanding dues of creditors other thanmicro enterprises and small enterprises

Other current liabilities Short-term provisions

Total

ASSETS

Non- current assets Property, plant and equipment Tangible assets

Non-current investments Deferred tax asset (net) Other non-current assets

Current assets Current investments Inventaries Trade receivables Cash and bank balances Short-term loans and advances Other current assets

Total

Note

3 4

5

6 7

8 9

10

11 12 13

14 15 16 17 18 19

Asat March 31, 2019 March 31, 2018

205,708,540 192,208,540 438,843,032 473,884,427

2,803,213

20,000,000

14,861,163 3,012,790

98,076 4,703,079 272,517

6z2zs10!811 6z6

18s1;

1:i66

355,585 681,564 594,019,161 508,239,327

350,125 350,125

84,239 84,239 2,739,398 10,900 5,465,563 6,209,306

947,814 117,926 72,035,624 142,450,592

3,513,302 18,740,587

6792510

2811 676

2884

!566

The accompanying notes are an integral part of these financia} statements.

This is the Standalone Balance Sheet referred to in our report of even date

For Price terhouse Chartered Accountants LLP Firm Regi tt tion Number: 012754N/N500016

Partner Membership Number :202674

Place: Bengaluru Date: November 2-'l, 2019

Kannan PR Director DIN :03435209

9t,V MalavikaD Company Secretary

Arun Kumar Pi1lai Director DIN :00084845

Membership Number : A4-�c;o�

Place: Bengaluru Date: November .2.'l, 2019

Page 31: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Standalone Statement of Profit and Loss (All amounts in lndian Rupees unless otherwise stated)

Revenue Revenue from operations Other income

Total revenue

Expenses Purchase of stock-in-trade Employee benefits expense Finance cost Depreciation expense Other expenses

Total expenses

Loss before tax Tax expense :

- Current tax- Deferred tax

Loss for the year

Loss per share - Basic and Diluted [Nominal value per share Rs. 10 each fully paid up (March 31, 2018: Rs. 10)]:

Note

20 21

22 23 24 25 26

30

Yearended March 31, 2019 March 31, 2018

47,598,757 12,610,355

60,209,u2

31,087,194 2,868,333

111,549 325,979

60,857,452

252250

2507

(35,041,395)

(35,041,395)

56,830,250 13,372,357

70,202,607

39,802,079 33,472,991

283,411 67,257,212

140,815,693

(70,613,086)

(70,613,086)

(7,061)

The accompanying notes are an integral part of these financia! statements.

This is the Standalone Statement of Profit and Loss referred to in our reporl of even date

Partner

terhouse Chartered Accountants LLP · on Number: 012754N/N500016

Membership Number :202674

Place: Bengaluru Date: November J.. t 2019

f of the Board of Directors

KannanPR Di.rector D�

MalavikaD Company Secretary

Director DIN :00084845

Membership Number: At.¡S50�

Place: Bengaluru Date: November 2-11, 2019

Page 32: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Standalone Cash Flow Statement (Ali amounts in Indian Rupees unless otherwise stated)

A. Cash flow from operating activities Loss befare tax Adjustments for: Provision for diminution in value of investments Depreciation expense Unrealized foreign exchange loss (net) Gain on sale of mutual funds Interest income Interest on short-term borrowings Provision for doubtful advances Liabilities and provisions no longer required written back Operating cash flow before working capital adjusbnents Changes in working capital: Decrease in trade receivables Decrease / (Increase) in Inventaries Decrease / (Increase) in loans and advances Increase in other current and other non-current assets Increase in trade payables (Decrease)/ Increase in other current liabilities and provisions Cash used in operations Less: Income laxes paid (net of refunds) Net cash generated from / (used in) operations

B. Cash flow from investing activities Purchase of items of Property, plant and equipment Investment in subsidiarles Proceeds from sales of investments lnterest income Net cash used in investing activities

C. Cash flow from financing activities Proceeds from borrowings Interest paid Proceeds from allotment of Preference Shares Net cash from financing activities

Net (decrease) / increase in cash and cash equivalents (A+B+C)

Cash and cash equivalents at beginning of the year Cash and cash equivalents at the end ofthe year (refer Note 17)

This is the Standalone Cash Flow Statement referred to in our report of even date

Partner

erhousc Chartered Accountants LLP ion Number: 012754N/N500016

Membership Number :202674

Place: Bengaluru Date: November 2.-1, 2019

Year ended March 31, 2019

33,628,358 325,979 188,889

(9,461,847) 111,549

(3,082,448) (13,330,915)

554,854 (2,728,498) 70,417,432

11,855,091 (4,605,00�)

62,162,961 (2,464)

62,160,497

(119,408,192)

24,689,132 (94,719,060)

20,000,000 (111,549)

13,500,000 33,388,451

829,888

117,926 947,8t4

March 31, 2018

(70,613,086)

283,411 129,514

(233,917) (13,128,312)

38,310,000 (10,128)

(45,262,518)

30,278,700 5,813,342

(79,182,700) (1,392,198)

313,456 (190,064)

(89,621,982) (1,419,548)

(330,697) (70,800,784)

400,000 1,306A64

129,400,000 129,400,000

(31,066,547)

31,184,473 117,926

For and on behalf ofthe Board ofDirectol'S/

( KannanPR Director DIN :03435209

,/ __ , L -\..� ·'-..---

Arun Kumar Pillai Director DIN :00084845

MalavikaD Cvmpany Secretary Mcmbersbip Number : A4-<;SO.Q..

Place: Bcngaluru Date: Novcmber:1-1, 2019

Page 33: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements

1 General Information

Skanray Healthcare Global Private Llmited ("Skanray" or the "Company") is engaged in the business of trading of high frequency X-Ray Imaging Systems, Critica! Care Devices and Primary Healthcare & Telemedicine compatible devices. The Company was incorporated on April 9, 2013 under the name Amara Health Service Private Llmited. The Company's name was changed to Skanray Health Care Exports Private Llmited on October 20, 2015 and further changed to Skanray Healthcare Global Private Llmited on January 8, 2016. The Company has its registered office in Bengalum.

2 Summary of significant accounting policies

a Basis of preparation

These financial statements have been prepared in accordance with the generally accepted accounting principies in India under the historical cost convention on accrual basis.These financia! statements have been prepared to comply in ali material aspects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006 (as amended), specified under Section 133 and other relevant provisions of the Companies Act, 2013 ("the Act").

Ali assets and liabilities have been classified as current or non-current as per the Company's normal operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and their realization in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current - non-current classification of assets and liabilities.

b Use of estimates

The preparation of the financia! statements in conformity with the Geerally Accepted Accounting Principies (GAAP) in India requires the Management to make estimates and assumptions that affect the reported amount of assets and liabilities as ofthe Balance Sheet date, reported amount of revenue and expenses and disclosure of contingent liabilities as of the Balance Sheet date.Toe estimates and assumptions used in these financia! statements are based on Management's evaluation ofthe relevant facts and circumstances as of the date of the financia! statements. The actual results may differ from these estimates and the difference between actual results and estimates are recognised in the year when the results are known/materialise.

e Revenue recognition

Revenue from sale of goods is recognised when the significant risks and rewards of ownership in the goods are transferred to the buyer as per the terms of the contract, which coincides with the despatch of goods and are recognised net of trade discounts, rebates and goods and services tax.

Interest income is recognised on a time proportion basis taking into account the amount outstanding and the rate applicable.

Income from duty drawback and other export incentives is recognised on an accrual basis.

d Tangible assets

Tangible assets are stated at acquisition cost, net of accumulated depreciation and accumulated impairment losses, if any. Cost comprises the purcliase price including import duties and non-refundable taxes, and directly attributable expenses incurred to bring the asset to the location. An ítem of Property, Plant and Equipment is derecognised on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising on derecognition is recognised in the statement of profit and loss.

Depreciation is provided on a pro-rata basis on the straight-line method over the estimated useful lives of the assets, based on technical evaluation done by management's expert taking into account the nature of the assets, their estimated period of use and the operating conditions. The depreciation charge for each period is recognised in the Statement of Profit and Loss, unless it is included in the carrying amount of any other asset. The useful life, residual value and the depreciation method are reviewed at each financia! year end. If the expectations differ from previous estimates, the changes are accounted for prospectively as a change in accounting estímate.

The estimates of useful lives of tangible assets are as follows :

As per Schedule II of the Act

3 ears ears

Useful life

Management estímate of useful life

ears ears

Page 34: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited Notes to the Standalone financia] statements

e Impairment of assets Assessment is done at each balance sheet date as to whether there is any indication that an asset (tangible and intangible) may be impaired. If any such indication exists, an estimate of the recoverable amount of the asset/cash generating unit is made. Recoverable amount is higher of an asset's or cash generating unit's net selling price and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end _of its useful life. For the purpose of assessing impairment, the recoverable amount is determined for an individual asset, unless the as.set does not generate cash inflows that are largely independent of those from other as.sets or groups of assets. The smallest identifiable group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows from other assets or groups of as.sets, is considered as a cash generating unit (CGU). An as.set or CGU whose carrying value exceeds its recoverable amount is considered impaired and is written down to its recoverable amount. Assessment is also done at each balance sheet date as to whether there is any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have decreased. An impairment loss is reversed to the extent that the asset's carcying amount does not exceed the carrying amount that would have been determined if no impairment loss had previously been recognised.

f Investments Investments that are readily realisable and are intended to be held for not more than one year from the date on which such investments are made, are classified as current investments. Ali other investments are classified as long-term investments. Current investments are carried at cost or fair value, whichever is lower. Long-term investments are carried at cost. However, provision for diminution is made to recognise a decline, other than temporary, in the value of long-term investments, such reduction being determined and made for each investment individually.

g Inventaries Inventories are valued at lower of cost and net realisable value. Cost is determined using First in First out method. The cost of inventaries comprise all costs of purchase and other costs incurred in bringing the inventaries 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 the estimated costs necessary to make the sale.

h Leases (as a lessee) Operating leases Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the Statement of Profit and Loss on a straight-line basis over the period of the lease.

Foreign currem.-y transactions

Initial recognition

On initial recognition, ali foreign currency transactions are recorded by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.

Subsequent recognition As at the reporting date, non-monetary items which are carried in terms ofhistorical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Ali monetary as.sets and liabilities denominated in foreign currency are translated at the year-end at the closing exchange rate and the resultant exchange differences are recognised in the Statement of Profit and Loss.

j Employee benefits

i. Providentjund

This is a defined contribution plan. Contributions made towards Employee's Provident Fund and Employee's Family Pension Fund to the Regional Provident Fund Commissioner, in accordance with applicable rules/statutes, is charged to the Statementof Profit and Loss. The Company has no further obligations for future provident fund benefits other than the contributionsmade to the fund.

ii. Compensated absences

Acc umulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the yearend are treated as short-term employee benefits. The obligation tow4rds the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result ofthe unused entitlement as at

Accumulated compénsated absences, which are expected to be availed or encashed beyond 12 months from the end of the yearare treated as other long-term employee benefits. The Company's liability is actuarially determined (using the Projected UnitCredit method) at the end of each year. Actuaria! losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise.

iii. GratuityThe Company provides for gratuity, a defined benefit plan (the "Gratuity Plan") covering eligible employees in accordance withthe Payment of Gratuity Act, 1972. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death,incapacitation or termination of employment, of an amount based on the respective employee's salary and the tenure of employment. The Company's liability is actuarially determined (using the Projected Unit Credit method) at the end of each year. Actuaria! losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise. The Gratuity plan is unfunded.

Page 35: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Llmited Notes to the Standalone financia] statements

k Current and deferred tax Tax expense for the year, comprising current tax and deferred tax, are included in the determination of the net profit or loss for the year. Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the prevailing taxation laws. Deferred tax is recognised for ali the timing differences, subject to the consideration of prudence in respect of deferred tax assets. Deferred tax assets are recognised and carried forward only to the extent that there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. In situations where the Company has unabsorbed depreciatíon or carry forward losses, ali deferred tax assets are recognised only if there is virtual certainty suppmted by convincing evidence that they can be realised against future taxable profits. Deferred tax assets and liabilítíes are measured using the tax rates and tax laws that have been enacted or substantively enacted by the Balance Sheet date. At each Balance Sheet date, the Company reassesses unrecognised deferred tax assets, if any.

Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intentioil to settle the asset and the liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.

Provisions and contingent liabilities

Provisions: Provisions are recognísed when there is a present oblígation as a result of a past eveñt, it is probable that an outflow of resources embodying economíc benefits will be required to settle the obligation and there is a reliable estímate of the amount of the oblígation. Provisíons are measured at the best estímate of the expenditure required to settle the present obligation at the Balance sheet date and are not discounted to its present value. Contingent liabilities: Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either probable that an outflow of resources will be required to settle or a reliable estímate of the amount cannot be made, is termed as contingent liability.

m Cash and cash equivalents In the cash flow statement, cash and cash equivalents include cash in hand, demand deposits with banks, i:Jther short-term highly liquid investments with original maturities of three months or less.

n Segment reporting The accounting policies adopted for segment are in conformity with the accounting policies adopted for the Company. Revenue and expenses have been identified to segments on the basis of their relationship to the operating activities of the segment. Revenue and expenses, which relate to the Company as a whole and are not allocable to segments on a reasonable basis have been included under "Unallocated corporate expenses/income".

o E arnings per shareBasic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by theweighted average number of equity shares outstanding during the period. Earnings considered in ascertaining the Company'searnings per share is the net profit for the period after deducting preference dividends and any attributable tax thereto for theperiod. The weighted average number of equity shares outstanding during the period and for ali periods presented is adjustedfor events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equityshares outstanding, without a corresponding change in resources. For the purpose of calculating diluted earnings per share, thenet profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstandingduring the period is adjusted for the effects of ali dilutive potential equity shares.

Page 36: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia! statements (Ali arnounts in ludian Rupees unless otherwise stated)

3 Share capital:

Authorised share capital:

10,000 (March 31, 2018 : 10,000) Equity shares of Rs.10 each

6,270,860 (March 31, 2018 : 6,270,860) Series A Compulsorily Convertible Preference Shares (CCPS) ofRs. 10 each (refer Note 3a below)

1,494,000 (March 31, 2018 : 1,294,000) Redeernable Preference Shares (RPS) of

Rs. 100 each (refer Note 3a below)

Asat March 31, 2019 March 31, 2018

100,000 l00,000

62,708,600 62,708,600

149,400,000 129,400,000

3a During the year ended March 31, 2018, 2,719,140 Series A CCPS of Rs. 10 each [which were unissued as at March 31, 2017] were reclassifed as

271,914 RPS ofRs. 100 each.

