INDEX

C O R P O RAT E R E V I E W
OUR ENTERPRISE
M E A S U R E S O F S U CC E S S
O U R PAT H
O U R VA L U E S
B OA R D O F D I R E CTO R S

S T RAT E G I C R E V I E W
C H A I R M A N’S L E T T E R
M A N AG I N G D I R E CTO R’S L E T T E R
BUSINESS REVIEW

MANAGEMENT DISCUSSION
A N D A N A LY S I S
M AX I N D I A
M AX H E A LT H CA R E
M AX B U PA
A N TA RA S E N I O R L I V I N G
M AX S K I L L F I R S T
B U S I N E S S R E S P O N S I B I L I TY R E V I E W

FINANCIAL REVIEW
M AX I N D I A F I N A N C I A L S - S TA N DA LO N E
M AX I N D I A F I N A N C I A L S - CO N S O L I DAT E D
 CORPORATE REVIEW 3

04
6
8
10
11
12

20
22
26
30

32
34
38
48
56
62
64

69
69
117
4 CORPORATE REVIEW

01
CORPORATE
REVIEW
OUR ENTERPRISE
MEASURES OF SUCCESS
OUR PATH
OUR VALUES
BOARD OF DIRECTORS
6 CORPORATE REVIEW

OUR ENTERPRISE
Max India Limited, a multi-business corporate, owns and actively manages a 46% per cent stake in
Max Healthcare, a 51% stake in Max Bupa Health Insurance and a 100% stake in Antara Senior Living.

Launched in 2000, Max Healthcare
is an equal JV partnership between
Max India and Life Healthcare,
South Africa. It is a leading provider
of standardised, seamless and
world-class healthcare services,
focused on tertiary and quaternary
care. Max Healthcare Network has
revenues of ` 2,181 crore from over
2,500 beds across 14 hospitals.
Launched in 2008, Max Bupa is a
51:49 JV with Bupa Finance Plc.,
UK. It is one of India’s leading
standalone health insurance
companies with Gross Premium of
` 476 crore, about 13,000 agents
and tie-ups with over 3,600 quality
hospitals across over 350 cities in
India.
Launched in 2013, Antara is a
100% subsidiary of Max India.
It is pioneering the concept of
‘Age in Place’ for people over
55, by developing Senior Living
communities in India. The first
Antara community will open in late
2016 near Dehradun, Uttarakhand.
 CORPORATE REVIEW 7

Max Financial Services owns and actively manages a majority stake in Max Life Insurance Company
Limited, making it India’s first listed Company focused exclusively on life insurance. Max Life is a joint
venture with Mitsui Sumitomo Insurance (MSI), a Japan headquartered global leader in life insurance.

Launched in 2000, Max Life is a joint venture with MS&AD, Japan. It is India’s largest non-bank private life insurer, with
revenues of ` 9,216 crore and a customer base of 3.8 million across 215 offices in 138 cities in India.

Max Ventures & Industries is the holding Company for Max Speciality Films and serves as the Group’s
entrepreneurial arm to explore the ‘wider world of business’, especially taking cues from the economic
and commercial reforms agenda of the present Government, including ‘Make in India’, ‘Skill India’,
‘Digital India’, among others.

Launched in 1988, Max
Speciality Films is a
subsidiary of MaxVIL, based
in Railmajra, Punjab. It is
a leading manufacturer of
speciality packaging films,
with revenues of ` 710 crore
Max Estates will leverage
the Max Group’s in-house
experience in activities
aligned with Real Estate and
its access to the sponsor’s
private and Group land
bank. The Company has
already commenced work
on our maiden project in
Dehradun.
Max I. Limited
Max I. Ltd, a fully owned
subsidiary, will provide
intellectual and financial
capital to early-stage
organizations, with sound
business models and
proven revenue stream,
across identified sectors.
Education
Vertical
MaxVIL’s Education
vertical recognises the
gap in provision of quality
education in India and
views this as a genuine
opportunity not merely
in terms of business but
also in terms of making a
significant positive social
impact.

Launched in 2008, Max India Foundation (MIF) represents the Max Group’s social responsibility
aspirations. The Foundation’s work is focussed on healthcare for the underprivileged and has
benefitted over 17,00,000 people in over 600 locations since its inception.
 8 CORPORATE REVIEW

MEASURES OF SUCCESS

Max India Limited 26% CAGR

Equity shares listed on the in Max Healthcare
BSE and the NSE w.e.f. July 14, 2016 revenues since FY 2011

Treasury corpus of
` 367 crore*

Focus on
high growth and
under-penetrated
sectors
Max Bupa
reaches over Antara Dehradun
1 million retail community set to commence
customers operations in Q3 FY 2017

* As at June 30, 2016

Growth numbers calculated against restated numbers for previous year for like to like comparison
 CORPORATE REVIEW 9

Max Healthcare Max Bupa GWP

turns profitable, grows at a strong 28%
PAT at ` 10 crore

2 Major Hospital
Acquisitions in Delhi/
NCR provide a platform
to more than double bed
capacity to over 5,000
beds

Strong and deepening Investor base comprising

Benefitted over
relationships with our marquee global financial
17 lakh lives in
Joint Venture institutions such as
600 locations
Partners Life Goldman Sachs,
across India through
Healthcare and IFC Washington,
Max India Foundation
Bupa Temasek, Fidelity,
Ward Ferry,
New York Life,
Nomura and Invesco
10 CORPORATE REVIEW

OUR PATH

Our Vision
To be the most admired Company
for health and life care needs of its
customers, patients and their families.

Our Mission
Be the most preferred category choice
for customers, patients, shareholders and
employees

Deliver exceptional and ever changing standards

of medical and service excellence

Operate to uncompromising ethical standards

consistently

Lead the market in quality and reputation

Maintain cutting edge standards of governance

 CORPORATE REVIEW 11

OUR VALUES

Sevabhav
We encourage a culture of service and
helpfulness so that our actions positively
impact society. Our commitment to Seva
defines and differentiates us.

Excellence
We gather the experts and the expertise
to deliver the best solutions for life’s
many moments of truth. We never settle
for good enough.

Credibility
We give you our word. And we stand by
it. No matter what. A ‘No’ uttered with
the deepest conviction is better than a
‘Yes’ merely uttered to please, or worse,
to avoid trouble. Our words are matched
by our actions and behaviour.
12 CORPORATE REVIEW
BOARD OF DIRECTORS
DR. S. S. BAIJAL
Mentor
Dr. Baijal served ICI (India) Limited for
over 35 years and was the Chairman
of ICI companies in India from 1983
to 1987. He then played an active
role on the erstwhile Max India Board
from 1998 till 2009, where he added
immense value to the company. He
was the Chairman of the erstwhile
Max India during the years 1998-2000.
On his retirement from the Board in
2009, he was elevated to the position
of ‘Chairman Emeritus’ in 2009 and to
‘Mentor’ of new Max India in January
2016 after the demerger of the erstwhile
Max India.
MR. ANALJIT SINGH
Founder & Chairman Emeritus
Mr. Analjit Singh is the Founder and
Chairman Emeritus, Max Group,
and Chairman of Max Ventures &
Industries and Antara Senior Living. An
industry statesman, he was awarded
the Padma Bhushan, one of India’s top
civilian honours in 2011. He is also the
Chairman of Vodafone India, and is on
the Board of Tata Global Beverages
and Sofina NV/SA, Belgium. He has
significant interests in real estate in
India and lifestyle related ventures
in the Western Cape, South Africa,
pertaining to viticulture, wine making
and hospitality. Mr. Analjit Singh is
a member of the Founder Executive
Board of the Indian School of Business
(ISB) and has served as Chairman
of Board of Governors of the Indian
Institute of Technology (IIT), Roorkee.
He was awarded the Ernst and Young
Entrepreneur of the Year Award
(Service Category) in 2012 and the
US India Business Council Leadership
Award in 2013. In 2014, he was
awarded with Spain’s second highest
civilian honour, the Knight Commander
of the Order of Queen Isabella. He is
an alumnus of Doon School and Shri
Ram College of Commerce (SRCC),
Delhi University, and holds an MBA
from Boston University. He also serves
as the Honorary Consul General of the
Republic of San Marino in India.
MR. RAHUL KHOSLA
Chairman
Mr. Rahul Khosla is a seasoned business
leader with deep management
experience, broad leadership skills and
wide business perspectives developed
over the last 30 years of working in India
and globally. He is currently President,
Max Group, Executive President, Max
Financial Services, Chairman, Max
India, Max Life and Max Healthcare.
Under his leadership, the Max Group
has delivered superior financial
performance, significantly grown
market capitalization, and concluded
seminal corporate transactions.
He led the mega-restructuring of
the erstwhile Max India into three
new listed entities and is currently
spearheading the proposed merger
of Max Life and Max Financial Services
with HDFC Life, which will result in the
creation of India’s largest private life
insurance company. Before joining
Max, Mr. Khosla spent 11 years based
in Singapore as the Group Head of
Products at Visa Inc for Asia Pacific,
Central Europe, Middle East and
Africa, following his role at Visa Inc as
Chief Operating Officer for the Asia
Pacific region. He held several senior
roles prior to this – as Country Head
for ANZ Grindlays’ consumer banking
businesses in India; Head of Retail
Assets, Strategy, Finance and Legal at
Bank of America.
 CORPORATE REVIEW 13

