Dear Members,
Your Directors have pleasure in presenting herewith the Twenty-Third Annual Report on
the business and operations of your Company along with the Audited Standalone and
Consolidated Financial Statements and the Auditors' Report thereon for the year ended 31st
March, 2025.
FINANCIAL RESULTS, STATE OF AFFAIRS OF THE COMPANY AND FINANCIAL PERFORMANCE
The Company's standalone and consolidated performance during the financial year ended
31st March, 2025, as compared to the previous financial year, is summarised
below:
Amounts in Million
Particulars |
Standalone |
Consolidated |
|
2024-25 |
2023-24 |
2024-25 |
2023-24 |
Revenue from Operations |
10,599.98 |
9,145.69 |
12,615.45 |
10,734.36 |
Other Income |
281.38 |
256.92 |
286.75 |
220.46 |
Total Income |
10,881.36 |
9,402.61 |
12,902.20 |
10,954.82 |
Less: Expenses |
8,417.92 |
7,364.40 |
10,325.19 |
9,000.67 |
Profit before exceptional items and Tax |
2,463.44 |
2,038.21 |
2,577.01 |
1,954.15 |
Exceptional Items |
- |
- |
- |
- |
Profit before tax |
2,463.44 |
2,038.21 |
2,577.01 |
1,954.15 |
Tax Expenses |
616.42 |
518.68 |
642.01 |
188.03 |
Net Profit after Tax |
1,847.02 |
1,519.53 |
1,935.00 |
1,766.12 |
Other
Comprehensive
Income |
(8.58) |
13.03 |
(11.75) |
12.42 |
Total Comprehensive Income |
1,838.44 |
1,532.56 |
1,923.25 |
1,778.54 |
SHARE CAPITAL
The issued, subscribed and paid-up Equity Share Capital of the Company isRS
65,56,60,220 (Sixty-Five Crore, Fifty-Six Lakhs, Sixty Thousand, Two Hundred and Twenty)
divided into 6,55,66,022 (Six Crore Fifty Five Lakhs Sixty Six Thousand and Twenty -Two)
equity shares ofRS 10/- (Rupees Ten) each as on 31st March, 2025.
TRANSFER TO RESERVES
The Company proposes to transfer 184.70 Million to the General Reserve out of amount
available for appropriation, and an amount of 1,588.17 Million is proposed to be retained
in profit and loss account.
DIVIDEND
Based on the Company's performance and the business of the Company, your directors are
pleased to recommend final dividend of Re. 1 per equity share ofRS 10 each for the
financial year 2024-2025 for approval of shareholders at the ensuing Annual General
Meeting.
Pursuant to the requirements of Regulation 43A of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing
Regulations'), the Dividend Distribution Policy of the Company is available on the
Company's website at https:// www.jupiterhospital.com/wp-content/uploads/2023/12/
Dividend-Distribution-Policy-v2.pdf
INVESTOR EDUCATION AND PROTECTION FUND
During the year under review, your Company was not required to transfer any funds to
Investor Education and Protection Fund (IEPF).
CHANGE IN THE NATURE OF BUSINESS
There has been no change in the nature of business carried on by your Company or its
subsidiaries during the year under review.
DIRECTORS AND KEY MANAGERIAL PERSONNEL Composition of Board of Director
The Board of Directors is duly constituted and consists of the 9 (Nine) Directors out
of which 5 (Five) are Independent Directors as on the close of the financial year. The
details of the composition of Board of Directors are mentioned in the Corporate Governance
Report forming part of the Annual Report.
In pursuant to the provisions of Section 152 of the Companies Act, 2013, Dr. Ankit
Thakker (DIN: - 02874715), Executive Director and CEO of the Company retires by rotation
at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.
Based on the performance evaluation and recommendation of the Nomination and Remuneration
Committee, the board recommends his reappointment.
(i) Declaration by Independent Directors:
The Company has received the necessary declarations from each of the Independent
Director under Section 149(7) of the Act, stating that he/she meets the criteria of
independence laid down in Section 149(6) of the Act and Regulation 25(8) of the SEBI
Listing Regulations and there has been no change in the circumstances which may affect
their status as independent director during the year. The Independent Directors have also
confirmed compliance with the provisions of rule 6 of Companies (Appointment and
Qualifications of Directors) Rules, 2014, as amended, relating to inclusion of their name
in the databank of Independent Directors. The Board has taken on record these declarations
after undertaking the due assessment of the veracity of the same.
Also, the Independent Directors have complied with the Code for Independent Directors
prescribed in Schedule IV of the Act and have confirmed that they are in compliance with
the Code of Conduct for Directors and Senior Management personnel formulated by the
Company.
Based on the declaration received from all the Independent Directors and in the opinion
of the Board, all Independent Directors possess integrity, expertise, experience and
proficiency and are independent of the management.
During the year under review, none of the Independent Directors of the Company has had
any pecuniary relationship or transactions with the Company, other than sitting fees.
The terms and conditions of appointment of Independent Directors are placed on the
website of the Company at https://www.jupiterhospital.com/thane/
investor-relations/corporate-governance/codes-and- policies/
(ii) Board Evaluation
Pursuant to the provisions of the Act and the corporate governance requirements as
prescribed by SEBI Listing Regulations, the Board of Directors ('Board') has carried out
an annual evaluation of its performance and that of its individual Directors.
The Board evaluation was conducted through questionnaire designed with qualitative
parameters and feedback based on ratings.
The criteria for performance evaluation of the Board included aspects like Board
composition and structure; effectiveness of Board processes, information and functioning
etc.
(iii) Independent Directors Meeting
A separate meeting of the Independent Directors without the presence of the Chairman,
the Managing Director or other Non-Independent Director(s) or any other Management
Personnel was held on 7th February, 2025. The Independent Directors reviewed
the performance of Non-Independent Directors, Committees of the Board and the Board as a
whole along with the performance of the Chairman of the Company and assessed the quality,
quantity and timeliness of flow of information between the management and the Board that
is necessary for the Board to effectively and reasonably perform their duties.
(iv) Familiarisation Programme for Independent Directors
Your Company has in place a structured induction and familiarisation programme for its
Directors. Upon appointment, Directors receive a Letter of Appointment setting out in
detail, the terms of appointment, duties, responsibilities, obligations, Code of Conduct
for Prevention of Insider Trading and Code of Conduct applicable to Directors, Key
Managerial Personnel and Senior Management Personnel.
They are also updated on all business-related issues and new initiatives. Independent
Directors are also encouraged to visit the facilities of the Company and engage with
Senior Management. Regular presentations and updates on relevant statutory changes
encompassing important laws are made and circulated to the Directors.
Such familiarisation programmes help the Independent Directors to understand the
Company's strategy, business model, operations, markets, organisation structure, risk
management etc. and such other areas as may arise from time to time.
The policy on the familiarisation programmes imparted to the Independent Directors is
posted on the website of the Company and may be accessed at: https://
www.jupiterhospital.com/thane/investor-relations/ corporate-governance/codes-and-policies/
MANAGEMENT DISCUSSION AND ANALYSIS
As required by Regulation 34(2) of the Listing Regulations, a Management Discussion and
Analysis Report forms part of this Report. The state of the affairs of the business along
with the financial and operational developments have been discussed in detail in the
Management Discussion and Analysis Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
A Business Responsibility and Sustainability Report, detailing the various initiatives
taken by your Company on the environmental, social and governance front, forms an integral
part of the Annual Report.