Issued, subscribed and paid-up: Equity shares 10,000 (March 31, 2018 : 10,000) Equity shares of Rs.10 each fully paid up

Series A CCPS 6,270,854 (March 31, 2018: 6,270,854) Series A CCPS ofRs.10 each fully paid up RPS 1,429,000 (March 31, 2018: 1,294,000) RPS ofRs.100 each fully paid up

a. Reconciliation ofnumber ofsharesAs at March 31, 2019

t. Equity shares Balance as at the beginning of the year Add: Shares issued during the year Balance as at the end of the year

2. Series A CCPS Balance as at the beginning of the year Add: Shares issued during the yearLess: Shares reissued during the year as RPS

(refer Note 3a)Balance as at the end of the year

3.RPS Balance as at the beginning of the year Add: Shares issued during the year Add: Series A CCPS Shares reissued during the

year as RPS (refer Note 3a) Balance as at the end of the year

b. Rights, Preferences and Restrictions attached to shares

No. ofShares Amount

10,000 100,000

10,000 100,000

6,270,854 62,708,540

6,270,854 62,708,540

1,294,000 129,400,000

135,000 13,500,000

1,429,000 142,900,000

As at larch 31, 2019 1 larch 3J, 2018

100,000 100,000

62,708,540 62,708,540

142.900,000 1291400,000 205,708,540 .l92,208,540

As at March 31, 2018 No. ofShares Amount

10,000

10,000

5,975,500 3,014,494

6,270,854

1,022,086

271,914 1,294,000

100,000

100,000

59,755,000 30,144,940

27,l91,400

102,208,600

27,191,400 129,400,000

Equity shares: The Cornpany has oue class of equity shares having a par value of Rs.10 per share. Each shareholder is eligible for one vote per share

held. In the event of liquidation, the equity shareholders are eligible to receive the rernaining assets of the Cornpany after distribution of ali preferential amounts, in proportion to their shareholding.

Series A CCPS: As per the agreernent with Preference shareholders, ali the preference shares were compulsorily convertible into equity shares in January 2019. These preference shares carried a fixed rate of return of 0.0001% per annurn and were curnulative in nature. The outstanding

preference shares on the conversion date had to convert at a price such that the resultant shareholding of the Cornpany shall be 64% of the fully diluted share capital to be held by Agnus Capital LLP and the balance 36% to be held by Unit Trust of India Investrnent Advisory Services Lirnited.

However the above conversion which was due on January 31, 2019 has been deferred and subsequent to the year-end, the Company has entered into a renewal agreernent with the Prefereuce shareholders according to which the revised conversion date will be during March 2022, with other terrns and conditions rernaining the sarne.

RPS: These preference shares carry a fixed rate of return of 10% per annurn and are curnulative in nature. These are not convertible to equity shares and are redeemable at the option of board at anytirne befare 20 years frorn the date of allotrnent for cash at par and shall in elude any declared but unpaid accurnulated dividend.

c. Shares held by holding company

Chayadeep Properties Private Lirnited

As at March 31, 2019 No. ofShares Amount

7,500 75,000

As at March 31, 2018 No. ofShares Amount

7,500 75,000

Page 37: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited Notes to the Standalone financial statements (Ali amounts in ludian Rupees unless otherwise stated)

As at March 31, 2019 March 31, 2018

d. Details of shares held by shareholders holding more than 5% ofthe aggregate shares in the Company As at March 31, 2019 As at March 31, 2018

No. of Shares % No. of Shares 1. Equity shares Chayadeep Properties Priva te Limitetd Karuna Ventures Private Limited eries A CCPS U nit Trust of India Investment Advisory Services Limited A/ e Ascent India fund III Agnus Capital LLP

2. RPS Agnus Capital LLP Agnus Ventures LLP

7,500 2,500

10,000

2,337,854 3,933,()00

6,270,8:;4

1,294,000 135,000

1,429,000

7,500 2,500

10,000

37 2,337,854 63 3,933,000

100 6,270,854

91 1,294,000 9

100 1,294,000

%

75 25

100

37 63 "lOO

100

100

e. There are no shares alloted as fully paid up by way ofbonus or alloted pursuant to a contract without payment being fully received in cash during 5 years immediately preceeding March 31, 2019.

f. There are no shares reserved for issue under options and there are no shares which have been forfeited as at March 31, 2019.

Page 38: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Llmited Notes to the Standalone financia! statements (Ali amounts in Indian Rupees unless otherwise stated)

4 Reserves and Surplus:

5

Securities Premium Opening balance Add: Premium on Issue of Series A CCPS during the year Closing balance

Deficit in Statement of Profit and Loss Opening balance Add: Loss for the year Closing balance

Total

Nature and purpose of Securities Premium Securities Premium has been created to record the premium on issue of equity and preference shares. lt will be utlilised in accordance with the provisions of the Act.

Long-term provisions Provision for employee benefits:

- Gratuity [refer Note 23(a)]- Compensated absences

6 Short-term Borrowings

Unsecured Loan

7

Loan from a Bank (refer Note below)

Note The loan has been availed from RBL Bank Limited (Bank) for working capital requirements and repayable within three months from the date of availament of loan. The loan carries an interest rate equivalent to fixed deposit rate on draw down date plus 1.5% per annum. Sovizen Life Sciences Private Limited, a related party has provided an irrevocable and unconditional Corporate Guarantee and a fixed deposit as lien in favour of the Bank towards the loan. The interest rate was 8.85% per annum as at March 31, 2019.

Trade payables: (a) Total outstanding dues of micro enterprises and small enterprises(refer Note 34)(b) Total outstanding dues of creditors other than micro enterprises and smallenterprises (refer Note 33(c) for dues to related parties)

8 Other current liabilities:

9

Statutory liabilities including Provident fund and Tax deducted at source Advances received from customers Others

Short-term provisions Provision for employee benefits:

- Gratuity [refer Note 23(a)]- Compensated absences

As at March 31, 2019 March 31, 2018

564,376,860

564,376,860

(90,492,433) (35,04i,395)

(1.25,533,828)

438,843,032

20 000,000 20,000,000

14,861,163

14,861,163

86,662 11,414

98,076

537,795,000 26,581,860

564,376,860

(19,879,347) (70,613,086)

(90 492,433)

473,884,427

1,031,907 1,771,306

2,803,213

3,012,790

3,012,790

675,548 3,728,588

298,943 4,703,079

1,567 270,950 272,517

Page 39: Price Waterhouse Chartered Accountants LLP - skanray.com

SKANRAY HEALTHCARE GLOBAL PRIVATE LIMITEDNotes to the Standalone financia! statement s (All amounts in Indian Rupees unless otherwise stated)

10 P roperty, plant and equipment Tangible asset s (at cost)

SINo.l Particulars �

1 Computer equipment1 '-·

2 I Office equipment

ITOTAL - r TI i

SI No. Parti culars '(

1 Computer equipment2 Office equipment

TOTAL

1 Asat April 1, 2018

1,010,102 31,998

1,042,100

Asat April 1, 2017

� 679,40531,998

711,403

Grossblock

Additions Asat March 31, 2019

1,010,102 -.....- r / - 31,998

' - 1,042,100

Grossblock

Asat Additions March 31, 2018

330,697 ; 1,010,102 - 31,998

330 697 1,042,100

Accumulated deureciation Asat For theyear Asat

April 1, 2018 March 31, 2019

354,629 319,899 674,528 I 5,907 6,080

'◄ 11,987

360

Ac cumu lated depreciation ..

Asat April 1, 2017 For theyear

76,998 277,631127 5,780

- 77,125 283,411

Asat March 31, 2018

� .... 1

354,629 5,907

�60,536

Netblock Asat

March 31, 2019

335,57420,011

Net block

Asat March 31, 2018

:;, 655,473 26,091

681.564

Page 40: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia! statements (All amounts in Indian Rupees unless othenvise stated)

11 Non- current investments

Trade investments - Unquoted equity instruments (at cost) Investment in subsidiaries 901,000 (2018 : 901,000) equity shares of Rs.10 each fully paid up held in Skanray Dental Technologies Private Limited 19,465 (2018 : 19,465) 12% redeemable preference shares of Rs.1,000 each fully paid up held in Skanray Dental Technologies Private Limited

2,609,400 (2018 : 1,905,400) fully paid up equity quota held in Skanray Europe S.r.l., Italy

95,247,321 (2018: 90,634,821) fully paid up equity quota held in Skanray Brasil­Produtos Medicos Odontologicos LTDA, Brazil (Formerly AZM Industria E Commercio De Productos Medico Ondontologicos LTDA) [Net of provision far other than temporary diminution aggregating to Rs. 33,628,358 (2018: Nil) - refer Note 26]

342,290 (2018 :342,290) fully paid up equity quota held in Cardia International A/S, Denmark

261 (2018: 216) common (equity) shares of one Mexican Peso each fully paid up in Skanray Latinoamerica, S.A. de C.V., Mexico

450,001 equity shares of USD 1 each and 30,000 equity shares of USD 10 each (2018: 210,001 equity share of USD 1 each) fully paid up in Skanray Global Pte. Limited, Singapore

Investment in Associates 11,000 (2018: 8,000) equity shares of Euro 10 each fully paid up held in Skan X Radiology Devices SPA, Italy

Aggregate provision far diminution in value of investments

12 Deferred Tax Asset (net) Deferred tax liability

Depreciation

Deferred tax asset Expenses allowable far tax purposes when paid

N et deferred tax asset

Other non- current assets

(Unsecured, considered good) Deposits

14 Current investments Quoted (At cost)

Mutual Funds: Reliance Low Duration Fund (farmerly Reliance money manager fund) - Growth Plan 34.152 Units (2018: 34.152 Units) Reliance short term fund-Growth Plan 191.52 Units (2018: 191.52 Units) Reliance Low Duration Fund (farmerly Reliance money manager fund) -Direct Growth Plan 0.799 Units (2018: 0.799 Unit)

Aggregate fair value of quoted investments

15 Inventories Stock-in-trade in transit

).�f. GLOQ,4( � ��

r

t

..

-,, .

_,

Asat March 31, 2019 March 31. 2018

90,100,000 90,100,000

19,465,000

201,528,519 144,414,292

32,777,157

147,500,000 147,500,000

17,523,907 14,345,326

52,007,477 13,776,859

45,860,693

594,01.9,161 508,239,327

33,628,358

12,056

(12,056) 164,993

350,125 350,125

350, 125 350,125

76,657 76,657

5,662 5,662

1,920 1,920 84,239 84,239

93,566 89,932

2,739,398 10,900

Page 41: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amounts in Indian Rupees unless otherwise stated)

16 Trade receivables

Unsecured, considered good - Outstanding far a period exceeding 6 months from the date they are

due far payment - Others (refer Note 33(c) far dues to related parties)

17 Cash and bank balances

Cash and cash equivalents Cash on hand Bank balances

- In current accounts

Total

18 Short -term loans and advances (Unsecured, considered good) Loans to related parties (refer Note 33(c) far dues from related parties) Other loans and advances:

Trade advances Advance to suppliers Balances with government authorities Tax deducted at source receivable Prepaid expenses Travel advances to employees

Less: Provision far doubtful advances

Total

Note: i. Loans to related parties comprise of loans given to:

a. Private companies in which a director of the Company is a director b. Skanray Europe S.r.l., which is wholly-owned subsidiary c. Skanray Dental Technologies Private Limited, wholly-owned subsidiaryd. Agnus Capital LLP

Loans to related parties are unsecured and repayable on demand. These loans (except loan to Agnus Cápital LLP above) carry interest in the range of 12% to 14.31% per annum. The above loans were given far business purposes. Loan to Agnus Capital LLP was repaid during August 2019.

ii. Advance to suppliers represents advance given far supply of goods to a privatecompany in which a director of the Company is a director [referNote 33(c)]

19 Other current assets

(Unsecured, considered good) Interest receivable [refer Note 33(c)]

Non-trade receivables

,)e GL . "

�8 *

As at March 31

1 2019 March 31

1 2018

290,150 5,175,413

943,747

947,814

61,026,207

38,310,000

8,524,135 2,162,482

322,800 110,345,624 (38,310,000)

526,207 10,000,000 50,500,000

1,710,164 1,803,138

3,513,302

1,083,175 5,126,131

6,209,306

5,520

112,406

117,926

125,338,396

38,310,000 6,408,855 8,209,113 2,160,018

112,266 221,944

180,760,592 (38,310,000)

:142.,45o,592.

114,810,003 528,393

10,000,000

6,341,731

16,937,449 1,803,138

18,740,587

Page 42: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amounts in Indian Rupees unless otherwise stated)

20 Revenue from operations

Sale of products - Traded goods

Other operating revenues - Freight income- Duty drawback and other export incentives

21 Other income Interest income

-On loans- On income tax refund

Gain on sale of mutual funds Liabilities no longer required written back Gratuity provision no longer required written back Compensated absences provision no longer required written back

22 Purchase of stock-in-trade Critica! care devices and parts of such devices

2 3 Employee benefits expense

Salaries, wages and bonus Contribution to Provident and other funds Gratuity (refer Note 23a[iii] below) Staff welfare expenses

Defined Benefit Plan - Gratuity (Unfunded)

For the year ended Marcb 31

1 2019 March 31, 2018

44,113,092

43,020 3,442,645

47,59 8,757

9,461,847 66,060

6,718 1,033,474 2,042,256

12,610,355

31,087,194 31,0 87,194

2,350,008 141,641

376,684 2,8 68,333

53,913,635

909,120 2,007,495

56, 8 30,250

13,128,312

233,917 10,128

13, 372,357

39,802,079 39,802 ,079

29,984,003 1,798,097 1,033,474

657,417 3 3,472,991

Since gratuity liability for the employees as on March 31, 2019 is not material, no provision has been made in the financia! statements as at March 31, 2019. The disclosures as envisaged in AS 15 "Employee Benefits" are as follows.

i Present Value ofDefined Benefit Obli ation

Particulars Asat

Balance at the be innin Current service cost

1 0

C> u Assets an L1a 1tíes to be recogn1se ID d . bil". ' d. th e Ba anee Sheet

Particulars Asat

March 31, 2019Present V alue of Defined Benefit Obligation Less: Fair Value of Plan Assets Less: Unrecognised Past Service Costs Amounts recognised as liabilitv Recognised under: Lo.ng Term Provision (refer Notes) Short Term Provision (refer Note 8) Total

111) Expense recol?lnse ID the Statement o , Pro d" f fi tan d Loss

Particulars Year ended

March31 2019 Current service cost -

Interest cost Actuaria! losses / faains) Total Exuense

-

-

-

-

-

-

-

.