MR. MOHIT TALWAR MR. ASHOK KACKER MR. ASHWANI WINDLASS

Managing Director Independent Director Non-Executive Director

Mr. Mohit Talwar is the Managing Mr. Ashok Kacker, M. Sc. (Physics), Mr. Ashwani Windlass was part of the
Director of Max Financial Services University of Allahabad (Topper of the founding team at Max India, having
and Max India, and Vice Chairman of 1972 batch), has more than 3 decades served the Max Group in different
Max Ventures & Industries Limited. In of experience in the Government as an capacities including as its Joint MD as
addition, he is the Chairman of Max Indian Revenue Service (IRS) Officer. He well as MD, Hutchison Max Telecom
Speciality Films and serves on the has served as Chief Commissioner of from 1994 until 1998. He continued to
Boards of Max Life Insurance, Max Income Tax and held senior positions be a Board member of the erstwhile
Healthcare, Max Bupa and Antara both in executive capacities and policy Max India till January 2016. He has
Senior Living. In his tenure with formulation roles. He has also served been the Chairman, MGRM (Asia-
the Max Group, he has successfully as Executive Director with Securities Pac) and Vice Chairman, and the MD
leveraged his strong relationships with Exchange Board of India (SEBI) and of Reliance Telecom. He serves on
institutional investors, hedge funds, in various capacities in committees leading advisory and statutory Boards,
banks and private equity firms, and led set up by SEBI. He is the Founder and including acting as Chairman SA&JVs,
several complex corporate finance and Managing Partner of A.K. Advisors and MGRM Holdings Inc., USA, and ember
financial structuring deals to ensure Consultants, an Advisory Company at Antara Senior Living Limited, Max
adequate investment and liquidity in the area of financial services and Ventures Pvt. Ltd. Vodafone India Ltd.
for the Group’s operations. He has Group Advisor with the India Bulls and Hindustan Media Ventures Ltd. He
played a central role in executing key Group of Companies. holds degrees in B.Com (Gold Medal),
transactions including the setting up of Bachelor of Journalism and MBA.
Max Bupa Health Insurance, bringing
on board MS&AD Insurance Group
Holdings, as the new JV partner for the
Group’s life insurance business, Life
Healthcare’s investment of 26% in Max
Healthcare, and later the equalization
of its stake in the business. In his new
role, Mr. Talwar has been instrumental
in completing the mega-restructuring
of the erstwhile Max India into three
new listed companies, which received
a significantly positive reaction from
the capital markets. Currently, he is
closely involved with the execution
of a three-way merger of Max Life
Insurance Company and Max Financial
Services with HDFC Standard Life
to create India’s largest private life
insurance company.
14 CORPORATE REVIEW

BOARD OF DIRECTORS

PROF. DIPANKAR GUPTA MR. N.C. SINGHAL MR.SANJEEV MEHRA

Independent Director Independent Director Non-Executive Director

Professor Gupta has spent 3 decades Mr. N.C. Singhal has an experience of Mr. Sanjeev Mehra is Managing
at JNU as faculty and is considered over 3 decades in the banking industry Director and Vice Chairman of global
among India’s foremost authority and was the founder CEO, designated private equity investing at Goldman,
on Indian Sociology. He was till as the Vice-Chairman & Managing Sachs & Co. He serves on the Board
recently a member of the Board of Director, of erstwhile SCICI Limited. of ARAMARK Corporation, Sigma
the RBI, NABARD, National Standards He has also been associated with ICICI Electric, Suja Juice LLC., TVS Logistics,
Broadcasting Authority, and the Doon Ltd., ONGC, ADB, Manila and was Neovia Holdings and as a Trustee of
School. He started the Business Ethics deputed by the Government of India Oakham School Foundation, Friends
and Integrity Division of KPMG, India, to the Industrial Development Bank of of the Doon School. He holds a BA in
which he led until 2003 and then served Afghanistan, Kabul. Mr. Singhal holds Economics from Harvard College and
as its Senior Advisor. He is the author degrees in M.A. (Economics), M.Sc. an MBA from Harvard Business School.
and editor of 18 books including, (Statistics) and PGDPA.
“The Caged Phoenix: Can India Fly?”
re-published by Stanford University
Press. His most recent book is titled
“Revolution from Above: India’s Future
and the Citizen Elite. He was awarded
Chevalier De L’Ordre des Artset des
Lettres (Knight of the Order of Arts and
Letters) by the French Government.
Professor Gupta served for three years
till 2015 as Distinguished Professor in
Shiv Nadar University.

MS. TARA SINGH VACHANI
Non-Executive Director
The CEO and Managing Director
of Antara Senior Living, Ms. Tara
Singh Vachani holds a thorough
understanding of senior living. Her
knowledge is backed by over three
years of extensive research of senior
living communities in India and
Internationally. Tara is the youngest
member to join the board of Max India
as the non-executive director. Before
venturing into senior living, she worked
with the Corporate Development team
at the erstwhile consolidated Max
India Ltd being actively engaged in
philanthropy through her involvement
with Max India Foundation.
She majored in Politics and South
Asian studies at the National
University of Singapore followed by
courses from renowned institutions
like London School of Economics and
Management at Ecole hotelier de
Lausanne, Switzerland.
Ms. Vachani is the youngest child of Mr.
Analjit Singh, a well-known business
leader and visionary. She is married to
Mr. Sahil Vachani and lives in Delhi.
CORPORATE REVIEW 15
MS. LAVANYA ASHOK
Alternate Director*
Ms. Lavanya Ashok is an Executive
Director in the Principal Investment
Area (private equity investing effort)
of Goldman, Sachs & Co. She also
serves on Goldman Sachs’s India
Diversity Committee. Ms. Ashok
currently focuses on investments
across sectors including financial
services, consumer, healthcare, agri,
logistics, and infrastructure. She sits on
the Boards of Nova Medical Centers,
Azure Hospitality, Pepperfry and
Global Consumer Products Pvt. Ltd.
Earlier, she worked as an investment
associate at SPO Partners & Company,
a $10 bn California-based hedge fund
focused on value-oriented investing.
Ms. Ashok earned a BS in Economics
and Finance summa cum laude from
The Wharton School at the University
of Pennsylvania in 2004 and an MBA
in 2010 from Stanford University
where she was a Barrett Fellow and
President of the South Asia Students’
Association.
* Alternate Director to Mr. Sanjeev Mehra
16 CORPORATE REVIEW

BOARD OF DIRECTORS

MAX HEALTHCARE INSTITUTE LIMITED

Mr. Rahul Khosla Chairman – Non-Executive Director

Mr. Mohit Talwar Non-Executive Director

Dr. Omkar Goswami Independent Director

Mr. K. Murthy Narasimha Independent Director

Mr. Rajit Mehta CEO & Managing Director

Dr. Ajit Singh Non-Executive Director

Dr. Pradeep Kumar Chowbey Executive Vice Chairman

Mr. Andre Meyer Non-Executive Director

Ms. Madhabi Puri Buch Independent Director

Mr. Petrus Phillippus Van Der Westhuizen Non-Executive Director

 CORPORATE REVIEW 17

MAX BUPA HEALTH INSURANCE COMPANY LIMITED

Mr. Rajesh Sud Chairman

Mr. David Martin Fletcher Co-Vice Chairman

Mr. Rahul Khosla Co-Vice Chairman

Mr. Ashish Mehrotra CEO & Managing Director

Ms. Evelyn Brigid Bourke Non-Executive Director

Mr. John Howard Lorimer Non-Executive Director

Mr. K. Narasimha Murthy Independent Director

Mrs. Marielle Theron Non-Executive Director

Mr. Mohit Talwar Non-Executive Director

Mr. Pradeep Pant Independent Director

18 CORPORATE REVIEW

BOARD OF DIRECTORS

ANTARA SENIOR LIVING LIMITED

Mr. Analjit Singh Chairman

Mrs. Tara Singh Vachani Managing Director

Mr. Ashwani Windlass Non-Executive Director

Mr. Hector De Galard Non-Executive Director

Mr. Mohit Talwar Non-Executive Director

Mr. Pradeep Pant Independent Director

Mr. Rahul Khosla Non-Executive Director

Mr. Rohit Kapoor Non-Executive Director

Mrs. Sharmila Tagore Independent Director

Dr. Shubhnum Singh Non-Executive Director

 CORPORATE REVIEW 19

MAX INDIA FOUNDATION - BOARD OF TRUSTEES

Mr. Analjit Singh Managing Trustee

Ms. Archana Pandey Trustee

Mr. P Dwarakanath Trustee

Mr. Rajesh Sud Trustee

Mr. Rajit Mehta Trustee

Dr. S. K. S. Marya Trustee

Ms. Sujatha Ratnam Trustee

20 CORPORATE REVIEW

02
STRATEGIC
REVIEW
CHAIRMAN’S LETTER
MANAGING DIRECTOR’S LETTER
BUSINESS REVIEW
22 STRATEGIC REVIEW

CHAIRMAN’S
LETTER

Dear Shareholders,

As I write this to you, the Max Group is poised to

embark on a new chapter in its history following
a year of defining transformation aimed at
unlocking, driving and enhancing shareholder
value in its key business verticals.

These 12 months of momentous change included

Max Healthcare’s marquee acquisitions in Delhi/
NCR, Bupa’s stake increase to 49% which confirmed
the huge growth opportunity for health insurance in
India, Max Bupa’s Bancassurance tie-up with Bank of
Baroda, and, most significantly, the Demerger of Max
India, which has led to the formation of three new
entities – Max Financial Services, Max India and Max
Ventures and Industries.

The ‘new’ Max India is, in most ways, a clear reflection

of the old Max India – with the same hunger for
growth, the same business vision and values, high
performance culture and ethos of responsible
leadership. It also stays true to its binding corporate
ethos and continues to remain close-knit and
synergistically aligned with other entities in the
Group.

What is different, however, is a far more sharply focused
and streamlined corporate structure that is geared
towards leveraging the underlying strength and potential
of our businesses and positioning them to deliver stellar
performance going forward. The demerger also signals
Max India’s commitment to high standards of transparency
and governance supported by a bedrock of core values
to achieve industry leadership in each of our businesses.
Our vision remains the same - to be the most admired
corporate for service excellence.
While we knew we had your full support for the Demerger,
given the 99% approval vote granted to the Demerger
Scheme, this view was further cemented when Max India
listed on the stock exchanges at an opening price of `
180. With the listing of all three companies now complete,
the Demerger has created an incremental value of about
` 3,500 crore compared to the pre-demerger “sum of
parts” valuation.
The restructuring will also enable more accurate value
discovery for our high-potential health-related businesses
– Max Healthcare, Max Bupa and Antara Senior Living. As
you will read further in this letter, there is immense scope
for growth and great potential in the industries in which
these companies operate as well in as the companies
themselves.
Before I comment on the health and outlook of Max India’s
underlying businesses, it is important to step back for a
moment and take a brief survey of the current healthcare
business environment in India.
Industry Overview: Health & Allied Businesses
The rise of a new India has to be built on the foundation of
a healthy nation. The socio-economic benefit of a robust
healthcare ecosystem not only accrues to the sector itself,
STRATEGIC REVIEW 23
but also manifests itself in the creation of a more vibrant
and productive community.
We have to ensure that we collaborate productively with
the Government and other private healthcare providers to
develop a cohesive blueprint for healthcare provision and
funding.
Healthcare penetration in India is extremely low compared
to global standards. At present India has approximately
0.65 doctors per 1,000 people – much lower than the
WHO benchmark of 2.5 physicians per 1,000 population.
Again, 80% of this workforce is in urban areas serving
around 30% of the population. Similar numbers exist for
other healthcare workers such as nurses and paramedics.
This translates to a 2 million gap in bed capacity and 2
million gap in doctor availability. Though this may present
a somewhat grim picture of the Indian healthcare system,
we view it as a huge opportunity for us to change the
landscape of Indian healthcare.
Myriad challenges reflect a multitude of opportunities, and
now is an opportune moment for all stakeholders involved
to transform India’s healthcare ecosystem.
The current Government has shown a willingness to
encourage public-private partnerships and we need to
take this one step further by developing a healthcare-
specific PPP framework standardising agreements across
all modes of engagement and a monitoring framework
that focuses on outcomes over pricing, reviews ongoing
projects enables monitoring of healthcare service quality
through regular tracking of metrics.
Much like healthcare, the Indian health insurance sector
continues to remain a fundamentally attractive industry
with annual growth projections of approximately 15% over
24 STRATEGIC REVIEW
the next five years and the industry is expected to double
from the current levels of ` 25,000 crore, fueled by multiple
demand drivers that include rising incomes.
The industry is gradually shifting toward business-to-
consumer (B2C) as witnessed over the last few years
and is expected continue this trend. The B2C segment is
the fastest-growing segment with a Compound Annual
Growth Rate (CAGR) of 25% over the last five years.
Finally, senior living as an industry category is now
witnessing a growth phase with existing players developing
higher value products as well as new entrants trying to
launch their first senior living ventures. However, most
of these projects continue to be ‘real estate’ offerings by
traditional real estate players and lack the sharp focus and
world-class service standards of Antara’s product offering.
Operating Businesses – Highlights
Max India demerged into three legal entities to create
focused growth and unlock value in each business vertical.
Apart from being in hugely underpenetrated sectors with
high growth potential (as evident from the listing price
of ` 180 of the new Max India stock in July 2016), these
businesses also happen to be in the growth phases of their
respective journeys and represent a unique investment
opportunity and a resilient business model. For instance:
Max Healthcare: Two material acquisitions in the National
Capital Region (NCR) have led to a 70% expansion in current
capacity – and represent the first inorganic acquisitions
in the history of MHC. The first was the Pushpanjali
Crosslay Hospital in Vaishali in East Delhi which resulted
in a very smooth and swift integration. The second was
even more “life changing” for MHC – the acquisition of
the operating rights for Saket City Hospital, now renamed
Max Smart Super Speciality Hospital and which represents
an opportunity to create one of Asia’s top tertiary and
quaternary care “Medicities” in the heart of South Delhi
(and virtually contiguous with Max Healthcare’s flagship
hospital in Saket) with a capacity of some 1,800 beds when
fully built.
While integration of the newly acquired hospitals may
put interim strain on profitability, the focus currently is
on achieving breakeven in these hospitals in the coming
financial year by aligning systems, processes and removing
inefficiencies, plugging revenue leakages and instilling
quality standards and service excellence on par with our
best hospitals
Max Bupa: With a steadily expanding network of about
13,000 agents across the country and 26 offices across 16
cities, Max Bupa has grown consistently and rapidly, by
more than doubling its retail customer base over the past
three years.
The business reported a 28% and 30% growth in revenues
and Profit Before Tax (PBT) respectively this year. MBHI also
achieved the significant milestone of having 1 million retail
customers towards the end of FY 2015-16.
Heartbeat Health Insurance Plan was recognized as
Innovation of the Year at the Golden Peacock Awards
2015 for its industry-first features such as coverage for
14 relationships in a single family and cashless treatment
for critical illnesses abroad – reinforcing its position as
an industry leader in innovation. Max Bupa – with a new
leader on board – has recently signed a bancassurance
contract with Bank of Baroda – adding to its already
impressive market-leading roster of bancassurance
relationships. Signaling great confidence in the industry
and the partnership with Max, Bupa Plc reaffirmed their
commitment to the business and raised their stake
from 26% to 49% - the first such stake increase to be
announced after the Govt relaxed FDI rules for insurance.
Antara Senior Living is on the verge of launching its
maiden project in Dehradun and is on track to initiate
possession handover by the end of 2016. More than 40%
of its units have already been sold.The quality of the Antara
team, its efforts and the end product that will be launched
will make us all at Max India very proud. I have no doubt
that Antara will earn a well deserved reputation for being
the quintessential brand that defines the highest quality
senior living services in India.

Prospects and Challenges
There is immense headroom for growth in all our businesses
that will maximize long-term value. The businesses will
maintain performance momentum and continue to
deliver on the nine strategic pillars of the Max Group –
capital efficiency, investments in growth, high corporate
governance standards, enterprise synergies, superior
financial performance, successful risk management, focus
on people and brand investments and relentless pursuit of
service excellence.
The leadership and governance structures that have
been instituted will help create and nurture an enabling
environment for a singular corporate vision and synergistic
growth. Boards in all the Group companies have been re-
configured to achieve the right composition by having an
ideal number of independent directors, ensuring board
diversity with respect to functional and industry expertise,
having an active and engaged lead director on each board
and separating the role of the CEO and the chairman.
STRATEGIC REVIEW 25
There are significant efforts underway at both Max
Healthcare and Max Bupa to build digital capabilities and
enable an end-to-end digital journey for our customers
across the spectrum.
However, we must be aware that both healthcare and
health insurance are sectors which will face increasing
regulatory and Government scrutiny. We appreciate the
Government’s efforts to ensure transparency and fairness
for the customer, but there are clear concerns about
growing regulatory activism in this space.
Despite potential headwinds, Max India will keep up its
endeavour to create value for all its stakeholders the way it
has in the past. As an engaged stakeholder who continues
to stay invested in this eight-month-old company, you are
testament to that commitment.
I thank you for putting your faith in our endeavours. I
regard the future with enthusiasm. There is a great deal to
look forward to as our initiatives bear fruit.
Rahul Khosla
Chairman, Max India Limited
26 STRATEGIC REVIEW

MANAGING
DIRECTOR’S
LETTER

Dear Shareholders,
It is an honour to be writing to you as the new
Managing Director of Max India. FY 2015-16 will
go down in Max Group’s history as a strategic
inflection point — a pivotal event that will enable
the Group to rise to new heights. In this letter, I
will specifically address the value creation potential
of this company, key initiatives undertaken in
FY 2015-16 and plans going forward.

A SUCCESSFUL CLOSURE OF THE

DEMERGER PROCESS
First, a quick re cap of objectives of the demerger.
The restructuring of the erstwhile Max India Limited
was undertaken with three key objectives:
o  to provide you, the shareholder, with
specific and undiluted access to Max
Group’s diverse line of businesses;
o to unlock shareholder value; and,
o to enable sharper focus on each operating
business.

With the listing of Max India from July 14, 2016,

the de-merger process officially comes to an end.
The thumbs-up from the capital market to all three
entities is a re-enforcement of the objectives with
which the de-merger was carried out. While the first
two are certainly important, in the context of (new)
Max India, the third objective, in my view, is most
critical from the perspective of multiplying value
creation potential. Each of our three businesses —
Max Healthcare, Max Bupa Health Insurance and
Antara Senior Living, are in their growth phase. The
common thread is that all three have enormous
potential for growth, being businesses in sectors that
are significantly underpenetrated or underserved.
And, there is also a symbiotic relationship among the
three businesses.