-

-

Asat March . 1 2018

1 0

10

Asat March 31, 2018

1 Q'l'l 474

-

-

1 0�3.474

1 0'U.Q07 1,567

1033,474

Asat March 31, 2018

l.0'.'l'l.474-

-

1,033,474

Page 43: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia) statements (Ali amounts in Indian Rupees unless otherwise stated)

(iv) Principal actuaria] assumptions

Particulars

Discount rate Salarv escalation rate Attrition rate

Year ended Year ended March '.U 201Q March ,u 2018

Not applicable 7.80% Not aoolicable 10.00% Not applicable 5.00%

The discount rate is based on the prevailing market yields of Indian government securities as at the balance sheet date for the estimated term of the obligations.

The salary escalation rate is based on estirnates of salary increases, which take into account inflation, promotion and other relevant factors such as supply and demand in the employment market.

Note: Financia] year 2017-18 was the first year of applicability of the provisions of the Payment of Gratuity Act, 1972, (i) There were no experience adjustments for the year ended March 31, 2018; (ii) Information relating to amounts ofDefined benefit obligation and Experience adjustments recognised in the previous three years have not beenpresented.

24 Finance cost

Interest on short-term borrowings

25 Depreciation expense

Depreciation on tangible assets (refer Note 10)

26 Other expenses

Rent (refer Note 29) Rates and taxes Travelling and conveyance Marketing expenses Professional fees Business promotion expenses Sales commission Freight outward Provision for doubtful advances Provision for diminution in value of investments (refer Note below) Bad debts written off Product registration expenses Payment to Auditors (excluding goods and services tax and out of pocket expenses)

- Statutory audit fee- Tax audit fee- Certification fee

Miscellaneous expenses

For the year ended March 31, 2019 March 31, 2018

111,549 111,549

325,979

325,979

318,680

1,762,232 2,623,351 5,512,346

12,363,623 388,017 905,135

33,628,358 119,497

1,150,000

50000

575,000

1,461,213

60,857,452

283,411

283,411

1,704,195 1,187,966

7,323,046 1,911,370

3,637,647 9,346,686

254,439 857,755

38,310,000

350,000

50,000

240,000

1,774,980

67,257,212

Note: During the year, the Company has recognised a provision for dimunition on the entire amount of investment in its subsidiary Skanray Brasil - Produtos Medicas Odontologicos LTDA, Brazil amounting to Rs. 33,628,358 as the subsidiary has been incurring continuous losses and the net worth as at March 31, 2019 is fully eroded. The Company is in the process of liquidating its investment in the subsidiary subsequent to the year-end.

27 Expenditure incurred in foreign currency Professional fees Foreign travel Business promotion expenses Marketing expenses Other expenses

For the year ended March 31, 2019

3,196,120 94,867

12,363,623 2,623,351

J8,277,96J.

March 31, 2018 1,801,084

397,827 6,862,607

67,620 349,021

9,478,1,59

) /

Page 44: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private limited Notes to the Standalone financial statements (Ali amount in Indian Rupees unless otherwise stated)

28 Earnings in foreign currency Export of goods on F.O.B. basis Freight income

29 Leases - as a Iessee Operating lease

Year ended ]\farch :31, 2019 March 31, 2018

44,113,092 48,752,924 43,020 632,132

44,156,112 49,385,056

Toe Company entered into operating lease arrangements for office premises. These lease arrangements range for a period between 11 months and 4 years, and are cancellable in nature. Toe leases are renewablé for furtber periods on mutually agreeable terrns and also include escalation clauses.

With respect to ali operating leases:

Lease payrnents recognised in the Statement of Profit and Loss during the year

Asat March 31, 2019 March 31, 2018

(including mínimum lease payrnents ofNil (2018: Rs.1,704,195) 1,704,195 Note: Expenses on rent of office space occupied by the Company has been reimbursed by Skanray Technologies Prívate Limited, a related party for the year ended March 31, 2019.

30 Loss per share

Loss for the year Weighted average number of equity shares outstanding Loss per share - Basic and Diluted

31 Derivative instruments and Unhedged Foreign Currency exposure

Year ended March 31 , 2019

(35,041,395) 10,000 (3,504)

March 31, 2018 (70,613,086)

10,000 (7,061)

(a) Toe Company has not entered into any foreign cmTency forward contracts to hedge risk associated with foreign currencyfluctuations.

(b Particulars ofUnhc Particulars

Trade receivables: -In US Dollars

Long-term loans and advances -In EURO

Investment in foreign subsidiaries/ associates -In US Dollars -In EURO

75,000

7,000

1,516,289 5,442,400

alance Sheet date

INR Forei

5,175,413

528,393

69,531,384 414,922,777

1 2018 INR

88,940 5,258,166

7,000 528,393

913,989 60,899,342 4,505,400 337,774,985

Page 45: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amount in Indian Rupees unless otherwise stated)

32 Segment reporting

The Company has identified business segment as its príma¡y segment. The Company is engaged in the trading of of high frequency X­Ray imaging systems, crítical care devices and prima¡y healthcare & telemedicine compatible devices which, in the context of Accounting Standard 17 "Segment Reporting" constitutes a single reportable business segment. Geographical segment has been considered as the seconda¡y segment.

Geographical segment

Within India

Outside India

Total:

- Figures in brackets are in respect ofyearended Mnrch 31, 2018.

33 Related Party Disclosure

3,442,645 (7,445,194)

Carrying Value of assets

275,132,678 (272,423,680)

Capital e enditure

(a) Names ofthe related parties and nature ofrelationship:(i) Where control exists

Holding company

Subsidiaries

(ii) Key Management Personnel

(ii) Other Related Parties with whomtransactions have taken place during theyear

Associates

Enterprise exercising Significant Influence

Entities in which Key Management Personnel exercise significant influence

* No transactions duríng the year

Chayadeep Properties Prívate Llmited

Skanray Dental Technologies Prívate Llmited, India Skanray Europe S.r.l., Italy Skanray Brazil - Produtos Medicos Odontologicos LTDA Cardia lnternational A/S, Denmark Skanray LatinoAmerica SA DE CV, Mexico Skanray Global PTE Llmited; Singapore

Kannan Puthucode Radhakrishan * Arun Kumar Pillai * Treasa Ma¡y Mathew *

Skan X Radiology Devices SPA, "Italy

Skanray Technologies Prívate Llmited, India

Agnus Capital LLP Agnus Holdings Prívate Llmited Tenshi Llfe Sciences Prívate Llmited Sovizen Llfe Sciences Prívate Llmited

Page 46: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements {Ali amounl in rndian Rupces unless oLhcnviSI! smtcd)

33 (b) Transactions with related parties during year

Nature ofTransactions

(i) Sale of goods Skanray latinoameríca, S.A. de C. V., Mexico

(ii) Purchase of goods Skanray Technologies Prívate Limited, India

Cardia Intemational A/S, Denmark

Skanray Dental Technologies Prívate Limited, India

(iii) 1 Expenses incurred on behalf ofrelated party Skanray Dental Technologies Prívate Limited, India

(iv) Lease renta! paid Chayadeep Properties Private Limited

(v) Interest income Skanray Europe S.r.l., Italy

Skanray Dental Technologies Private Limited, India

Skanray Technologies Prívate Limited, India

(vi) Sale of duty scrips Skanray Technologies Prívate Limited, India

Skanray latinoameríca, S.A. de C.V., Mexico

(vii) Loans given to related parties Agnus Capital LLP

Skanray Dental Technologies Prívate Limited, India

Skanray Technologies Prívate Limited, India

(viii) Loans repaid by related parties Skanray Technologies Prívate Limited, India

(ix) Reimbursement of expenses paid on behalf of Company

Employee benejits and other expenses: Tenshi Life Science Pvt ltd

(x) Expenses reimbursed by related parties Rent: Skanray Technologies Prívate Limited, India

(xi1 Investments made Skanray Europe S.r.l., Italy

Skanray Brazil - Produtos Medicas Odontologicos LTDA

Skanray latinoAmerica SA DE CV, Mexico

Skan-x Radiology Devices SPA, Italy

Skanray Global Pte Ltd, Singapore

(xii} Provision for diminution in the value ofinvestment Skanrav Brazil - Produtos Medicas Odontolo ·cos LTDA

Holding company

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-)

(-

Subsidiaries

(67,723) 1,200,000

(568,767)

(-)

(-

(-

(-)

57,114,227 (47,213,188)

851,201 (6,107,076)

3,178,581 (3,703,726)

(-)

Associates

(-)

(-)

(-)

(-)

(-)

(-

(-)

(-)

(-)

-)

(-)

(-)

(-)

20,033,565 (-)

Enterprise exercising Significant lnfluence

(-)

(-)

(-)

-)

(-

(-)

(-) 8,261,847

12 1 821)

1,560,054 (-)

o)

(-)

(-)

86 00 000

114,810,003

678,888

(-)

(-)

(-)

(-)

Entities in which Key Management

Personnel exercise significant influence

34,531,729 (37,138,788)

(-)

(-

(-)

(-)

(-)

50,500,000 (-)

(-)

(-

(2 ,o 1)

(-)

(-)

(-)

(-)

( -)

Page 47: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financia] statements (All amount in Indian Rupees unless otherwise stated)

34 Dues to micro and small enterprises

The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act). The Disclosures pursuant to the said MSMED Act are as follows:

Particulars Principal amount due to suppliers registered under the MSMED Act and remaining unpaid as at year end

Interest due to suppliers registered under the MSMED Act and remaining unpaid as at year end

Principal amounts paid to suppliers registered under the MSMED Act, beyond the appointed day during the year

lnterest paid, other than under Section 16 of MSMED Act, to suppliers registered under the MSMED Act, beyond the appointed day during the year Interest paid, under Section 16 of MSMED Act, to suppliers registered under the MSMED Act, beyond the appointed day during the year Interest due and paya ble towards suppliers registered under MSMED Act, for payments already made Further interest remaining due and payable for earlier years

March 1 2019 March. 1 2018

The above disclosure is based on the information available with the Company regarding the status of registration of such vendors under the MSMED Act, as per intimation received from the vendors at the request of the Company.

35 Contingent Liabilities

The Company is in the process of evaluating the impact of the recent Supreme Court Judgment in the case of "Vivekananda Vidyamandir And Others Vs The Regional Provident Fund Commissioner (II) West Bengal'' and the related circular (Circular No. C-I/1(33)2019/Vivekananda Vidya Mandir/284) dated March 20, 2019 issued by the Employees' Provident Fund Organisation in relation to non-exclusion of certain allowances from the definition of ''basic wages" of the relevant employees for the purposes of determining contribution to provident fund under the Employees' Provident Funds & Miscellaneous Provisions Act, 1952. In the assessment of the management, the aforesaid matter is not likely to have a significant impact and accordingly, no provision has been made in the financia! statements.

36 Other additional information pursuant to the provision of paragraph 5 of part II of schedule III (Division I) to the Companies Act, 2013 are either ni! or not applicable to the Company.

37 The Company was required to hold its Annual General Meeting (AGM) for the year ended March 31, 2019 on or befare October 31, 2019 (which was the extended date approved by the Registrar of Companies, Bengaluru). However the Company was not able to hold its AGM within the extended date as above, resulting in non-compliance with Section 96 of the Companies Act, 2013. The Company will file an application with the National Company Law Tribunal (NCLT) Bengaluru for condoning the non­compliance after holding its AGM. Any interest/penalties that may be Ievied by NCLT are not presently ascertainable by the management and hence have not been given effect to in these financia! statements.

38 Previous ycar's figures have been reclassified, wherever necessa¡y, to conform to current year's presentation.

For Pricc ' tcrhousc Chartered Accountants LL Film Reg· ·ti: tion Number: 012754N/N500016

Partner Membership Number :202674

Place: Bengalum Date: Novcmbe.r.Z.Gl, 2019

For and on behalf o[ (

�!_>ard of Directors /

Director DIN :03435209

i�

'

Arun Kumar Pillai Director DIN :00084845

MalavikaD company Secreta¡y M1.:;mbership Number : A 1¡....:;<;-oa__

Place: Bengaluru Date: NovemberZ-t 2019

Page 48: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Anncxure A to Independent auditors' t·eport

Referred to in paragraph 12 of the Independent auditor's report of even date to the members of Skanray Healthcare Global Private Limited on the standalone financia) statements as at and for the year ended March 31, 2020

i. (a) The Company is maintaining proper records showing full particulars, including quantitativedetails and situation, of fixed assets.

(b) The fixed assets of the Company have been physically verified by the Management during theyear and no material discrepancies have been noticed on such verification. In our opinion, thefrequency of verification is reasonable.

(c) The Company does not own any immovable properties as disclosed in Note 8 on Property, plantand equipment (Tangible assets) to the standalone financia! statements. Therefore, theprovisions of Clause 3(i)(c) of the Order are not applicable to the Company.

ii. The Company did not hold any inventories during the year and the balance of inventmy as atMarch 31, 2020 represents stock in trade in transit. Therefore, the provisions of Clause 3(ii) ofthe Order are not applicable to the Company.

iii. The Company has not granted any loans, secured or unsecured, to companies, firms, LimitedLiability Partnerships or other paities covered in the register maintained under Section 189 ofthe Act. Therefore, the provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of the Order are notapplicable to the Company.

iv. In our opinion, and according to the information and explanations given to us, the Company hascomplied with the provisions of Sections 185 and 186 of the Act in respect of the loans andinvestments made, and guarantees and security provided by it.

The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notified.

vi. The Central Government of India has not specified the maintenance of cost records under sub-section (1) of Section 148 of the Act for any of the products of the Company.

vii. (a) According to the information and explanations given to us and the records of the Companyexamined by us, in our opinion, undisputed statutory dues of provident fund and income tax (tax deducted at source) have not been regularly deposited with the appropriate authorities and there have been serious delays in a number of cases. Undisputed statutory dues of professional tax have not generally been regularly deposited with the appropriate authorities though the delays in deposit have not been se1ious. The Company is regular in depositing other undisputed statutory dues, including employees' state insurance, duty of customs, cess, goods and services tax and other material statuto1y dues, as applicable, with the appropriate authmities. Also refer note 34 to the standalone financia! statements regarding management's assessment on certain matters relating to provident fund.