It, therefore, became imperative that these businesses
receive focused Board and shareholder guidance at this
stage of their development. In line with our deep and
abiding sense of compliance with corporate governance
standards, we have modified our Boards to better reflect
the interests of shareholders and we are now completely
aligned in our processes with the new Companies Act,
2013.
HIGHLIGHTS OF OPERATING BUSINESSES
Having done the context setting for the ‘new’ Max India,
let me discuss below FY 2015-16 performance, strategic
initiatives undertaken to strengthen health and, key
priorities for FY 17 of each of the operating business.
Max Healthcare
The Company reported a robust growth of 25% in gross
revenues in FY 2015-16—going up from ` 1,740 crore to
` 2,181 crore. In addition, the bottom-line turned positive
for the first time, with Profit Before Tax of ` 10 crore,
compared to a loss of ` 6 crore last year and EBIDTA stood
at ` 215 crore, a ~26% year on year growth.
FY 2015-16 is a watershed year for Max Healthcare for
many reasons. On one hand, it reported a positive bottom-
line for the first time in its history, an outcome driven by
consistent effort to improve top line maintaining healthy
occupancy levels, lowering ALOS, increasing speciality mix
yielding improvement in ARPOB as well as diligent cost
optimization program (“Maxima”) across direct and indirect
cost buckets yielding significant sustainable savings
without compromising patient safety and satisfaction as
reflected in the improvement of customer satisfaction
scores from 57% in FY 2014-15 to 68% in FY 2015-16.
On the other hand, Max Healthcare acquired and
successfully integrated two large acquisitions, a first in
STRATEGIC REVIEW 27
the company’s history - Saket City Hospital in Saket, New
Delhi, and Pushpanjali Crosslay Hospital in Vaishali, which
has grown existing capacity by over 50 per cent and laid a
solid foundation for future growth. The Saket City Hospital
in particular along with our flagship hospital — Max Saket
provides us a platform to develop Asia’s top tertiary and
quaternary care “Medicity” with capacity of some 1800
beds when fully built. This project when coupled with
expansion opportunities in other units would enable Max
Healthcare to double its bed strength to 5,000 in the next
5-7 years. In addition, we are pursuing alternative growth
models and incubating new businesses e.g., Max Labs,
Cancer Day Care Centre, which we believe has significant
growth potential.
For Max Healthcare, the priority in FY 17 is to continue
to strengthen its existing operations building on efforts
towards patient safety, medical quality, IT & medical
technology and cost optimization. At the same time, the
focus will be to seamlessly integrate the newly acquired
assets with rest of the network in terms of processes or
policies and financially turn them around leveraging its
operational strengths.
From a longer term perspective, flawlessly executing the
Saket Medicity plan is critical for future growth, which is an
enormous task but one which our talented team is capable
of delivering with flair. The healthcare business will focus
on unit-wise growth plans to achieve the five-year goal we
have set for ourselves in terms of bed capacity addition.
We will continue to very diligently monitor and measure
Max Healthcare performance at a disaggregated level
given different parts of the portfolio is at different levels
of maturity with different priorities. And, the Company
will continue to invest significantly in developing the
alternative growth channels seeded in FY 2015-16.
28 STRATEGIC REVIEW
Max Bupa Health Insurance
The second operating Company - Max Bupa, is confidently
striding towards realising its vision of becoming India’s
most admired health insurer. In FY 2015-16, the company’s
revenues grew 28 per cent over the previous financial year
to reach ` 476 crore. The Company has also been able to
maintain a steady claims ratio of 56%, due to its strong
claims management processes and, customer satisfaction
scores showed consistent improvement — 65% vs. 59%
last year
We are now the trusted health insurer of over 1 million
retail customers, increasing our total customer base to
over 2 million. The Company is among the fastest growing
players in the health insurance segment and our joint
venture partner, the UK-based Bupa Finance PLC, has
raised its stake from 26 to 49%. Bupa was the first foreign
insurer to announce its intent to go up to 49%, a clear
reaffirmation of its confidence in Max Bupa and in the
huge growth opportunity that the health insurance sector
represents in India.
Most importantly, Max Bupa under the leadership of the
new CEO has significantly invested in building capability
and capacity across all functions, strengthening the
underlying processes, identifying opportunities to
optimize costs and, strategically reviewing the portfolio
with the focus on ‘getting fit’ for longer term profitable
growth. While the efforts along these lines will continue
in FY 17, one of the key priorities for Max Bupa will be to
transform the bancassurance channel through customer-
based approach and embedded products. The tie-up with
Bank of Baroda is a taste of things to come. Focus will be
on developing simple, easy to understand products which
can be distributed effectively through bank and NBFC
partners.
Antara Senior Living
Antara Senior Living is close to launching its maiden
project in lush green locales of Dehradun. The Company is
on track to completing construction of the 200 apartments
within this financial year and start the delivery of Phase
1 residences to their respective owners in Q4 FY 17. The
promise of a better life at Antara for our residents is built
on the pillars of a unique location, thoughtful design, a
curated community and holistic well-being. With 50,000
square feet of recreational spaces, 200 apartments and
premium facilities, Antara Senior Living brings a unique
dimension to senior living in the Indian subcontinent.
For Antara Senior Living, FY 2017 is going to be a
memorable year, the year when our first world class senior
living facility will become a living entity, first of its kind
in India. Our focus is going to be on ensuring timely
delivery of homes with possession letters being handed
out starting Q3 FY 17. The company’s sole focus will be
to tirelessly ensure exemplary service delivery to the new
residents of the Dehradun community
From a longer term perspective, the Company will also
explore opportunities for future communities and other
avenues of business growth.
UPDATE ON THE MERGER OF HDFC LIFE AND
MAX LIFE
The next one year brings with it another key development
for the Max Group and specifically Max India. As you may
already be aware, the Boards of Max Financial Services, Max
Life Insurance and Max India recently approved entering
into definitive agreements for amalgamation of business
between the entities through a composite Scheme of
Arrangement. As part of this arrangement, the following
steps will occur:

o Merger of Max Life into Max Financial Services
o Demerger of the life insurance undertaking from
Max Financial Services into HDFC Life (i.e., the
merged insurance entity)
o Merger of Max Financial Services (holding the
residual business) into Max India
The above Composite Scheme of Amalgamation and
Arrangement is subject to board, shareholder, regulatory,
respective High Courts and other third-party approvals.
THE ROAD AHEAD
The ‘new’ Max India is, in many ways, a reflection of
the old Max India with immense opportunities to grow
shareholders wealth across its portfolio.
At this crucial juncture we have to continue our efforts to
ensure that our healthcare, health insurance and senior
STRATEGIC REVIEW 29
living businesses continue on their respective profitable
growth trajectories. Our collective vision has to be brought
to fruition in the coming years while continuing to build
customer trust, supporting social good in line with our
core value of Sevabhav and instituting superior people
practices along with cultivating a fair, transparent, value
driven and high performance work culture.
Earning and keeping your trust has always been essential
to your management team. Through open and honest
communication, transparency and accountability, we hope
to maintain your trust and confidence in us.
With best wishes,
Mohit Talwar
Managing Director, Max India Limited
30 STRATEGIC REVIEW

BUSINESS REVIEW Revenue up 25% to ` 2,181 crore

EBIDTA up 26% to ` 215 crore

Acquisitions provide platform to double
bed capacity to 5,000+ beds

GROSS REVENUE AND AVERAGE

REVENUE PER OCCUPIED BED EBIDTA AND EBIDTA MARGIN

40 10 10.2
39
35 35 8.2
32

6.4

1.5

824 1,149 1,407 1,740 2,181 12 71 113 170 215

FY 12 FY 13 FY 14 FY 15 FY 16 FY 12 FY 13 FY 14 FY 15 FY 16

Gross Revenue (` crore) Average Revenue per EBIDTA (` crore) EBIDTA Margin (%)
Occupied Bed (`’000)

Healthy new business growth and improvement in renewal Healthy new business growth and improvement in renewal
conservation drives strong overall premium growth conservation drives strong overall premium growth

BED OCCUPANCY REVENUE SPLIT

69 70 74 74 71

486431
572
(20%)
(26%)

148
(7%) 280
(13%)
51
(2%)

992 1,302 1,472 1,680 2,279 213

(10%) 213
(10%)
FY 12 FY 13 FY 14 FY 15 FY 16 273 22%
(13%)

Number of Occupancy Ratio (%)

Operational Beds Outpatient Department (OPD)  Cardiac  Neurology

Oncology  Orthopaedics  Minimum Access Surgery (MAS)

Maintained healthy occupancy levels despite a 36% increase in
operational beds
Renal  Others

Focus on Cardiac, Neurology and Oncology increasing

2,858 Doctors, 4,151 nurses and 4,008 3 million patients from over 80
other trained personnel in 14 hospitals countries.
across North India
 STRATEGIC REVIEW 31

Bupa increases stake to 49% from 26%

Reached 1 million urban customers

New bancassurance alliance with
Bank of Baroda

GROSS WRITTEN PREMIUM (` Cr.) LIVES IN FORCE** (` Lakh)

99 207 309 373 476 2.1 4.5 6.8 8.0 10.1

FY 12 FY 13 FY 14 FY 15 FY 16 FY 12 FY 13 FY 14 FY 15 FY 16

**Excludes lives covered under RSBY

Total lives covered, including rural sector, increase to 2 million

B2C CLAIM RATIO (% ) PREMIUM PER LIFE (B2C, `)

49 51 50 50 56 5,296 5,126 5,393 6,364 6,800

FY 12 FY 13 FY 14 FY 15 FY 16* FY 12 FY 13 FY 14 FY 15 FY 16

B2C segment comprises 98% of GWP Average premium realisation increases 7% driven by growth in
share of Gold and Platinum products
* Adjusted for abnormal past claims for the PY amounting ` 7 crore
settled in FY 2015-16

Greater focus on B2C segment; grows 12,600 Agents and 3,600 partner
31% to ` 465 crore hospitals
32 CORPORATE REVIEW

03
MANAGEMENT
DISCUSSION & ANALYSIS
34 MANAGEMENT DISCUSSION & ANALYSIS

Rahul Khosla Mohit Talwar

President, Max Group Managing Director

Dharmender Kumar Himanshu Tiwari

General Manager - External Affairs Executive Assistant to Managing Director
 MANAGEMENT DISCUSSION & ANALYSIS 35

Dilbagh Singh Narang Jatin Khanna

Deputy Director - Taxation Chief Financial Officer

Nitin Thakur Prashant Hoskote

Director - Brand & Communications Senior Director - Quality & Service Excellence

P. Dwarakanath Rishi Raj

Head, Group Human Capital Director - Strategy & Corporate Development

Shahana Basu V Krishnan

Director - Legal & Regulatory Affairs Company Secretary
36 MANAGEMENT DISCUSSION & ANALYSIS
Max India Limited (‘Max India’ or ‘the Company’), a part
of the US$ 2.1 billion Max Group, is a multi-business
corporation focusing on the core businesses of (i)
healthcare, through Max Healthcare Institute Limited; (ii)
health insurance, through Max Bupa Health Insurance
Company Limited; and (iii) senior living, through Antara
Senior Living Limited. Max India also has interests in
learning and skill development, through Max Skill First
Limited.
Max India Limited (formerly Taurus Ventures Limited)
was incorporated on January 01, 2015. Pursuant to
the Composite Scheme of Arrangement between Max
Financial Services Limited (formerly Max India Limited)
(i.e. Demerged Company) (MFSL), Max India Limited
(formerly Taurus Ventures Limited) and Max Ventures and
Industries Limited (formerly Capricorn Ventures Limited)
and their respective shareholders and creditors sanctioned
by the Hon’ble High Court of Punjab and Haryana, the
Investments held by MFSL in Max Healthcare Institute
Limited, Max Bupa Health Insurance Company Limited,
Antara Senior Living Limited, Max Skill First Limited,
Pharmax Corporation Limited, Max Ateev Limited and
Max UK Limited stood transferred to the Company w.e.f.
Appointed Date i.e. April 1, 2015.
Max India shares commenced trading on the BSE and
the NSE in July 14, 2016. The Company is committed to
becoming the most admired Company for the health and
life care needs of its customers, patients and their families.
Its key operating businesses include:
Max Healthcare Institute Limited (MHC): MHC, together
with its operating subsidiaries comprises the healthcare
business. MHC is currently a joint venture of Max India
wherein, it holds 45.95% equity shareholding. Life
Healthcare, the joint venture partners holds 45.95%
equity shareholding in MHC, while the remaining equity
shareholding is held by financial investors and certain
employees.
Max Bupa Health Insurance Company Limited (MBHI), is
a joint venture between Max India wherein, it holds 51%
equity shareholding and Bupa Finance Plc., UK, holds
remaining 49% equity shareholding. MBHI offers individual
and family oriented health insurance policies across all age
groups.
Antara Senior Living Limited, (Antara) is a Wholly-owned
subsidiary, and offers highly differentiated, world-class
senior living communities fulfilling lifestyle, wellness and
health related requirements of senior citizens. Spread over
13.6 lush green acres in Dehradun, Antara is a luxurious,
fully-integrated community designed around the safety,
wellness and lifestyle requirements of progressive seniors
above the age of 60.
Max Skill First Limited is a wholly owned subsidiary of Max
India. Max Skill First is a shared service centre for providing
learning and development solutions and training services
to companies in the Max Group. It is also engaged in
the business of distribution of life and health insurance

products through its subsidiary, Max One Distribution
Services Limited.
Max Healthcare and Max Bupa reported Gross Revenues
of ` 2,181 crore and ` 476 crore (Gross Written Premium),
respectively in FY 2015-16, growing at robust rates of
25% and 28% over the previous year. MHC witnessed a
turnaround in profitability reporting positive Profit after
Tax for the first time of ` 10 crore in FY 2015-16.
CORPORATE DEVELOPMENTS
In FY 2015-16, Max Healthcare acquired two major
hospitals in the Delhi-NCR region – Pushpanjali Crosslay
Hospital and Saket City Hospital (SCH). With these
additions, MHC now has an existing capacity of 2600 beds
across 14 hospitals. The Company plans to further expand
the facility, now called Max Smart City Hospital, by ~900
additional beds over the next few years, thereby expanding
the hospital’s capacity to 1,200 beds, and together with
contiguously located Max Super Speciality Hospital Saket,
creating a combined capacity of almost 1,800 beds in
the heart of South Delhi. This addition represents more
than a 50% increase to Max Healthcare’s current capacity,
significantly enhances access to quality healthcare in the
NCR region, and will make Max Healthcare the largest
healthcare provider brand in North India.
One of the fastest growing players in the segment, Max
Bupa is now the 9th largest private health insurer in the
country, recently achieving a milestone of 1 million retail
customers. Max Bupa recently tied-up with Bank of Baroda
for a bancassurance corporate agency agreement. Under
this agreement, Max Bupa will now be able to offer its
comprehensive health insurance offering to the diverse
customer base of Bank of Baroda across the country.
Max Bupa already has bancassurance arrangements
and strategic alliances with leading institutions such as
Ratnakar Bank, Muthoot Finance and Bajaj Finserv. Max
MANAGEMENT DISCUSSION & ANALYSIS 37
India’s JV partner Bupa, a leading international healthcare
group, recently acquired additional stake in Max Bupa,
increasing shareholding from 26% to 49%.
Antara Senior Living, the third Company under Max India,
is pioneering the concept of ‘Age in Place’ for people over
55 years of age, by developing Senior Living communities
in India. Antara has reported strong sales momentum in
its maiden senior living community in Dehradun – having
already sold more than 40% of its proposed built capacity.
Antara will launch its community with over 200 apartments
in Q3 FY 17 near Dehradun, Uttarakhand.
OUTLOOK
There is tremendous growth opportunity in each of the
three underlying businesses of the proposed new vertical
Max India. With only about 5% penetration of health
insurance and 1.3 hospital beds per 1000 people, both
Healthcare and Health Insurance sectors have very low
penetration and therefore huge growth potential. Senior
living is a sunrise industry in which Antara Senior Living is
a pioneer.
To strengthen its profitable growth journey, Max India
has taken some transformational bets in its businesses.
These growth bets were represented in capital outlays for
Antara Senior Living, hospital acquisitions by MHC, and
infusion of growth capital in Max Bupa Health Insurance.
While the demerger has allowed each of Max India’s
operating companies more leeway for growth, it has also
put on them the onus of consistently strong performance,
while exposing them to greater market scrutiny and
accountability than ever before. As in the past, the
Company will remain committed to the highest standards
of corporate governance, recognising that it is a key driver
for business excellence, talent attraction and retention, and
optimal capital allocation across its operating companies.
 38 MANAGEMENT DISCUSSION & ANALYSIS

Anas Abdul Wajid

Director - Sales & Marketing

Anil Vinayak
Director - Operations & Zonal Head NCR1

Rajit Mehta
Managing Director & Chief Executive Officer Rohit Varma
Director - HR & Chief People Officer
 MANAGEMENT DISCUSSION & ANALYSIS 39

Yogesh Sareen
Sr. Director &
Chief Financial Officer

Vinita Bhasin Rohit Kapoor

Sr. Vice President - Sr. Director &
Service & Customer Operations Chief Growth Officer

Rakesh Prusthi
Director - Legal, Compliance
& Regulatory Affairs

Dr. Sandeep Budhiraja Sumit Puri

Clinical Director & Director - Director - IT &
Institute of Internal Medicine Chief Information Officer
40 MANAGEMENT DISCUSSION & ANALYSIS

GENERAL MEDICAL
ADVISORY COUNCIL

Mr. Rajit Mehta

Dr. Sandeep Budhiraja
MD & Chief Executive Officer
Clinical Director, Max Healthcare
Director, Institute of Internal
Medicine

Mr. Rohit Kapoor

Senior Director & Chief
Growth Officer

Dr. S. K. S. Marya
Dr. K. K. Talwar
Chairman & Chief Surgeon, Max
Chairman – Department of
Institute of Musculoskeleton
Cardiology
Sciences (Orthopedics & Allied)

Dr. Harit Chaturvedi

Chairman, Max Institute of Oncology,
Chief Consultant & Director Surgical
Oncology

Dr. Anurag Krishna

Dr. Pradeep Chowbey Director – Pediatrics &
Chairman, MAMBS Pediatrics Surgery
Executive Vice Chairman, Max
Healthcare
 MANAGEMENT DISCUSSION & ANALYSIS 41