(b) According to the information and explanations given to us and the records of the Companyexamined by us, there are no dues of income tax, sales tax, service tax, duty of customs, duty ofexcise, value added tax or goods and services tax which have not been deposited on account ofany dispute.

According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted in repayment of loan to bank. As the Company <loes not have any loans or borrowings from Government, nor has it issued any debentures as at the balance sheet date, the provisions of Clause 3(viii) of the Order are not applicable to the Company to that extent.

The Company has not raised any moneys by way of initial public offer, further public offer (including debt instruments) and term loans. Accordingly, the provisions of Clause 3(ix) of the Order are not applicable to the Company. "

..:----,,,;Q c ..

1/_,,. ·-·:•\·?\N 1 . ----

l. ·;,

. 1.?

....... .. �':

Page 49: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Annexure A to Independent auditor's report

Referred to in paragraph 12 of the Independent auditor's repott of even date to the members of Skanray Healthcare Global Prívate Limited on the standalone financia! statements as at and for the year ended March 31 , 2020 Page 2 of2

x. During the course of our examination of the books and records of the Company, carried out inaccordance with the generally accepted auditing practices in India, and according to theinformation and explanations given to us, we have neither come across any instance of materialfraud by the Company or on the Company by its officers or employees, noticed or repo1tedduring the year, nor have we been informed of any such case by the Management.

xi. The provisions of Section 197 read with Schedule V to the Act are applicable only to publiccompanies. Accordingly, the provisions of Clause 3(xi) of the Order are not applicable to theCompany. Also refer para 14 of our main audit report.

xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, theprovisions of Clause 3(xii) of the Order are not applicable to the Company.

xiii. The Company has entered into transactions with related parties in compliance with theprovisions of Section 188 of the Act. The details of such related party transactions have beendisclosed in the financia! statements as required under Accounting Standard (AS) 18, RelatedParty Disclosures specified under Section 133 of the Act. Fmther, the Company is not requiredto constitute an Audit Committee under Section 177 of the Act, and accordingly, to this extent,the provisions of Clause 3(xiii) of the Order are not applicable to the Company.

The Company has made a private placement of redeemable preference shares during the year, in compliance with the requirements of Section 42 of the Act. The amounts raised have been used for the purpose for which funds were raised. The Company has not made any preferential allotment of shares /or fully or pa1tly convertible debentures during the year.

xv. The Company has not entered into any non-cash transactions with its directors or personsconnected with them. Accordingly, the provisions of Clause 3(xv) of the Order are not applicableto the Company.

XVI. The Company is not required to be registered under Section 4 5 -IA of the Reserve Bank of IndiaAct, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to theCompany.

Place: Bengaluru

Date: Janua1y 1 5 , 2021

For Price Waterhouse Chartered Accountants LLP

Firm Registration Number: 0127 54 N/N500016

Ma�/ Paitner Membership Number: 213550

UDIN: 21213550AAAAAG9980

Page 50: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP

Independent auditor's report

To the Members of Skanray Healthca1·e Global Priva te Limited

Report on the audit of the standalone financia} statements

Qualified Opinion •

1. We have audited the accompanying standalone financia} statements of Skanray HealthcareGlobal Private Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2020, the Statement of Profit and Loss, the Cash Flow Statement and notes to the financia}statements, including a summary of significant accounting policies and other explanatoryinformation.

2. In our opinion and to the best of our information and according to the explanations givento us, the aforesaid standalone financia} statements give the information required by theCompanies Act, 2013 ("the Act") in the manner so required and except for the indeterminateeffect of the matter described in the Basis for Qualified Opinion paragraph below, give atrue and fair view in conformity with the accounting principles generally accepted in India,of the state of affairs of the Company as at March 31, 2020, and its loss and its cash flowsfor the year then ended.

Basis for Qualified Opinion

3. We draw attention to Note 36(b) to the standalone financia} statements regarding non­compliance with Sections 96(1) and 129(2) of the Act, as the Annual General Meeting forthe financia} year ended March 31, 2020 was not held within the stipulated date prescribedin the Act and extended date upto December 31, 2020 as approved by the Registrar ofCompanies, Bengaluru. Consequently, the financia! statements for the year ended March31, 2020 were not laid before the shareholders in the Annual General Meeting. The impactof this matter on the standalone financia} statements is presently not asce1tainable.

4. We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder Section 143(10) of the Act. Our responsibilities under those Standards are fmtherdescribed in the Auditor's Responsibilities for the Audit of the standalone financia}statements section of our repo1t. We are independent of the Company in accordance withthe Code of Ethics issued by the Institute of Chartered Accountants of India together withthe ethical requirements that are relevant to our audit of the standalone financia!statements under the provisions of the Act and the Rules thereunder, and we have fulfilledour other ethical responsibilities in accordance with these requirements and the Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our qualified opinion.

Price Waterhouse Chartered Accountants LLP, 5th Floor, Tower 'D', The Millenia, 1 & 2 Murphy Road, Ulsoor

Bangalore - 560 008

T:+91 (80) 4079 5000, F:+91 (80) 4079 5222

Registered office and Head office: Suchela Bhawan, 11A Vishnu Digambar Marg, New Delhi 110 002

Price Waterhouse (a Partnership Firm) converted into Price Waterhouse Chartered Accountanls LLP (a Limited Liabilily Partnership wilh LLP identity no: LLPIN AAC-5001) with effect flom July 25, 2014. Post its conversion to Price Walerhouse Chartered Accountants LLP, its ICAI registralion number is 012754N/N500016 (ICAI regislralion number befare conversion was 012754N)

Page 51: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP Independent auditor's repo1t

To the Members ofSkanray Healthcare Global Private Limited Repott on audit ofthe standalone financia! statements Page 2 of 5

Emphasis of Matters

5. We draw your attention to the following matters:

a. Note 36(a) to the standalone financia! statements regarding non-compliance withSections 96(1) ,129(2), 92(4) and 137(1) of the Act, as the Annual General Meeting forthe financia! year ended March 31, 2019 was held on November 29, 2019, beyond thetime period prescribed in the Act and consequentially there was a delay in filing ofannual return and annual financia! statements. The Company has filed a compoundingapplication with the Registrar of Companies, Bengaluru (ROC) and approval iscurrently awaited.

b. Note 38 to the standalone financia} statements, which describes the management'sassessment of the impact of the outbreak of Coronavirus (Covid-19) on the businessoperations of the Company. The management believes that no adjustments arerequired in the financia! statements as it does not impact the current financia} year,however, in view of the unce1tain economic environment, a definitive assessment of theimpact on the subsequent periods is highly dependent upon circumstances as theyevolve.

c. Note 26 to the standalone financia} statements regarding the management'srecoverability assessment and consequent provision of investment in Wholly-ownedSubsidiary (WoS) amounting to Rs. 109,565,000, loan advanced to WoS amounting toRs. 84,080,007 (including interest Rs. 969,041). Fmther, for reasons as stated in thenote, management has provided for loan amount repayable on behalf of the WoS duringthe year.

Our opinion is not modified in respect of the above matters.

Other Information

6. The Company's Board of Directors is responsible for the other information. The otherinformation comprises the infonnation included in the Board of Directors' report, but doesnot include the standalone financia} statements and our auditor's report thereon. Ouropinion on the standalone financia} statements does not cover the other information andwe do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is toread the other information and, in doing so, consider whether the other information ismaterially inconsistent with the standalone financia! statements or our knowledge obtainedin the audit or otherwise appears to be materially misstated. If, based on the work we haveperformed, we conclude that there is a material misstatement of this other information, weare required to report that fact.

We have nothing to report in this regard.

Responsibilities of management and those charged with governance for the standalone financial statements

7. The Company's Board of Directors is responsible for the matters stated in Section 134(5) ofthe Act with respect to the preparation of these standalone financial statements that give atrue and fair view of the financia! position, financia} performance and cash flows of theCompany in accordance with the accounting principles generally accepted in India,

Page 52: Price Waterhouse Chartered Accountants LLP - skanray.com

Price Waterhouse Chartered Accountants LLP Independent auditor's repo1t

To the Members of Skanray Healthcare Global Prívate Limited Repo1t on audit of the standalone financia) statements Page 3 of 5

including the Accounting Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and ap.plication of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate interna! financia! controls relevant to the preparation and presentation of the standalone financia! statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

8. In preparing the standalone financia! statements, management is responsible for assessingthe Company's ability to continue as a going concern, disclosing, as applicable, mattersrelated to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations, or has norealistic alternative but to do so. Those Board of Directors are also responsible foroverseeing the Company's financia! repo1ting process.

Auditor's responsibilities for the audit of the standalone financia! statements

9. Our objectives are to obtain reasonable assurance about whether the standalone financia!statements as a whole are free from material misstatement, whether due to fraud or error,and to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance, but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if, individually or in the aggregate, they couldreasonably be expected to influence the economic decisions of users taken on the basis ofthese standalone financia! statements.

10. As pa1t of an audit in accordance with SAs, we exercise professional judgment andmaintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financia!statements, whether due to fraud or error, design and perform audit proceduresresponsive to those risks, and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error, as fraud may involvecollusion, forge1y, intentional omissions, misrepresentations, or the override of internalcontrols.

Obtain an understanding of interna! controls relevant to the audit in order to design auditprocedures that are appropriate in the circumstances but not for the purpose ofexpressing an opinion on the effectiveness of the Company's interna! controls.

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.

Conclude on the appropriateness of management's use of the going concern basis ofaccounting and, based on the audit evidence obtained, whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material unce1tainty exists,we are required to draw attention in our auditor's report to the related disclosures in thestandalone financia! statements or, if such disclosures are inad_equate, to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of our

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Price Waterhouse Chartered Accountants LLP Independent auditor's report

To the Members of Skanray Healthcare Global Prívate Limited Repo1t on audit of the standalone financia! statements Page 4 of s

auditor's repo1t. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financia!statements, including the disclosures, and whether the standalone financia} statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

11. We communicate with those charged with governance regarding, among other matters,the planned scope and timing of the audit and significant audit findings, including anysignificant deficiencies in interna! control that we identify during our audit.

Report on other legal and regulatory requirements

12. As required by the Companies (Auditor's Report) Order, 2016 ("the Order"), issued bythe Central Government of India in terms of sub-section (11) of Section 143 of the Act,we give in 'Annexure A' a statement on the matters specified in paragraphs 3 and 4 ofthe Order, to the extent applicable.

13. As required by Section 143(3) of the Act, we repo1t that:

(a) We have sought and obtained all the information and explanations which to the best ofour knowledge and belief were necessa1y for the purposes of our audit.

(b) In our opinion, except for the indeterminate effects of the matter described in the Basisof Qualified Opinion section of our rep01t, proper books of account as required by lawhave been kept by the Company so far as it appears from our examination of thosebooks.

(c) The Balance Sheet, Statement of Profit and Loss and Cash flow statement dealt with bythis Report are in agreement with the books of account.

(d) In our opinion, the aforesaid standalone financia} statements comply with theAccounting Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on March31, 2020 and taken on record by the Board of Directors, none of the directors isdisqualified as on from being appointed as a director in terms of Section 164(2) of theAct.

(f) With regard to maintenance of accounts and other matters connected therewith,reference is made to our comment in paragraph 13(b) above.

(g) Clause (i) of Section 143(3) of the Act is not applicable pursuant to notification G.S.R583(E) dated June 13, 2017.

(h) With respect to the other matters to be included in the Auditor's Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and tothe best of our information and according to the explanations given to us:

1. There were no pending litigations as at March 31, 2020 which would impactthe standalone financia} position of the Company;

c1,arter

�º��l'I

"'-?. ,_,'/¡101· �.:s

�·•·=-

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Price Waterhouse Chartered Accountants LLP Independent auditor's repo1t

To the Members of Skanray Healthcare Global Private Limited Repo1t on audit ofthe standalone financia! statements Page 5 of 5

ii. The Company has long-term contracts as at March 31, 2020 for which therewere no material foreseeable losses. The Company <lid not have any derivativecontracts as at March 31, 2020;

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during the year ended March31, 2020 and

iv. The reporting on disclosures relating to Specified Bank Notes is not applicableto the Company for the year ended March 31, 2020.

14. The provisions of Section 197 read with Schedule V to the Act are applicable only to publiccompanies. Accordingly, reporting under Section 197(16) of the Act is not applicable to theCompany.

Place: Bengaluru Date: January 15, 2021

For Price Waterhouse Chartered Accountants LLP

Firm Registration Number: 012754N/N500016

M�� Partner Membership Number: 213550 UDIN: 21213550AAAAAG9980

Page 55: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Standalone Balance Sheet (Ali amounts in Indian Rupees unless otherwise stated)

EQUITY AND LIABI LITI E S

Shareholders' funds Share capital Reserves and surplus Share application money pending allotment

Current liabilities Shmt- term borrowings Trade payables

-Total outstanding dues of micro enterprises and smallenterprises-Total outstanding dues of creditors other thanmicro enterprises and small enterprises

Other current liabilities

Total

ASSETS

Non- current assets Property, plant and equipment (Tangible assets) Non-current investments Deferred tax asset (net) Other non-current assets

Current assets Current investments Inventaries Trade receivables Cash and bank balances Short-term loans and advances Other current assets

Total

Note

3 4

3(a)

5 6

7

8 9 10 11

12 13 14 15 16 17

March 31, 2020

35,71,08,540 12,84,29,417 3,10,00,000

3,55,88,954

3,03,09,589

10,50,73,647

68,75,10,147_

32,255 66,51,01,607

50,125

84,239 23,54,159 43,31,704 67,15,923 87,21,861

1,18,274

68,75,1_0,147

As at March 31, 2019

20,57,08,540 43,88,43,032

2,00,00,000

67,95,10,811

3,55,585 59,40,19,161

3,50,125

84,239 27,39,398 54,65,563

9,47,814 7,20,35,624

35,13,302

67,95,10,811

The accompanying notes are an integral part of these financia! statements.