Indian Healthcare Sector: Poised for Growth
The United Nations has projected that India’s population
will reach 1.45 bn by 2028, making it the world’s most
populous nation surpassing China. Further, India will also
face the challenge of 168 million people in the geriatric age
group by 2026. If India were to leverage its demographic
dividend, then it is imperative that it nurtures a
healthier population.
The Indian healthcare market is growing at a CAGR of ~16%
and is expected to reach US$ 280 bn by 2020. The growth is
primarily contributed by emergence of private players with
an inflow of both domestic and foreign investments. At
the same time, public sector’s performance is impacted by
limited investments and sub-optimal utilisation of available
resources. India currently spends cumulatively 3.8% of its
GDP on healthcare, with just 1.2% being contributed by
the state, amongst one of the lowest globally. India also
lags behind in availability of medical personnel with only
7 doctors per 10,000 persons as compared to 18.9 per
10,000 in Brazil and 14.9 per 10,000 in China.
HEALTH EXPENDITURE (%)
The private healthcare sector in India is witnessing a series
of important developments that has led to the rise of a
new wave of innovation and entrepreneurship. Existing
private players seem to have robust expansion plans that
are expected to further increase healthcare access and
propel growth. The share of healthcare FDI has almost
doubled since 2011 – from 0.7% in 2011 to 1.21% in 2015
– highlighting the growing interest of foreign players in
the sector. Rising income levels and increasing insurance
penetration are major contributing factors for the rise in
patients accessing private healthcare services. This fact is
reflected more strongly in the rural and urban middle class
clusters. Growth in India’s urban population, rise in elderly
population and increase of lifestyle diseases will further
propel growth of the industry.
The Indian healthcare sector is the fifth largest employer
among all sectors, both in terms of direct and indirect
employment. The sector offers direct employment to
nearly 5 million citizens in India, which is expected to grow
to 7.5 million by 2022. With a shift in focus towards quality
of service, particularly with the rising demand for tertiary
and quaternary care, the industry requires specialised and
highly skilled resources.

56.0 Medical value travel, also popularly known as medical

47.4 67.0
tourism, is being considered as India’s next crown jewel.
47.5 The medical value travel market in India is expected to
grow at a CAGR of approximately 30% from USD 3.6 bn
in 2015 to 10.6 bn in 2019. Rising costs of healthcare in
30.5 the developed world, along with rising disposable income
and healthcare awareness among the global population,
is forcing patients to explore cheaper options in other
countries. However, to emerge as a top medical value travel
destination, India needs to focus on quality of services and
increase transparency and accountability in every aspect of
3.8 9.5 4.6 17.0 8.9 healthcare delivery.
India Brazil China USA Australia
The Government of India, in its budget for fiscal year
  Health Expenditure as a % of GDP 2016-17 reaffirmed its commitment to providing health
  % Govt. of Total Health Expenditure insurance to improve accessibility & affordability under its
plan for universal health coverage. Budgetary allocation
DOCTORS PER 10,000 PERSONS to health insurance has been raised sharply and the
insurance cover has been increased to ` 1 lakh per family.
An additional cover of ` 30,000 was announced for senior
citizens.

Further in order to improve access to cheaper medicines,

the Central Government plan to open 3,000 Jan Aushadhi
stores offering affordable generic medicines. This is a
sharp increase from the current tally of 137 such stores in
19 states.

Another focus area of the Central Government has been

the upgradation of super speciality facilities owned by the
State under the Pradhan Mantri Swasthya Suraksha Yojana
7 18.9 14.9 24.5 32.7 (PMSSY), which is responsible for establishing new All
India Institutes of Medical Sciences and upgrading state
India Brazil China USA Australia hospitals.
Source: FICCI-KPMG report: Healthcare – The Neglected GDP driver; WHO
report 2015; Secondary Research
42 MANAGEMENT DISCUSSION & ANALYSIS
All these steps are in the right direction and will eventually
help in reducing the demand-supply gap and at the same
time providing higher level of opportunities for private
healthcare players to partner with the State and deepen/
widen their presence in order to improve the level of care
in the country.
Regulatory Environment:
Following are the other major changes in the regulatory
environment that has impacted the healthcare industry in
the year FY 2015-16.
Capping of Margins
The Government is contemplating bringing in necessary
regulations to cap trade margins on all drugs (instead of
scheduled drugs only) to provide drugs at an affordable
price to the consumer. While the intent of providing drugs
at an affordable price is a commendable step, we believe
that the Government can achieve this by devising and
rapidly implementing alternative means viz. Jan Aushadhi
Yojana, health protection scheme, online pharmacies, etc.,
which are elegant and effective way of achieving the same
purpose.
This indirect method of fixing price invariably leads to
availability issues especially in rural India where the
manufacturer expects the distributors to also promote
the product. This move will also, adversely impact the
promotion of generic drugs and reward the inefficient
manufacturer. MHC is actively engaged with multiple
industry bodies, e.g., NATHEALTH, CII, FICCI to consolidate
views, connect and communicate its concerns with the
Government and propose suggestions for the betterment
of the sector.
Bio-Medical Waste Regulation
To achieve the clean India mission, the Government is
enforcing new regulations on bio-medical waste disposal.
The Bio-Medical Waste Management Rules, 2016 has
recently been introduced by the Government which will
bring in a wider regime for bio-waste management.
The ambit of the rules has been expanded to include
vaccination camps, blood donation camps, surgical camps
or any other healthcare-related activities.
Service Export from India Scheme
Under the new Foreign Trade Policy, a scheme called
Service Exports from India Scheme (SEIS) has been
announced by the Government. The new scheme aims at
rationalisation of incentives and the removal of restrictions
for use of Duty Credit Scrip (DCS) issued under the
scheme. Rates of reward under the scheme are 3% and
5% (presently) of the net foreign exchange earnings in
the preceding year. The rate of reward is dependent upon
the precise classification of the service exported. Thus,
service providers of ‘eligible service’ are entitled to DCS
at notified rates. Healthcare and Hospital services, prima
facie, are reasonably covered under major CPC code 931
for which benefits of DCS should be available @ 5% of Net
Foreign Exchange Earnings (subject to fulfilment of other
prescribed conditions).
The Company
Max Healthcare has a network of 14 facilities in North India
(including 3 where it is a service provider), offering services
in over 30 medical disciplines. Of this, 11 facilities are
located in Delhi & NCR and the others in Mohali, Bathinda
and Dehradun. The MHC network includes state-of-the-
art tertiary care hospitals in Saket, Patparganj, Vaishali,
Shalimar Bagh, Mohali, Bathinda, and Dehradun, secondary
care hospitals at Gurgaon, Pitampura, and Noida and an
out-patient facility and specialty centre at Panchsheel Park.
The Super Specialty Hospitals in Mohali and Bathinda are
under PPP arrangement with the Government of Punjab.

Max Healthcare is a pioneer in the introduction of
technology to provide patients with the highest standards
in medical care. Some such examples are the first Brain
Suite in Asia at Max Saket, first Spy Angiography in India
and the Electronic Health Record System in use across
Max Hospitals. Max Hospitals are equipped with advanced
medical equipment like state-of-the-art Cath labs, OTs
with HEPA, Nuclear Medicine, Neuro-Navigation, Ortho
Navigation, Mobile DR, HIPEC, EBUS and advanced MRI
and CT scan machines.
Highlights of FY 2015-16
The year witnessed significant investment by the Company
towards not only expanding but securing its dominant
presence in NCR market.
In July 2015, the Company acquired a controlling stake
of 78% in NCR based Pushpanjali Crosslay Hospital (PCH)
through a combination of fresh investment and acquisition
of shares from existing promoters for the aggregate sum
of ` 247 crore. The integration of Pushpanjali Crosslay
Hospital (rechristened as Max Vaishali) with the Max
network has been completed and the hospital has benefited
from the improved medical quality systems and processes
leading to better outcomes, reduced procurement costs,
the Max Healthcare brand equity and its management
practices. The hospital reported significant increase in
footfalls, realisation and other operational parameters
post integration.
In November 2015, the Company acquired a 51% stake
in marquee South Delhi-based Saket City Hospital (SCH)
for about ` 650 crore from Smart Health City Pte Ltd., a
Singapore-based Company of the BK Modi Group. Saket
City Hospital which started its operations in 2013 has
230 operational beds and is currently expanding to 300
beds. Max Healthcare plans to further expand this facility
by 900 additional beds, thereby expanding SCH’s capacity
MANAGEMENT DISCUSSION & ANALYSIS 43
to 1,200 beds. Combined with Max Healthcare’s existing
and contiguously located flagship facility (Max Super
Specialty Hospital – Saket), Max Healthcare will have a
footprint of about 1,800 beds in Saket, once fully built. This
acquisition will provide significant opportunities through
the realisation of a clear vision that includes setting up a
world-class centre dedicated to Oncology, development of
high-end Neurosciences capabilities, expansion of tertiary
and quaternary specialties, installation of facilities to
cater to transplants, deployment of high-end technology
solutions such as robotics to improve care and safety as
well as to address the growing burden of lifestyle-related,
especially non-communicable diseases.
In order to part finance the M&A, both the joint venture
partners viz Max India Ltd. and Life Healthcare Group
collectively infused equity of ` 300 crore during Q3
FY 2015-16. The investments and the support from the
shareholder underlines the growth potential of the Indian
healthcare industry in general and ability of the Company
to translate these opportunities into solid business
propositions.
Financial Performance
The Company and its subsidiaries reported a consolidated
income of ` 1,475 crore, which reflects a growth of 27%.
The growth has been led by the newly acquired hospital
(rechristened as Max Super Specialty Hospital, Vaishali)
and also other relatively new hospitals commissioned in
the 2011-13 period.
The EBITDA at ` 145 crore grew 42% reflecting an
expansion in operating margin by ~100 bps, despite new
acquisition. The consolidated cash profit was ` 72.3 crore,
a healthy growth of 75%. The Company contained net loss
to ` 13.8 crore, compared to a loss of ` 37.1 crore in the
previous year.
44 MANAGEMENT DISCUSSION & ANALYSIS