This is the Standalone Balance Sheet referred to in our repo1t of even date

For Price Waterhouse Chartered Accountants LLP p;

:;f �eg;, ra1;0

754N/N5000,6

Mld�

vi Kalva Partner Membership Number: 213550

Place: Bengaluru Date: January 15, 2021

For and on behalf of the Board of i>irectors

Rajesh ST Director D

Malavika D

���� Santosh Shet Kamalakar Director DIN :08351688

Company Secretary Membership Number : J\45502

Place: Bengaluru Date: January 15, 2021

Page 56: Price Waterhouse Chartered Accountants LLP - skanray.com

SkanrayHealthcare Global Private Limited Standalone Statement of Profit and Loss (Ali amounts in Indian Rupees unless othe1wise stated)

Revenue Revenue from operations Other income

Total revenue

Expenses Purchase of stock-in-trade Employee benefits expense Finance cost Depreciation expense Other expenses

Total expenses

Note

18 19

20 21 22 23 24

Loss before prio1· period items, exceptional items and tax

Prior period items

Loss before exceptional items and tax

Exceptional items

Loss before tax Tax expense :

- Current tax- Deferred tax

Loss for the year

Loss per share - Basic and Diluted [Nominal value per share Rs. 10 each fully paid up (March 31, 2019: Rs. 10)]:

25

26

29

Year ended March 31, 2020

3,34,42,884 16,33,093

3,50,75,977

2,64,06,599 43,60,958 33,46,734 3,27,206

5,27,52,363

8,71,93,860

1,40,01,332

24,42,94,400

March 31, 2019

4,75,98,757 1,26,10,355

6,02,09,112

3,10,87,194 28,68,333

1,28,287 3,25,979

6,08,40,714

9,52,50,507

(3,50,41,395)

(3,50,41,395)

(3,50,41,395)

(3,50,41,395)

The accompanying notes are an integral part of these financia! statements.

This is the Standalone Statement of Profit and Loss referred to in our report of even date

For Price Waterhouse Chartered Accountants LLP F

-, :;¡;;_

•mbe,·, o>,754NJN5000,6

Ma aviK� Pait er Membership Number : 213550

Place: Bengaluru Date: January 15, 2021

For and on behalf of the Board ofDirectors

Rajesh Director D

MalavikaD Company Secretary Membership Number : A.45502

Place: Bengaluru Date: January 15, 2021

�-Cu-v� � .- . Santosh Shet Kamalakar Director DIN :08351688

Page 57: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcarc Global Priva te Limited Standalonc Cash Flow Statement (All amounts in Indian Rupees unless otherwise statcd)

A. Cash flow from ope1·ating activities Loss before exccptional items and tax Adjustmcnts for: Provision for diminution in value of invcstments Depreciation expense Unrealized forcign exchange loss (net) Interest income Interest on short-term borrowings Liabilities and provisions no longer required written back Opcrating cash flow befo re worldng capital adjustments Changes in worldng capital: Decrease in trade receivables Decrease / (Increase) in Inventories Decrease / (Increase) in loans and advances Increase in other curren! and other non-curren! assets lncrease in trade payables (Decrease)/ lncrease in other curren! liabilities and provisions Cash used in operations Lcss: lncome laxes paid (net of rnfunds) Net cash genernted from / (used in) opcrations

B. Cash flow from invcsting activities Purchasc of items of Prope1ty, plant and equipment (tangible assets) lnvestment in subsidiaries Interest income Net cash used in investing activities

C. Cash flow from financing activities Proceeds from borrowings Interest paid Proceeds from all<itment of Redcemable Preference Shares Share application moncy received Net cash from financing activities

Net (decrease) / increase in cash and cash equivalents (A+B+C)

Cash and cash equivalcnts at beginning of the year Cash and cash cquivalents at thc end of the year (rcfc1· Note 15)

This is the Standalone Cash Flow Statement referred to in our report of even date

For Price Watcrhouse Chartercd Accountants LLP :�4N/N50om6 Membership Number : 213550

Place: Bengalurn Date: January 15, 2021

Year ended March 31, 2020 March 31, 2019

(6,61,19,215) (3,50,41,395)

3,36,28,358 3,27,206 3,25,979 4,13,498 1,88,889

(10,80,777) (94,61,847) 32,78,246

•1,11,549

(2,49,882) (30,82,448) (6,34,30,924) (1,33,30,915)

13,10,400 5,54,854 3,85,239 (27,28,498)

(1,97,01,944) 7,04,17,432 6,53,346

1,51,08,269 !, 18,55,091 5,53,34,101 (46,05,003)

(1,03,41,513) 6,21,62,961 (95,259) (2,464)

{1,04,36,772) 6,21,60,497

(3,876) (18,06,47,446) (11,94,08,192)

17,03,626 2,46,89,132 (l7,89,47,696) (9,47,19,060)

1,55,88,954 2,00,00,000

(28,36,377) (1,11,549) 15,14,00,000 1,35,00,000 3,10,00,000

19,51,52,577 3,33,88,451

57,68,109 8,29,888

9,47,814 1,17,926 67,15,923 9,47,8l4

For and on behalf ofthc Board ofDirectors

Rajesh ' \\ ri • • Director

ºV MalavikaD Company Secretary Membership Number : A45502

Place: Bengalurn Date: January 15, 2021

��Santosh Shet Kamalak1r Director DIN :08351688

Page 58: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healtheare Global Prívate Limited Notes to the Standalone financia! statements

General Information

Skanray Healthcare Global Prívate Limited ("Skanray" or the "Company") is engaged in thc business of trading of high frequency X-Ray lmaging Systems, Critica! Care Deviccs and Primary Hcalthcare & Telemedicine compatible <leviccs. The Company wasincorporated on Apdl 9, 2013 un<ler thc name Amara Hcalth Service Prívate Limited. The Cumpany's name was changcd toSkanray Health Care Exports Prívate Limited un October 20, 2015 and further changed to Skanray 1-lealthcare Global PrívateLimited un January 8, 2016. Thc Company has its rcgistered office in Bengaluru.

2 Summary of significant accounting policics

a Basis of preparation

These financia! statements have been prepared in accordance with the gencrally accepted accounting principies in India under the historical cost convention on accrual basis.These financia! statements have been prepared to comply in ali material aspects with the accounting standar<ls notified under thc Companies (Accounting Standar<ls) Rules, 2006 (as amended), specified under Section 133 and other relcvant provisions of thc Companies Act, 2013 ("the Act").

Ali assets and liabilities have been classified as current or non-current as pcr the Company's normal operating cyclc and other critcria set out in the Schedule lll to the Companies Act, 2013. Bascd on the nature of products and thc time between the acquisition uf asscts far processing and their realization in cash and cash equivalents, the Company has ascertaincd it'> operating cycle as 12 months far the purposc uf current - non-current classification of assets and liabilities.

b Use of estima tes

Thc preparation of the financia! statement5 in conformity \\�th the Gccrally Accepted Accounting P1inciples (GMP) in India requires the Management tu make estimates and assumptions that affect the reported amount of assets and liabilities as of the Balance Sheet date, reported amount of revenue and expenses and disclusure of contingent liabilities as of the Balance Sheet date.The estimates and assumptions used in these financia! statements are based on Managcment's evaluation of the relevant facts and circumstances as of the date of the financia! statements. The actual results may differ from these estimates and the differencc hetween actual rcsults and estima tes are recogniscd in the year when the results are known/materialise.

e Rcvcnue recognition

Revenue from sale of goods is rccognised when thc significant risks and rewards of owncrship in the goods are transferred tu the buyer as pcr the terms uf the contract, which coincides "�th the despatch uf goods and are recognised net of trade <liscounts, rebates and gouds and services taic.

lnterest income is recogniscd on a time proportion basis taking into account the amount outstanding and the rate applicable.

lncome from duty drawback and othcr export incentives is recogniscd on an accrual basis.

d Tangible assets

Tangible assets are stated at acquisition cost, net of accumulated deprcciation and accumulated impairment lusscs, if any. Cust comprises thc purchase price including import duties and non-refundable taices, and directly att1ibutable expenses incurred to bdng thc asset to the location. An item of Propcrty, Plant and Equipment is derecognised on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising on <lerccognition is recognised in the statement of profit and loss.

Deprcciation is pro,�ded on a pro-rata basis on the straight-line method ovcr the estimated useful lives of the assets, based on tcchnical evaluation done by managcment's expert taking into account the nature of the assets, their estimate<l pcriod of use and the operating conditions. The dcpreciation charge for each period is recognised in thc Statement of Profit and Loss, unless it is inclu<led in the carl)�ng amount of any other asset. The useful life, residual valuc and the depreciation method are re\�ewcd at each financia! year end. lf the expectations differ from pre\�ous estimates, the changes are accounted far prospectively as a change in accounting estímate.

Thc estimates uf useful lives of tangible assets are as fallows :

As per Schedule II ofthe Act

3 1ears 5 1ears

Useful life

Management estímate of useful lifc

3 ,ears 5 ears

Page 59: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healtl1ca1·e Glohal Privatc Limitcd Notes to tite Standalone financia) statements

e Impail'lncnt of asscts

Assessment is done at each balance sheet date as to whether there is any indication that an asset (tangible and intangible) may be impaired. If any such indication exists, an estímate of the recoverable amount of the asset/cash generating unit is made. Recoverable amount is higher of an asset's or cash gencrating unit's net selling price and its value in use. Value in use is the present value of estimated futurc cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. For the purpose of asscssing impairment, the recm·erablc amount is determincd for an individual asset, unless thc asset does not generatc cash inflows that are largely independent of those from other asscts or groups of assets. The smallcst identifiable group of assels that generales cash inflows from continuing use that are largcly independcnt of the cash inflows from other asscts or groups of assets, is considcrcd as a cash generating unit (CGU). An assct or CGU whose carrying value excccds its recoverable amount is considered impaired and is written down to its recoverable amount. Assessment is also done at each balance sheet date as to whether thcrc is any indication that an impairment loss recognised for an asset in prior accounting periods may no longer cxist or may have decrcased. An impairment loss is re,·crsed to the extent that the asset's carrying amount <loes not excccd the carrying amounl that would have bcen determined if no impairment loss had prcviously becn recogniscd.

f lnvcstments

Investments that are rcadily realisable and are intendcd to be hcld for not more than one year from the date on which such investments are made, are classified as curren! invcstments. Ali other invcstments are classificd as long-tcrm investments. Current investments are carried at cost or fair value, whichcver is lower. Long-term investments are carricd at cost. However, prm�sion for diminution is made to rccognise a decline, other than tempora1y, in the valuc of long-tcrm investmcnts, such reduction being determincd and madc for each investment individually.

g Inventorics

Inventories are valued at lower of cost and net realisablc value. Cost is determined using First in First out method. The cost of inventories comprise ali costs of purchase and other costs ineurred in bringing the inventories to their prcsent location and condition. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimatcd costs necessary to make the sale.

h Leascs (as a lessce) Operating !cases Leascs in which a signiflcant portion of the risks and rcwards of ownership are retained by the lessor are classified as operating leases. Payments made under operating !cases are charged to the Statement of Profit and Loss on a straight-line basis over the period of the lease.

Foreign currency transac.-tions

Initial l"ecognition On initial recognition, ali foreign currency transactions are recorded by applying to the foreign currency amount the cxchange rate between the reporting currency and the forcign currcncy at the date of the transaction.

Subsequent recognition As at the rcporting date, non-monctary items which are carried in terms of historical cost denominated in a forcign currency are reported using the cxchange rate at the date of thc transaction. Ali monctary assets and liabilities denominated in foreign currency are translated at the year-end at the closing exchange rate and the rcsultant exchange diffcrences are rccognised in the Statement of Profit and Loss .

.i Employee bcncfits

i. ProuidentfundThis is a defined contribution plan. Contributions madc towards Employee's Pro,�dent Fund and Employee's Family PensionFund to the Regional Provident Fund Commissioner, in accordance with applicable rules/statutes, is charged to the Statement ofProfit and Loss. The Company has no further obligations for future provident fund benefits other than the contributions made tothe fund.

ii. Compensated ubsences

Accumulated compensated absences, which are cxpected to be availed or encashed within 12 months from the end of the year endare treated as short-term employee benefits. The obligation towards the same is measured at the expected cost of accumulatingcompensated absences as the additional amount expectcd to be paid as a result of the unused entitlement as at the year end.

Accumulatcd compensated absences, which are expected to be availed or encashed beyond 12 months from thc end of the ycar are treated as other long-term employee bencfits. The Company's liability is actuarially determined (using the Projected Unit Creditmethod) at the cnd of each year. Actuaria! losscs/ gains are recognised in the Statement of Profit and Loss in the ycar in whichthey arise.

iii. GratuityThe Company providcs for gratuity, a defined benefit plan (the "Gratuity Plan") covering eligible employees in accordance with

the Payment of Gratuity Act, 1972 and amendments thereto. Thc Gratuity Plan provides a lump sum payment to vested employeesat retirement, death, ineapacitation or termination of employment, of an amount based on the respective employee's salar)' andthe tenure of employment. The Company's liability is acluarially determined (using the Projected Unit Credit mcthod) at the endof each year. Actuaria! losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise. TheGratuity plan is unfunded.

Page 60: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcarc Global Private Limitcd Notes to thc Standalonc financia\ statements

k Currcnt and dcfcrred tax

Tax expense for the year, comprising current tax and deferred tax, are included in the determination of thc net profit or loss for the year. Current tax is measured at the amount expected to be paid to thc tax authorities in accordance with the prevailing taxation laws.

Deferred tax is recognised for ali the timing differences, subjcct to the consideration of prudence in respect of <lefcrred tax assets. Dcfcrred tax asscts are recognised and carried forwar<l only to the extcnt that therc is a reasonablc ce11ainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. In situations where the Company has unabsorbed depreciation or cany forward losses, ali deferred tax assets are rccognised only if there is virtual ce11ainty supported by cunvincing evidcnce that they can be realiscd against future taxable profits. Deferrcd tax assets and liabilitics are measurcd using the tax ratcs and tax laws that have bccn enacted or substantively cnacted by thc Balance Sheet date. At cach Balance Sheet date, the Cumpany reassesscs unrecugnised deferred tax assets, if any.

Current tax assets and current tax liabilities are offset when thcre is a legally enforceable right tu set off the recugniscd amuunts and therc is an intention to settle the asset ami the liability on a net basis. Dcferred tax asscts and deferred tax liabilities are offset when there is a legally enforceable right tu set off assets against liabilitics representing current tax and where the deferred tax assets and the dcferred tax liabilities relate to taxes un income levied by the same governing taxation laws.

Pl'Ovisions and contingent liabilities

Prouisions:

Provisiuns are recogniscd when there is a present obligation as a result of a past event, it is probable that an outflow uf resources embodying econumic benefits will be required to settle thc obligation and there is a reliable estímate of the amount of the ubligation. Provisions are measured at the best estímate of the expenditure required to settle the prescnt obligation at the Balance sheet date and are not discuunted to its prcscnt value.

Continqent liahilities: Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which 11ill be confirmed only by the occurrence or non occurrence of one or more unce11ain future events not wholly "ithin the control of the Cumpany or a present obligatiun that mises from past events where it is cither probable that an outflow of resources 11ill be required to settle or a reliablc estímate of the amount cannot be made, is termed as contingent liability.

m Cash and cash equivalcnts

In thc cash fluw statement, cash and cash equivalents include cash in hand, demand deposits with banks, uther short-term highly liquid investments 11ith original maturitics of three months ur less.

n Segmcnt reporting

The accounting policies adopted for segment are in conformity with the accounting policies adopted for the Company. Revenue and expenses have been identified to segments on the basis of their rclationship to the operating activities of the segment. Rcvenue and expenses, which relate to the Company as a whole and are not allocable to segments on a reasonable basis havc been included under "Unallocated corporate expenses/income".

o Earnings pcr share

Basic carnings per share is calculated by dividing the net profit or loss for the pe1iod attributable to equity shareholders by thewcighted average number of equity shares outstanding du1ing the pe1iud. Earnings considered in asce1taining the Company'searnings per share is the net prufit for the period after deducting preference dividends and any attributable tax thereto for theperiod. The weighted average number of equity shares uutstanding during the period and for ali periods presentcd is adjusted forCl'ents, such as bonus shares, other than the conversion of potential equity shares that have changed the number uf equity sharesoutstanding, without a corresponding change in resources. For the purpuse of calculating diluted earnings per share, thc net profitor loss for the period att1ibutablc to equity sharehulders and the weighted average number uf shares outstanding dming thepcriod is adjustcd for the effects of ali dilutive potential equity shares.

Page 61: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcarc Global Private Limited Notes to the Standalone financia! statcmcnts (All amounts in Indian Rupees unless otherwise stated)

3 Sharc capital:

Authorised sharc capital:

LO,ooo (March 31, 2019 : LO,ooo) Equity sharcs of Rs.LO each

6,270,860 (March :¡1, 2019 : 6,270,860) Series A Compulsorily Convc1tihle Prefe,·ence Shares (CCPS) of Rs. LO each

4,371,914 (March 31, 2019: 1,494,000) Redeenrnble Preference Shares (RPS) of Rs. LOO each

Issucd, subscribed and paid-up: Equity shares 10,000 (March 31, 2019: 10,000) Equity sharcs of Rs.10 each fully paid up Series A CCPS 6,270,854 (March 31, 2019 : 6,270,854) Series A CCPS of Rs.10 each fully paid up RPS 29,43,000 (March 31, 2019 : 1,429,000) RPS of Rs.100 each fully paid up

As at March 31, 2020 March 31, 2019

100,000 LOO 000

62,708,600 62,708,600

437,191,400 149,400,000

As at March 31, 2020 March 31, 2019

100,000 100,000

62,708,540 62,708,540

294,300,000 142,900,000

357,108,540 205,708,540

3(a) Share application money pending allotmcnt RPS (refer Note below) Agnus Ventu1·es LLP Balance as at thc cnd of tite year

Note: Share application moncy pending allotment represcnts money received from cxising Rl'S holders towards subscription. 310,100 RPS at Rs. 100 cach are proposed to be issued. The above RPS was allottcd subsequently on April 7, 2020. Thc Company has sufficient authorised capital to cover thc share capital amount on allotmcnt of above shares.

a. Reconciliation ofnumbcr of shares

1. Equity shares Balance as at the beginning of the ycar Add: Shares issued dtuing thc year Balance as at thc cnd of the year

2. Series A CCPS Balance as at the beginning of the vear A<ld: Shares issued dtuing thc ycar Balance as at the cnd of the year

3.RPS Balance as at thc be_ginnin_g of U1e vear Add: Shares issued durin_g thc ycar Balance as at the end of the year

b. Rights, Preferenccs and Rcstrictions attachcd to shares

As at March 31, 2020 No. of Sharcs Amount

10,000 100,000

10,000 100,000

6,270,854 62,708,540

6,270,854 62,708,540

1,157,086 115,708,600 1,514,000 1:¡ 1,400,000

2,671,086 267,108,600

31,000,000 31 000,000

As at March 31, 2019 No. of Shares Amount

10,000 100,000

10,000 100,000

6,270,854 62,708,540

6,270,854 62,708,540

1,022,086 102,208,600 135,000 13,500,000

1,157,086 115,708,600

Equity sharcs: The Company has onc class of equity shares ha,1ng a par value of Rs.10 pcr share. Each shareholder is eligible for one vote pe,· share hcld. In the event of liquidation, thc cquity shareholders are eligible to receive thc rcmaining assets of the Company after distribution of ali preferential amounts, in proportion to their shareholding.

Series A CCPS: As per the agrecment with Pt·eference sharcholders, ali the prefercncc shares were compulsorily convertible into equity shares in March 2019. These preference sharcs carry a tixed rate of return of 0.0001% per annum and are cumulative in nature. The outstanding prefercncc shares on the conversion date ha<l to convert at a p1icc such that the resultan! shareholding of the Company shall be 64% of the fully dilutcd share capital to be held by Agnus Capital LLP ("Agnus") and thc balance 36% to be held by Unit Trust of India lnvcstment Advismy Sen1ccs Limite<l ("Ascent"). However the abovc conversio11 which was duc on March 30, 2019 has been rc,1sed to Mai·ch 30, 2022, \\1th other terms and conditions remaining the same. In thc event that one of the Series A CCPS holders desires to transfcr the securities held by it directly or indirectly to any third party, the othcr Series A CCPS holder has the right but not an obligation to purchase ali or pait of the securitics proposed to be sold by the Series A CCPS holder. In the eve11t of liquidation, the total proceeds from such liqui<lation shall be distributed to ali Shareholders on pro-rata basis and 011 a fully diluted basis. Subject to thc provisions of the Act, the Series A CCPS shall have the same voting lights as are attached to the Equity Shares 011 an as-if-conve1ted basis. Subsequent to the year-end on August 18, 2020, the Series A CCPS were conve1ted to 6,270,854 Equity sbares of Rs. to pcr share.

RPS: These preferencc shares carry a fixed ratc of return of to% pcr annum and are cumulativc in nature. With 1·espect to shares issued during the year, thc prefcrcncc shares carry a tixed ratc of return of 6% per annum and are 11011-cumulativc in nature. These are not convertible to equity shares a11d are redeemable at the option of board at anytime before 20 ycars from the date of allotmcnt for cash at par and shall inclu<le any declared but unpaid accumulated dh1dend.

Page 62: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limitcd Notes to the Standalone financia( statcments (Ali amounts in lndian Rupees unlcss otherwise stated)

A,., at March 31, 2020 March 31, 2019

c. Shares hcld by holding company

Chayadecp Properties Privatc Limited

As at March 31, 2020 No. ofShares Amount

7,500 75,000

d. Details of shares hcld by shareholde1·s holding more than 5% of the aggrcgatc shares in thc Company As at March 31, 2020

t. Equity shares Chayadeep Propertics Private Limitetd Kanma Vcntures Private Limited

2. Series A CCPS Unit Trnst of India lnvestment Ad,�sory Sen�ces Limitcd A/e Aseen! India fund 111 Agnus Capital LLP

3.RPS

Agnus Capital LLP Agnus Ventures LLP Santhosh Mohan Kumar

No. ofShares 7,500 2,500

10,000

2,337,854 3,933,000

6,270 854

1,294,000 1,613,000

36,000 2,943,000

%

75.00 25.00

100

37.28 62,72

100

43,97 54.81

1.22 100

As at March 31, 2019 No.ofSharcs Amount

7,500 75,000

As at March 31, 2019 No. of Shares %

7,500 75 2,500 25

10,000 100

2,337,854 37 3,933,000 63

6,270,854 100

1,294,000 91 135,000 9

1,429,000 100

c. Thcrc are no shares alloted as fully paid up by way ofbonus or alloted pursuant to a contrae! without pa)�nent being fully rcecived in eash or sharcs bought back during 5 ycars immediately prcceeding Mareh 31, 2020.

f. Thcrc are no shares rcscn•ed for issue undcr options and thcrc are no shares which have been fo1feitcd as at Mareh 31, 2020.

Page 63: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Hcalthcare Global Private Limitcd Notes to the Standalone financia( statements (All amounts in lndian Rupccs unless othern�sc stated)

4 Reserves and Surplus:

Securitics Prcmium Openin¡,; balance Add: Premium on issuc of shares durin¡,; the year Closin¡,; balance

Dcfieit in Statement of Profit and Loss Opening balance Add: Loss for thc year Closing balance

Total

Nature and purpose of Securities Premium Securities Premium has been created to record the premium on issue of cquity and preference shares. lt will be utlilised in accordance "�th thc provisions of the Act.

5 Short-term Borrowings

Unsecured Loans

6

7

Loan from a Bank (rcfcr Note a below) Loan from rclated parties (rcfcr Note b below and Note 32(c))

Note a. Thc loan was availed from RllL llank Limitcd (llank) for working capital requircments and repayable within tht·ee months from the date of availament of loan. The loan carries an interest rate equivalen! to fixed deposit ratc on draw down date plus t.5% per annum. Sovizcn Life Sciences Private Limited, a rclated patty has pro,�ded an irrevocable and unconditional Corporate Guarantee and a fixed deposit as licn in favour of the Bank towards the loan. The interest rate was 8.85% per annum as at March 31, 2019.

h. The loan from RBL bank above amounting to Rs. 20,188,954 has been takcn over by Sovizen Life Scicnces Pti,·ate Limitcd (along with intcrest accrued amounting to Rs.188,954. Furthcr, loans amounting to Rs. t5,400,ooo have been availcd during the year from other related partics. The above loans are repayable on dcmand and carry an intcrcst rate of in thc range of 5. 15% to 12% per annum.

Trade payables: (a) Total outstanding dues of micro enterptises and small enterpriscs (refer Note 33) (b) Total outstanding dues of crcditors other than micro enterpriscs and small entcrpriscs (refer Note 32(c) for dues to relatcd parties)

Other currcnt liabilities: Statutory liabilitics including Pro,;dcnt fund and Tax deducted at source Advances received from customers Jnterest accrued and due on borrowings 1 nterest accrucd and not due on borrowings Pro,osion for loan repa)annent guaranteed on behalf of a Subsidiat,• (refer Note 26c ) Share application money to be rcfunded (refer Note helow)

Note: Thc share application money was refunded on April 15, 2020.

As at March 31

1 2020

564,376,860

564,376,860

(125,533,828) (310,413,615)

(435,947,443)

128,429,417

35,588,954 35,588,954

30,309,589

t87,109 4,749,089

441,869 495,979

49,199,601 -0,000,000

105,073,647

March 311

2019

564,376,860

564,376,860

(90,492,433) (35,041,:¡95)

(125,533,828)

20,000,000

14,861,t63

14,861,163

86,662 11,414

98,076

Page 64: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Hcalthcare Global Prívate Limitcd

Notes to the Standalonc financia( statements (Ali amounts in lndian Rupecs unless othe1wisc stated)

9 Non- current investments Tradc investments - Unquoted cquity instrumcnts (at cost) lnvestment in subsidiarics 901,000 (2019 : 901,000) equity shares of Rs.to cach fully paid up held in Skanray Dental Technologies Prívate Limited [Net of provision for other than tcmpora1y diminution aggregating to Rs. 90,100,000 (2019: Nil) - refcr Note 26]

19,465 (2019 : 19,465) 12% redeemable prcfcrence sharcs of Rs.1,000 each fully paid up held in Skanrav Dental Tcchnologies Private Limited [Net of provision for other than tempora1y diminution aggrcgating to Rs. 19,465,000 (2019: Ni])- refer Note 26]

3,802,400 (2019 : 2,592,400) fully paid up equity quota held in Skanray Europe S.r.l., Italv

95,247,321 (2019 : 95,247,321) fully paid up equity quota held in Skanray Brasil -Produtos Mcdicos Odontologicos LTDA, Bra1.il (Formerly AZM Industria E Commercio De Productos Medico Ondontologicos LTDA) [Net of pro,�sion for other than tcmporary diminution aggregating to Rs. 33,628,358 (2019: Rs.33,628,358) - refer Note 24]

354,304 (2019: 342,290) fully paid up equity quota held in Cardia lnternational A/S, Denmark

261 (2019: 261) common (equity) shares of one Mcxican Peso each fully paid up in Skanray Latinoamcrica, S.A. de C.V., Mexico

2,715,936 (450,001 equity shares of USO 1 cach, 2,115,384 cquity shares of USD 0.39 each and 150,550 equity sharcs of USO 0.91 cach (2019: 1,232,052 (450,001 cquily shares of USO I each, 782,051 equity sharcs of USO 0.39 each ) fully paid up in Skanray Global Ple. Limited, Singapore

lnvestmcnt in Associatcs u,ooo (2019 : u,ooo) cquity shares of Euro 10 each fully paid up held in Skan X Radiologv Devices SPA, ltalv

Advance for investment in Skan X Radiology De,�ces SPA, ltaly towards 3,438 equity

shares (2019: Ni])

Ag_l\rcgate provision for diminution in value of investments

10 Deferred Tax Asset (net) Dcferred tax liability

Dcpreciation

Deferred tax assct F.xpenses allowable for tax purposes when paid

Net deferred tax asset

Note The deferrcd tax asset as at March 31, 2020 arising from expenses chargcd in the financia] statcments but allowable as deductions in futurc years under thc Income Tax Act, 1961 recognised to the extent ofNil (2019: Rs. 46,819). Deferred tax asset of Rs.32,184(2019: Rs.102,238) rclating to expenses charged in the financia] statements but allowable as deductions in future years under the Incomc Tax Act, 1961 and Rs.76,431,423 (2019: Rs.23,171,949) relating to unabsorbed business loss/ dcprcciation havc not been recognised primarily due to absencc of vittual certainty of futurc profits as per the explanation in the Companics (Accounting Standards) Rules, 2006.

u Other non- current asscts

(Unsecured, considered good) Dcposits

12 Current investmcnts Quoted (At cost)

Mutual Funds: Nippon India Low Duration Fund (formcrly Reliance Low Duration Fund) - Growth Plan ;¡4.152 Units (2019: 34.152 Units)

Nippon India Short Tcrm Fund (formcrly Reliance short term fund) - Grm,th Plan 191.52 Units (2019: 191.52 Units)

Nippon India Low Duration Fund (formerly Reliance w Duration Fund ) -Direct Gro\\1h Plan 0.799 Units (2019: 0.799 Units)

JI,,.