MHC’s Network of Hospitals (including hospitals where Operational Performance

it is a service provider) had a robust growth of ~25% in
its Net Revenue in FY 2015-16 at ` 2,098 crore, compared
to ` 1,698 crore in FY 2014-15. Existing hospitals grew by
11% as compared to last year. The addition of two running
hospitals viz Pushpanjali Crosslay Hospital, Vaishali and
Saket City Hospital, Saket contributed 10% growth in top
line. The mature hospitals in the network grew by 11%
during the financial year while the newer hospitals grew
by 24%. Rest of the revenue growth (of ` 175 crore) was
contributed by addition of 2 new hospitals. The newer
hospitals have integrated well and experienced increased
occupancies leading to capacity utilisation of 65%-70%.
Apart from adding capacity to the network, revenue
growth was driven by focus on multiple factors such
as enhancement of service profile, addition of new
technology, improvement in operational parameters
and increase in patient satisfaction. Max Healthcare has
considerably invested this year on acquiring the latest
and newer technologies such as DA Vinci surgical system,
Cath lab, high-end microscope etc. which has resulted in
better clinical outcome, increased efficiency and improved
patient satisfaction.
Max Network of Hospitals has exhibited impressive
performance on all key operational matrices during
FY 2015-16 and steadily improved its revenue, gross margin
and EBIDTA during the period. This growth in Revenue and
EBIDTA was a result of improved performance by all the
network hospitals.
IP Occupancy % - Bed occupancy for the FY 2015-16
has been 71.1% as compared to 73.5% for FY 2014-15.
Although occupancy has lowered by 2.4% as compared
to last year, the number of occupied beds has increased
by 31% (385 beds). The operational bed capacity has
increased from 1,680 beds to 2,279 beds in FY 2015-16.
TOTAL BEDS VS OCCUPANCY (%)
73.5
74.3
71.1

69.7
The network also witnessed a significant increase in
patient footfalls with 25% growth in OPD and 24% growth
in IPD cases amounting to a total of ~1.5 million cases in
FY 2015-16.

1302 1472 1680 2279

The consolidated EBITDA at Network hospitals has
increased from 10.1% in FY 2014-15 to 10.5% in FY 2015- FY13 FY14 FY15 FY16
16 resulting in total EBIDTA of ` 221 crore in FY 2015-16
(excluding a one-off acquisition cost of ` 6 crore). The growth  Beds     Occupancy
is primarily driven by several cost optimisation initiatives
along with intelligent acquisition of new assets that enable
sharing of assets, manpower etc., thus bringing the costs COE REVENUE SHARE (%)
down. The Network hospitals reported a consolidated
Net Profit of ` 10 crore, compared with a net loss of
` 6 crore.

The FY 2015-16 has thus been a very eventful and

successful year, where all the network hospitals improved
their revenues, margin and profitability and at the same
time significant addition to bed capacity (including
potential to add more beds in future) was secured.

The matured hospitals (>5 years old) already enjoying

healthy EBIDTA of ~15% and ROCE of ~19%, whereas
hospitals in maturity age of 3-5 years are returning EBIDTA
of ~3% and have negative ROCE of ~ 4%. This is primarily
51 53 56 55
due to the fact that hospitals have high gestation period
due to high fixed operating cost and slow build-up of FY13 FY14 FY15 FY16
occupancy. Going forward, the profitability will be driven
by assets in the maturity age of 3-5 years and newly
acquired assets – Max Vaishali and Max Smart.
 MANAGEMENT DISCUSSION & ANALYSIS 45

COE Revenue Share – Revenue for key clinical specialties or
Centres of Excellence (COE – Cardiac sciences, orthopaedics,
neuro-sciences, oncology, MAS and renal) has increased
by 22% as compared to last year. However, the share
of COE has dropped from 56% in FY 2014-15 to 55% in
FY 2015-16. The drop has been partially due to addition
of new assets that were focusing more on secondary care.
Efforts are being made to upgrade the medical technology,
manpower and infrastructure enabling these hospitals to
cater to high-end tertiary care patients.
ALOS – Average Length of Stay or Patient Turnaround time
has decreased from 3.42 in FY 2014-15 to 3.26 in FY 2015-
16 due to constant focus on improved care with faster
turnaround. This also led to availability of capacity to serve
more patients with same hospital resources.
AVERAGE LENGTH OF STAY (Days)
Information and Medical Technology, Quality
Certifications
Max is constantly leveraging advancements in information
technology to enable timely access of information to both
patients and clinicians in order to enhance patient safety
& care. Instant access of cumulative Lab and Radiology
reports for OPD patients on patient portal has been rolled
out which can be accessed both on patient web portal
and through native application on mobile devices. Max,
Gurgaon has completed rollout of EMR (Electronic Medical
Records) information on doctor’s IPADs to enhance
accessibility of medical records and faster decision-making.
Usage of bar coded medicine administration (BCMA) has
been increased to almost 85% across all EHR locations.
BCMA helps to reduce medication errors and improve the
quality and safety of medication administration.
Max has also implemented several cost control initiatives
through effective use of IT systems to optimise material
cost. These initiatives have been implemented at PAN MAX
level and have shown positive results in terms of inventory
control and material cost savings. Successful integration
of Vaishali and Saket City with Max Hospital Information
system, deployment of Enterprise Resource Planning
system PAN MAX and implementation of IT Service
Management tool for effective tracking and resolution of
IT issues are other initiatives during the year which helped
in elevate the quality of care while keeping the cost of care
in check.

Medical technology plays a crucial role in enhancing

3.48 3.54 3.42 3.26
the quality of delivery, reduction in turnaround time of
FY13 FY14 FY15 FY16 workflows and thus the overall cost, besides bringing in
higher accountability into the system. Max has consistently
invested in acquiring latest and newer technologies that
result in better clinical outcomes and hence, greater patient
AVERAGE REVENUE REALISED (`) satisfaction. This year, Max has installed DA Vinci Surgical
System in Max, Saket that offers greater anatomical access,
and crystal clear 3D HD Vision for performing urological
and laparoscopic procedures. Installation of new hybrid
Cath Lab at Max Hospital, Saket has led to improved
40374
36918 Patient safety, reduced complications (access site and
35048 bleeding) for advanced cardiovascular diagnostic and
34340 interventional procedures. High-end microscope, Ortho-
suite Navigation system, DR system in Radiology are
the other latest upgradations that has helped improve
decision-making capabilities and throughput of surgeon
to gain competitive advantage.

Medical Excellence is the strength of your company’s

brand. The company’s unrelenting focus is to aspire for the
25129 26208 28814 30334
highest level of service experience and clinical outcomes
FY13 FY14 FY15 FY16 for the patients and families. Catering to the incremental
volume of patients, strong set of evidence based protocols
  ARR (IP Revenue)   are uniformly and consistently deployed by the clinical
  ARR (Total Revenue) teams, supported by the framework of clinical governance,
credentialing, training and continuous professional
ARR – Average Revenue Realised is average daily billing for development.
each occupied bed. The IP ARR improved by 5.3% while
the hospital ARR improved by 9.4% during FY 2015-16.
46 MANAGEMENT DISCUSSION & ANALYSIS
Eleven hospitals under Max Healthcare network are NABH
accredited and remaining hospitals are in final stages
and nine of its laboratories are NABL accredited. Further,
preparations are ongoing to have MSSH, Saket JCIA
accredited. MSSH Saket during the year was certified for
Nursing Excellence by NABH. Two hospitals; MSSH Saket
and MSSG Shalimar Bagh have got Green OT certification,
by Bureau Veritas. The certificate recognises adherence to
the highest quality and safety parameters for patients and
healthcare workers in the highest infection-prone zone in
a hospital, i.e. operation theatres.
Community Initiatives
MHC Network continued its mission to provide quality
healthcare to the underprivileged; provide holistic and
focused wellbeing of underserved communities through
village adoption; facilitate awareness of health related
issues and work for an eco-friendly environment. During
the period more than 1.7 lakh patients from economically
weaker sections were treated in network hospitals which is
43% higher than last year.
Max India Foundation, who your Company partners with
for contributing to the wellbeing of underprivileged
and to the environment protection efforts has benefited
over 1.7 million people in 660 locations from the
underserved communities across the country in
partnership with more than 400 NGOs. Few highlights for
FY 2015-16 are:
Village Adoption Project – Two villages in Uttarakhand
– Dhakrani and Chandrothi, were adopted by Max India
Foundation for intervention on the issue of health and
hygiene. A number of initiatives on healthcare, sanitation,
waste management and safe drinking water have been
undertaken to improve the lives of the villagers.
Artificial Limb and Polio Calliper Camps – Around 530
people were benefited at the ‘artificial limbs and callipers
camp’ held at Gaya and Dehradun for the disabled.
Traditional Birth Attending Training – Training for
traditional birth attendants (Dai) was organised across
the 13 districts of Uttarakhand. Since huge part of the
population lives in far-flung areas, institutional births are
not always possible.
Healthcare – This year 224,806 patients have been