Ag_l\regate fair value of quotcd invesl

Asat March 31

1 2020

300,049,580

159,561,750

17,523,907

100,095,112

6.5,894,258

21,977,000

665,101,607

143,193,358

50,125 50,125

76,657

5,662

March 311

2019

19,465,000

201,528,519

147,500,000

52,007,477

594,019,161

33,628,358

:¡50,125 350,125

76,657

5,662

1,920

Page 65: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcarc Global Prívate Limited Notes to the Standalone financia! statements (Ali amounts in Indian Rupees uniess othe1wise statcd)

13 lnventories Stock-in-tradc in transit

14 Tradc receivablcs

Unsccured, considcred good

- Outstanding for a period excccding 6 months from the date they are duc for paymcnt

• Others

15 Cash and bank balances

Cash and cash equivalents Cash on hand Bank balances

- In current accounts - In Demand Deposits

Total

16 Short -term loans and advances (Unsecurcd, considercd good, unless othenvise statcd) Loans to relatcd pa1ties (refcr Note 32(c) for dues from rclated pa1ties)

- Considered good - Considcred doubtful

Other loans and advances: Trade advances

- Considcred doubtful Balances with government authorities Tax deducted at source receivablc Travel and other advances to cmployees (including balances in foreign exchange cards) Prepaid expenses Others

Lcss: Provision for doubtful advances

Total

Note: i. Loans to related parties comprise of loans givcn to:

a. Skanray Europe S.r.1., which is wholly-owned subsidia1y b. Skanray Dental Technologies Prívate Limited, wholly-owned subsidiar:,• c. Agnus Capital LLP

Loans to rclated partics are unsecured and repayablc on demand. These loans (cxcept loan to Agnus Capital LLP above) carry interest in thc range of 12% to 14.31% pcr annmn. The above loans were given for business purposes. Loan to Agnus Capital LLP was repaid during August 2019.

Other current asscts

(Unsecurcd, considercd good, unless othenvise statcd) Interest receivable [refer Note 32(c)]

- Considered good - Considcred doubtful

Non-trade reccivables [refer Note 32(c)] - Considered good - Considercd doubtful

Less: Provision fo,· doubtful other currcnt assets Total

As at March 31

1 2020

2,354,159 2,354,159

4,3:{1,704

4,331,704

234

3,518,835 3,196,854

6,715,923

526,207 83,110,966

38,310,000 4,898,421 2,257,741

226,903 510,000 302,589

130,142,827 (121,420,966)

8,721,861

526,207 83,110,966

118,274 969,041

1,449,792 2,537,107

{2,418,833) 118,274

March 31, 2019

2,739,398 2,739,398

290,150

• 5,175,413

5,465,563

4,067

94:3,747

947,814

61,026,207

38,310,000 8,524,135 2,162,482

322,800

110,345,624 (38,310,000)

72,035,624

526,207 10,000,000 50,500,000

3,513,302

3,513,302

Page 66: Price Waterhouse Chartered Accountants LLP - skanray.com

SKANRAYHEALTHCAREGLOBALPRIVATELIMITED Notes to the Standalone financia! statements (Ali amounts in lndian Rupees unless otherwise statt:d)

8 Property, plant and equipment (Tangible assets)

SI No.

2

SI No.

Particulars

Own asst:ts Computt:r cquipment Office equipment

TOTAL

Particulars

Own assets Computer t:quipment

2 1 Office equipment

TOTAL

Asat April 1, 2019

1,010,102

31,998

1,042,100

Asat April 1, 2018

1,010,102

31,998

1,042,100

Gross block

Additions

3,876

3,876

Gross block

Additions

Asat March 31, 2020

1,013,978

31,998

1,045,976

Asat

1,010,102

31,998

1.0�2,100

Accumulatcd dc]!_rcciation Asat

April 1, 2019

674,528

11,987

686,515

Asat For thc year I March 31, 2020

321,127

6,079

327,206

995,655

18,066

1,013,721

A<.-cumulatcd depreciation

1 Asat As at I For thc year March 31, 201• ,ril 1, 2018

354,629

5,907

319,899

6,080

674,528

11,987

Nctblock Asat

March 31, 2020

18,323

13,932

32,25f

Netblock Asat

March 31, 201

335,574

20,011

.55,58�

Page 67: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Hcalthcarc Global Privatc Limited

Notes to thc Standalone financia! statements (Ali amounts in Indian Rupees unless utherwise stated)

18 Revenuc from operations

Sale of products - Traded gouds

Other operating revenues - Freight income- Duty drawback and other cxport incentives

19 Other incomc lnterest incomc

- On loans- On income tax refund- On fixed deposits

Liabilities no longer rcquired written back Gratuity provision no longer rcquired written back Compensated absences provision no longcr requircd Wiittcn back Training and Scminar

20 Purchasc of stock-in-trade Critica! carc devices and parts of such devices

21 Employee bcnefits expense Salaries, wagcs and bonus Contribution to Provident and other funds Gratuity (refcr Note 2ia[iii] bclow) Staff welfarc expenses

2ta Dcfined Benefit Plan - Gratuity (Unfunded)

For the yea1· endcd March 31, 2020 Ma1·ch 31, 2019

32,552,452

73,809 816,623

33,442,884

969,041

111,736 249,882

302,434 1,633,093

26,406,599 26,406,599

4,082,223 219,626

59,109

4,360,958

44,113,092

43,020 3,442,645

47,598,757

9,461,847 66,060

6,718 1,033,474 2,042,256

12,610,355

31,087,194 31,087,194

2,350,008 141,641

2,868,333

Since gratuity liability for the employees as on year end was not material, no provision has been made in thc financia( statemcnts as at March 31, 2020 and March 31, 2019. The disclosures as envisaged in AS 15 "Employec Benefits" are as follows.

Particulars

Balance at the he nnin of thc ,ear Currcnt service cost [ntcrest cosl

Bcnefits aid Obli ation reversed durin thc year Balance at the end of the ·ear

(") ll Assets an 1a 1 1ties to dL' b'J'' b e l'CCOl!lllSe 1n e ' d' th Bal anee Sh

Particulars

Prescnt Value of Defined Benefit Oblil!ation Less: Fair Value of Plan Assets Amounts recognised as liabilit:v

�~

Total -

(iii) Expense recognised in the Statement of Pro fi t and Loss

Particulars -

Current service cost -

Intcrcst cust Actuaria( losses / (gains) Total Exnensc

eet

A-.at March 31, 2020

As at March 31, 2020

Year ended March 31, 2020

-

-

-

-

-

-

-

-

As at March 31, 2019

1 0

Asat March 31, 2019

Year cnded March 31, 2019

-

-

-

-

-

-

-

-

Page 68: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Hcalthcarc Global Prívate Limitcd

Notes to the Standalone financial statemcnts (Ali amounts in lndian Rupees unless othern�se statcd)

íiv) Princioal actua,·ial assumotions

Pai-ticula1•s

Discount ratc Sala11r escalation rate Attrition rate

Year ended Year cnded March 31 2020 March 31 2019

Not aoolicable Not aoolicable Not annlicable Not annlicable Not annlicable Not annlicablc

Note: Financia! year 2017-18 was the first year of applicability of thc pro,�sions of the Payment of Gratuit:y Act, 1972, (i) There wcre no experience adjustments for thc year endcd March 31, 2018; (ii) Lnformation relating to amounts of Dcfined bencfit obligation and Expelience adjustmcnts recognised in the previous three years have not been prcsented. Further, there are no disclosurcs applicable for the financia! ycars endcd March 31, 2019 and March 31, 2020.

22 Finance cost

Interest on short-term borrowings Loan Processing Charges Interest on delay in rcmittancc of statuto1y dues

23 Depreciation expense

Depreciation on tangible assets (refer Note 8)

24 Other expenses

Ra tes a nd laxes Travelling and convcyance Marketing expenses Professional fees Outsourced manpower cost Business promotion expenses Membership and subscription charges Sales commission Freight outward Provision for diminution in value of investmcnts (refcr Note bclow) Export incentives written off as irrecoverable Net loss on foreign currency transactions and translation Bad debts written off Balances with government authorities written off Payment to Auditors (excluding goods and services tax and out of pocket expenses)

- Statutory audit fce- Tax audit fee- Certification fcc

Miscellaneous expenses

Note:

For thc year ended Ma1·ch 31, 2020 March 31, 2019

2,078,246 1,200,000

68,488

327,206 327,206

2,476,609 2,788,076

19,248,502 5,276,800 8,047,732 8,395,186 1,240,327

19,086

1,560,054 882,515 246,050 902,784

350,000 50,000

600,000 668,642

111,549

325,979

325,979

318,680 1,762,232 2,623,351 5,512,346

12,363,623 448,300 388,017 905,135

33,628,358

188,889 119,497

1,150,000 50,000 575,000 807,286

Duling the year ended March 31, 2019, the Company has recognised a provision for dimunition on thc entire amount of investment in its subsidia1y Skanray Brasil - Produtos Medicos Odontulogicos LTDA, Brazil amounting to Rs. 33,628,358 as thc subsidiar,, has been incurring continuous losses and thc net w01th as at March 31, 2019 is fully erodcd. The Company is in the process of liquidating its investment in the subsidiar,,.

Page 69: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited

Notes to the Standalone financia! statcments (Ali amounts in Indian Rupees unless othenvise stated)

25 Pl'Íor Period ltems Outsourced manpower cost (reimbursement towards salaries paid by Skanray Technologies Priva te Limited for the year ended March 31, 2019) Product registration expenses related to the year ended March 31, 2019

26 Exccptional Itcms

Provision for diminution in value of investmenl� (refer Note a bclow)

Provision for doutbful loan and other current assets (refer Note b below)

Provision for loan repaymnent guaranteed on behalf of a Subsidiary

( re fer Note e below)

For the year endcd Mai·ch 31, 2020 March 31, 2019

12,494,012

1,507,320

14,001,332

109,565,000

85,529,799

49,199,601 244,294,400

a. During the year, the Company has recognised a provision for dimunition on the en tire amount of investment in equity andpreference shares of its wholly-owned subsidiar)', Skanray Dental Technologies Priva te Limited amounting to Rs. 109,565,000 asthe subsidiary has terminated its business activities and there is no business plan available for the subsidiary.

b. Further to the diminution in the value of inveslment as above, the Company had also granted a loan amounted to Rs.83,110,966 and there was interest and reimbursement receivable amounting to Rs.2,418,833 from the subsidiary. The loan(including interest of Rs.969,041) and other receivables (Rs.1,449,792) has been fully provided for, due to the reasons mentionedin Note a above.

c. The Board of Directors of the Company has resolved to repay the dues of Skanray Dental Technologies Priva te Limited to theextent of Rs. 49,199,601 to Skanray Technologies Private Limited by December 31, 2021, failing which the Company shalltransfer the shares held in Skanray Europe S.r.1. and Skan-X Radiology Devices S.P.A. to the extent of Rs,49,199,601. Hence theCompany has provided for the above repayment to be made on behalf of Skanray Dental Technologies Priva te Limited in itsfinancia! statements dming the year ended March 31, 2020 .

27 Expenditure incurrcd in fo1·eign cunency

Professional Ices Foreign travel Business promotion expenses Marketing expenses Product registration expenses Otl1er expenses

For the year ended

March 31, 2020 March 31, 2019

3,032,557

1,508,626 18,148,522 1,507,320

682,716 24,879,741

3,196,120 94,867

12,363,623 2,623,351

18,277,961

Page 70: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Prívate Limited Notes to the Standalonc financia) statements

(Ali amount in Indian Rupees unless otherwise stated)

28 Earnings in forei¡.,'ll eunency Export of goods on F.O.B. basis Freight income

29 Earnings/ (loss) per share

(Loss) for the year Add: Dividend on Series A CCPS Adjusted (loss) for the year Weighted average number of equity shares outstanding Earnings/ (loss) per share - Basie and Diluted (refcr Note below)

Year ended Ma1·ch 31, 2020

27,354,844 73,809

27,428,653

March 31, 2019 44,113,092

43,020 44,156,112

Year ended March 31, 2020

(310,413,615) 63

(310,413.678) 10,000 (31,041)

March 31, 2019 (35,041,395)

63 (35,041,458)

10,000 (3,504)

Note: Series A CCPS issued by the Company are anti-dilutive in nalure, since the conversion of Series A CCPS would lead to decrease in loss per share. Hence the effect of potcntial conversion of Series A CCPS into equity shares has not been considered in the calculation of diluted earnings per share.

30 Derivative instruments and Unhedged Foreign Currency exposure

(a) The Company has not entered into any foreign currency forward contracts to hedge risk associated with foreign currencyfluctuations.

(b) Pa1-ticulars ofUnhed ed forci n cur1·cncParticulars

ex osm·cs at thc Balance Sheet date March 31, 2020 March 31 2019

currenc INR Forei n currenc INR Trade reccivables: -In US Dollars

Trade payables: -In US Dollars-In EURO

Long-term loans and advances -In EURO

Invcstment in fo1·eign subsidiarics/ associates -In US Dollars-In EURO

53,256

20,031 84,799

7,000

1,718,001 7,077,400

4,045,883

1,521,754 7,042,533

526,207

117,619,019 525,505,588

75,000

7,000

1,016,001 5,442,400

5,175,413

528,393

69,531,384 414,922,777

Page 71: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Hcalthcarc Global Privatc Limitcd Notes to the Standalonc financia! statcments (Ali amount in lndian Rupees unless othem�sc stated)

31 Scgment rcporting

Thc Company has idcntified business segment as its primary scgment. The Company is engaged in the trading of of high frequcncy X-Ray imaging systems, critical care devices and prima1y healthcare & telcmedicinc compatible devices which, in thc context of Accounting Standard 17 "Scgment Rcporting" constitutes a single reportable business scgment. Geographical segment has been considcred as the secondary segment.

Geographical segment

Within India

Outsidc India

Total:

- Figures in brackcts are in rcspect of year ended March 31, 2019.

32 Related Party Disclosurc

Rcvenuc from o erations

6,088,040 (3,442,645) 27,354,844 (4 ,156,112)

33,442,884 ( 7,598 7)

Carrying Value of assets

39,813,450 (275,132,678) 647,696,697 ( 04, 8,1 )

687,510,147 (679 10,811

Capital ex cnditurc

(a) Namcs ofthc relatcd partics and nature ofrelationship:(i) Where control exists

Holding company

Subsidiaries

(ii) Key Managemcnt Personnel

Associate

Chayadeep Prope1ties Prívate Limited

Skanray Dental Technologies Prívate Limited, India Skanray Europe S.r.l., Italy Skanray Brazil - Produtos Medicos Odontologicos L TDA Cardia lntcrnational A/S, Dcnmark Skanray LatinoAmerica SA DE CV, Mexico Skanray Global PTE Limited, Singapore

Rajesh S Tiwari* Santhosh Shet* Kannan Puthucode Radhakrishan * Arun Kumar Pillai * (#)

Skan X Radiology Dcvices SPA, Italy

(ii) Othcr Relatcd Parties with whom transactions have takcn place during thc year

Enterprise cxercising Significant lnflucnce

Entitics in which Key Management Personnel excrcise significant influence

(#) Until December 4, 2019 * No transactions during the year and previous year.

Skanray Technologies Private Limited, India

Agnus Capital LLP Tenshi Life Scicnces Private Limited

Sovizen Life Sciences Private Limitcd

Stelis Biopharma Plivate Limited

(-)

Page 72: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited

Notes to the Standalonc financia! statements (Ali amount in lndian Rupees unless otherwise stated)

32 (b) Transactions with related parties during year

Nature ofTransactions

(i) Sale of goods Skanray Dental Technologies Prívate Limited

(ii) Purchasc of goods

'/� Skanray Technologies Private Limited

Cardia lnternational A/S

Skanray Europe SRL

(iii) lntercst income. . . . Skanray Dental Technolog1es Pnvate L1m1ted

Skanray Technologies Private Limited

(iv) lnterest on loa ns taken by thc CompanyChayadeep Properties Private Limited

Tenshi Life Sciences Prívate Limited

Stelis Biopharma Prívate Limited

Sovizen Life Sciences Private Limited

(v) Sale of duty scrips . . . Skanray Technologies Pnvate L1m1ted

( vi) Loans given to related partiesAgnus Capital LLP

Skanray Dental Technologies Prívate Limited

(vii) Loans repaid by rclated partics Skanray Dental Technologies Private Limited

Skanray Technologies Priva te Limited

1

1

Holding

company

(-)

-(-) -(-)

(-)

-(-)

(-)

282,082 (-)

(-)

(-)

(-)

(-) 1

-

(-) 1

(-)

(-)

(-)

Subsidiaries

-V -

(-) 4,518,651 (163,326)

5,392,446 (-)

969,041 (1,200,000)

(-)

(-)

(-)

(-)

(-)

(-) 1

(-) 1 97,6rn.966

--

. (-)

24,500,000 (-)

(-)

r

Associatcs

(-)

-(-) -(-)

(-)

' (-)

(-)

(-)

(-)

(-)

(-)

(-) 1

- (-) 1 (-)

(-)

(-)

Entcrprisc cxcrcising

Significant Influcnce

(-) 1

14,871,645 (34,531,729) 1

) (-)

(-)

fr (-)

(8,261,847)

-� (-)

(-)

1,

(-) 1

(-)

� (1,:¡60,0:¡�¡) 1

(-)

1""'1 (-)

- , ,_ (-)

(11 ,810,00 )

Entitics in which Key Managcment

Personnel cxcrcisc

significant influencc

(-)

(-)

(-)

(-)

(-)

(-)

(-) 216,058

(-) 21,606

(-) 679,920

(-)

(-)

1"'\ (50,500,000)

..... /, (-)

'J (-)

(-)

Page 73: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Hcalthcare Global Privatc Limited Notes to thc Standalonc financia! statcmcnts (Ali amount in Indian Rupees unless othe1wise stated)

32 ili Transactions

(viii) Outsourced manpower cost Skanray Technologies Priva te Limited

·car ( con_t<l.)

(ix) Reimbursement of expenses incurred on behalf of theCompany - Exhibition expenses

Skanray Europe S.r.l.

(x) lnvcstmcnts made during thc yearSkanray Europe S.r.1.

Skanray LatinoAmerica SA DE CV

Skan-X Radiology Devices SPA

Cardia lnternational A/S

Skanray Global Ple Limited

(xi) Provision for diminution in the value of invcstmcntSkanray Brazil - Produtos Medícos Odontologicos LTDA

Skanray Dental Technologies Prívate Limited

(xii) Loan Rcccived during thc yearChayadeep Prope1tíes Private Limited

Tenshi Lífe Scíences Prívate Limíted

Sovízen Lite Scícnces Prívate Límíted

Stelis Biopharma Private Limited

(xiü) Loan rcpaid during thc ycar Chayadeep Prope1ties Private Limíted

Tenshi Life Sciences Private Limited

Sovizcn Life Sciences Private Limited

Stelis Biopharma Private Limited

Holding company

(-)

(-) (-) 1

(-) (-)1

(-) (-) (-) 1 (-)

24,650,000 (-) (-) (-) (-)

20,250,000 (-) (-) (-)

. (-)

·l'

Subsidiaries

.,,.-f /,., (-) j

1,245,000 (-) 98,521,061

1/¡; (57, n4,227) (3,178,581)

'--\o:: (-) 12,061,750 (-) 48,087,635 ( 8,2 0,618) <, (33,628,538) 1 109,565,000 (-)

(-) (-) (-) (-) (-) (-) (-)

�-(-)

Associates

I A (-) /JI (-)

(-) 21,977,000 (20,033,565)

.... (-) ') n. • (-)

-�,ey (-) (-)

• º\Y/e

(-) (-)

�(-)

' (-) (-) (-) (-)

Enterprise excrcising Significant lnflucnce

20,541,744 _{_-)

(-) (-) (-) (-) (-) (�)

(-) (-) (-) (-) (-) (-)

Entitics in-which Key Managcment

Pcrsonnel cxercisc sig_nificant influcncc

_{-) (-) (-) (-) (-) (-) (-) (-) (-) (-) 10,000,000 (-) 40,188,954

11,000,000 .{:-)

(-) 10,000,000 (-) 20,000,000 10,000,000 (-)

Page 74: Price Waterhouse Chartered Accountants LLP - skanray.com
Page 75: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcarc Global Prívate Limitcd Notes to the Standalone financia] statemcnts (Ali amount in Indian Rupees unless otherwise stated)

32 (e) Balance as at ycar cnd (contd.) Nature ofTransactions

Intcrcst Payable Chayadeep Prope1ties Private Limited

Suvizen Lifesciences Private Limited

Tenshi Life Sciences Privatt: Limited

Stelis Biopharma Private Limited

Short-tcrm borrowings Chayadeep Prope1ties Private Limited

Tenshi Life Sciences Privatc Limited

Sovizcn Life Sciences Privatl! Limited

Stelis Biopharma Privatl! Limited

Non-currcnt invcstmcnts Skanray Dental Technologies Private Limited *

Skanray Europe S.r.l.

Skanray Brazil- Produtos Medicos Odontologicos LTDA*

Cardia I nternational A/S

Skanray LatinoAmerica SA DE CV

Skan X Radiology Devices SPA

Skanray Global Pte Ltd

JHolding company

--

282,082 (-)

(-)

(-)

(-)

4,400,0001(-)

(-) 1

(-) 1

(-)

(-)1

(-) 1

(-) 1

(-)

(-) 1

(-) 1

(-)

Note - Figures in brackets represents amounts for the year ended March 31, 2019.* Net of impairment as at the year-end.

Subsidiaries

}j -

(-)

- (-) -

' (-)

-

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(-)

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...

(-)

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1

(109,565,000) 1 300,049,580 (201,528,519)

(-) 159,561,750

(147,500,000)17,523,907

(17,523,907)

(-) 100,095,112 ( 2,007,477)

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--- ----n - - ----- ¡- - --- --Associates Enterprise cxercising Entitics in which Kcy

Significant lnfluence Managemcnt Personncl excrcise

,��r significant influence

- ��-(-)

-

(-) (-) - - 490,966 (-) (-) (-)

- - 216,058 (-) (-) (-)

- - 21,606 (-) (-) (-)

(-) (-) (-) - 10,000,000

(-) (-) (-) 20,188,954

(-) (-) (-) 1,000,000

(-)

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(-) 1 � (-) 1 (-) 87,871,257

f ' (65,894,258)

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Page 76: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcarc Global Prívate Limited Notes to the Standalone financial statements (Ali amount in Indian Rupees unless otherwise statcd)

33 Dues to micro and small enterprises

Thc Company has certain dues to supplicrs registered under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act). The Disclosures pursuant to the said MSMED Act are as follows:

Particulars

Principal amount due to suppliers registcred under the MSMED Act and remaining unpaid as at ycar end

Interest due to supplicrs rcgistered under the MSMED Act and rernaining unpaid as at year end

Principal amounts paid to suppliers registered undcr the MSMED Act, beyond the appointed <lay during the ycar

Intercst paid, other than under Section 16 of MSMED Act, to supplicrs registered under the MSMED Act, beyond the appointed <lay during the year

Interest paid, under Section 16 of MSMED Act, to suppliers registcred under the MSMED Act, beyond the appointed <lay during the year

Interest due and payable towards suppliers rcgistered under MSMED Act, for payrnents already made

Further interest remaining due and payable for earlier years

34 Contingent Liabilitics

(i) Dividend on CCPS

March. 1, 2020 March 31, 2019

Asat March 31, 2020 March 31, 2019

261

(ii) The Company has evaluated the impact of the recent Supreme Cou1t Judgmcnt in the case of "Vivekananda Vidyamandir

And Othcrs Vs The Regional Provident Fund Commissioner (II) West Bengal" and the related circular (Circular No. C­

I/1(33)2019/Vivekananda Vidya Mandir/284) dated March 20, 2019 issued by the Employees' Provident Fund Organisation

in rclation to non-exclusion of ce1tain allowances from the definition of "basic wages" of the relevant employecs for the

purposes of deterrnining contribution to provident fund under thc Employees' Provident Funds & Miscellaneous Provisions

Act, 1952. In the asscssmcnt of the management, the aforesaid matter is not likely to have a significant impact and

accordingly, no provision has been made in the financia! statements.

(iii) No provision for warranty / sales returns has becn made in these financia! statements since there is a back to backarrangemcnt for replacement of traded items/warranty procured from the rclated party vendors. The Company <loes notexpect to incur any additional costs in respect of such arrangements.

35 Other additional information pursuant to the provision of paragraph 5 of pait II of schedule III (Division I) to the Companies Act, 2013 are eithcr nil or not applicable to the Company.

36 (a) The Company was rcquired to hold its Annual General Meeting (AGM) for the year ended March 31, 2019 on or before October 31, 2019 (which was the extended date approved by the Registrar of Companics, Bengaluru ['ROC']). Howe,·er the Company was not able to hold its AGM "�thin the extended date as abovc and was held on November 29, 2019, resulting in non-compliance with Sections 96(1), 129(2), 92(4) and 137(1) of thc Companies Act, 2013. The Company has filcd an application with thc ROC for condoning the non-compliance after holding its AGM. Any intercst/pcnalties that may be levied by NCLT are not presently asce1tainable by the managcment and hence have not bcen givcn effcct to in these financia! statements. However, the impact is not expectcd by the Managernent to be material.

(b) The Company was required to hold its Annual General Meeting (AGM) for the year ended March 31, 2020 on or beforeDccembcr 31, 2020 (which was the extended date approved by the Registrar of Cornpanies, Bengaluru). Howevcr theCompany was not able to hold its AGM within the extended date as above, resulting in non-compliancc with Scction 96(1) and129(2) of the Companics Act, 2013. The Cornpany "�11 file an application with the ROC for condoning the non-compliance afterholding its AGM. Any interest/penalties that may be levied by the ROC are not presently asce1tainable by the managementand hcncc have not been given effect to in these financia! statements.

37 Thc Company proposes to avail the exemption provisions notificd under the Companies (Accounts) Amendmcnt Rules, 2016 \\�th respect to preparation of consolidated financia! statcments and accordingly, would not be required to prepare and file the consolidatcd financia! statements for thc ycar cnded March 31, 2020.

� -!!"!"-..�

----

Page 77: Price Waterhouse Chartered Accountants LLP - skanray.com

Skanray Healthcare Global Private Limited Notes to the Standalone financial statements (Ali amount in Indian Rupees unless otherwise stated)

38 lmpact of COVID 19 The Company's management has considered the possible effects that may result from the COVID-19 pandemic and has assessed the recoverability of the carrying values of Investments, trade receivables, loans and advances and other assets and believes that no material adjustments are required to be made in respect of such assets as at March 31, 2020. The Company has also reviewed its contracts/ arrangements and does not expect any material impact on account of 11011-fulfilment of obligations by any party. Management has also made a detailed assessment of its liquidity position of the Company for the next one year and believes that the Company will be able to meet ali its financial obligations comfortably with the existing cash and bank balances and the projections of future cash inflows and outflows. AB explained above, management has considered various internal and external information available up to the date of approval of financia! statements in assessing the impact of COVID-19 pandemic to the standalone financia! statements and wi\1 continue to monitor changes in future economic conditions. Management believes that it has taken into account ali possible impact of known events arising from COVID-19 pandemic in the preparation of the standalone financial statements. However, the impact of assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and duration.

39 Previous year's figures have been reclassified, wherever necessary, to conform to current year's presentation.

For Price Waterhouse Cha11:ered Accountants LLP Fir

i

, �

"' o,,754N/N5000,6

Ma aviKalv� Partn Membership Number : 213550

Place: Bengaluru Date: January 15, 2021

For and on behalf of the Board of Directors

Rajesh Director o�

MalavikaD

�--, cv::l� �et Kamalakar Director DIN :08351688

Company Secretary Membership Number : A45502

Place: Bengaluru Date: January 15, 2021