treated through 912 health camps across India. Max India
Foundation has supported 5,016 high-end surgeries for
the underprivileged. Through its pan-India immunisation
programme, Max India Foundation has immunised 56,170
children across India.
Disaster Relief – Relief was provided for victims of
Chennai floods in December 2015 with medicines and
medical supplies through CII relief operations. A team of
doctors and volunteers from Max Healthcare along with
medicines worth ` 4 lakh were sent to Nepal to provide
medical support to the injured.
Human Resource
The rise of technology and social media has completely
redefined the role of Human Resources around the
world. It has not only impacted big players but every
enterprise present in the market. To keep up with the pace
and mark our presence in the industry, Max Healthcare
people function has incessantly remained agile and swift
to churn out initiatives to nurture and grow our Human
Capital. The infusion of able leadership during FY 2014-
15, strategic alignment of Hospital Operations into clusters
have yielded better synergies and business results in FY
2015-16. Multiple people initiatives taken during the year
have ensured better employee experience for our 10,000
employees (excluding visiting consultants) on a day-to-day
basis. The launch of “DISHA” ERP system has strengthened
a lot of HR processes, from recruitment to exit, from goal
sheet to annual appraisal, the system has ensured a big
move from manual to automated world of governance.
Many tailor-made interventions like Aarambh, Paathshala,
Saksham etc. were introduced to better assimilate new
joiners and to build Supervisory Capability. Lead MHC,
a large-scale interactive programme to disseminate
organisations’ vision and goals, was initiated and concluded
successfully PanMax with key action themes identified.
Higher education sponsorship policy was launched to
provide employees an opportunity to upgrade their skills
and enable greater performance.
MANAGEMENT DISCUSSION & ANALYSIS 47
Nurse’s engagement has always remained critical to success
of the hospital business and Max has made significant
achievements under Nursing Transformation journey in
FY 2015-16. From campus adoption to re-aligning policies
to launching career programme under LHC exchange
programme, each initiative witnessed an overwhelming
response from nursing fraternity. New designations and
competency based hiring was introduced for Front Office
team as part of Mission Pride (Front Office transformation)
initiative and better retention is expected with this move.
Max Healthcare strongly believes in empowering of human
capital with the necessary skills and knowledge and at
the same time, ensuring that the workforce has a great
camaraderie and work-life balance.
Outlook
Max Healthcare was focused on strengthening its existing
operations, integrating newly acquired assets with the
network in terms of processes or policies and leveraging its
operational strengths into significant financial gains during
FY 2015-16. The business will continue to identify and
implement initiatives to achieve sustained revenue growth.
This will involve adding new clinical programmes and sub
segmenting existing programmes. In three to five years
we want to become the most trusted name in healthcare,
known for medical excellence and service excellence with
dominant player in the areas of Oncology, Orthopaedics,
Neuro-sciences, Organ transplant and Cardiac. Much of
MHC’s profitability can be credited to cost optimisation
efforts over the past couple of years, and this will continue
to be an ongoing focus area for the organisation. That does
not however imply that any of this cost rationalisation will
occur at the cost of patient safety or medical quality. The
focus, instead, is on ensuring sustainable value addition by
cultivating the right culture.
The healthcare industry is going to have to go through far
greater scrutiny as we move forward. MHC is dedicated to
its core of Sevabhav and will ensure it comes through in
every aspect of our service delivery.
48 MANAGEMENT DISCUSSION & ANALYSIS

Anika Agarwal
Sr. Vice President & Head -
Marketing, Digital and Direct Sales

Ashish Mehrotra
Managing Director & CEO

Anurag Gupta
Sr. Vice President & Head – Agency Channel
 MANAGEMENT DISCUSSION & ANALYSIS 49

Priya Gilbile Debraj Sinha

Sr. Vice President & Head - Director & Chief Human Resources Office
Health Risk Management

Polly Doak Rahul Ahuja

Chief Strategy Officer & Director of Products Chief Financial Officer
50 MANAGEMENT DISCUSSION & ANALYSIS
Max Bupa Health Insurance Company Ltd. (“MBHI” or “Max
Bupa”), a specialist health insurer, formed in 2010, is a
joint venture between Max India Limited, a multi-business
corporate with expertise in Health & Allied Services, and
Bupa, a leading international healthcare provider with
over six decades of healthcare knowledge. Max Bupa is
helping over two million customers lead healthier, more
successful lives through its comprehensive product and
service offerings.
One of the fastest growing players in the segment, Max
Bupa has established itself as a trusted family health
insurer with a comprehensive suite of products for various
customer segments. The company’s core competency
lies in assessing the evolving needs of its customers and
fulfilling them through innovative, comprehensive, yet
simple products.
A focus on innovation, strong brand equity and customer
centric approach sets Max Bupa apart from other insurers.
Some key differentiators of Max Bupa are as follows:
• Speedy cashless claims
o Max Bupa continues to be the only health insurer
in the country to administer cashless claim
hospitalization requests within 30 minutes, the
fastest turnaround time for any health insurer in
the country.
• A comprehensive and established retail
product portfolio
o 
Max Bupa has distinguished itself by being
the first in the industry to introduce innovative
products and services like coverage for all day
care procedures, lowest waiting period on
maternity, cashless coverage for international
treatment, among others.
o Max Bupa’s flagship product Heartbeat is
recognized as a unique family product in the
industry with a strong value proposition for
various target segments.
• Strong focus on innovation
o Max Bupa was the first Company to introduce
customer centric features like any age enrollment
and lifelong renewability in the country.
o Max Bupa has been at the forefront of deploying
the latest technological tools to offer seamless
and real time service to its customers like state
of the art CRM, Workflow Management System
etc.

• Strong brand equity
o 
Max Bupa has been recognized as one of
the most trusted and reputed brands in the
health insurance segment with a strong value
proposition for its customers. It has been rated
as the the most trusted health insurance brand
three times in a row in an independent multi city
consumer survey conducted by Trust Research
Advisory
o 
Max Bupa has invested in unique brand
initiatives like Max Bupa Walk for Health to build
awareness around health and well being
Max Bupa’s strong foundation rests on its core values –
Caring, Respectful, Ethical, Accountable, Trustworthy and
Enabling (CREATE). This value system has enabled Max
Bupa to establish itself as one of the most trusted and
admired health insurance players in India.
INDUSTRY DEVELOPMENTS
Though the penetration of Health Insurance is still under
1% of India’s GDP, the sector continues to be the fastest
growing segment in the non-life insurance industry. Total
Health Insurance premium grew 22% to ` 24,784 crore in
FY 2015-16 from ` 20,255 crore in FY 2014-15. Increase
in lifestyle and chronic illnesses like Diabetes, Cancer and
Cardiovascular illnesses along with double digit growth
in medical inflation is leading to an increase in demand
for health insurance. As per industry estimates, the total
health insurance market is expected to grow 2X to ~
` 50,000 crore by FY 2020.
Max Bupa is focusing on the B2C Health Insurance segment
which , at ~25% CAGR is outpacing the industry growth.
The industry continues to be dominated by 4 public sector
companies that together command 60% market share. The
rest of the market is divided between 22 private sector
players, of which 5, including Max Bupa, are standalone
health insurance players. The industry continues to attract
new entrants like Kotak General, Aditya Birla Novo among
others.
OPERATIONS – HIGHLIGHTS
Max Bupa has a strong customer base of ~2.05 million in
India, serviced through its multiple distribution channels
that include - a network of 12,600+ agents across the
country, an in-house telesales team which caters to almost
500 cities, bancassurance partnership with leading Indian
and international banks, large non banking financial
corporations and a robust online sales channel.
Max Bupa has 1386 employees in 27 offices spread across
16 cities - Delhi, Mumbai, Hyderabad, Chennai, Bangalore,
MANAGEMENT DISCUSSION & ANALYSIS 51
Pune, Ludhiana, Chandigarh, Jaipur, Thane, Surat, Kochi,
Kolkata, Patna, Goa and Jodhpur.
Post favourable regulatory changes that enabled the
distribution of health insurance products by banks in
FY 2014-15, Max Bupa partnered with several leading
banks and non-banking financial corporations. Today,
the Company has distribution agreements with Bank
of Baroda, Standard Chartered Bank, Federal Bank, RBL
Bank, Deutsche Bank, Bajaj Finserv and Muthoot Finance
and with top third party distributors like NJ Brokers and
Policy Bazaar. These partners are helping Max Bupa offer
its products and services to its customers across the
country. The company’s recent partnership with Bank of
Baroda for distribution of its health insurance products
is its largest business partnership to date and among the
biggest bancassurance alliances in the health insurance
segment. The partnership gives the Company access to the
bank’s network of 5400 domestic branches and 60 million
customers across the country.
Another key development was the strengthening of the
successful association of Max India and Bupa, with Bupa
receiving the requisite regulatory clearances to increase its
stake in the business from 26% to 49%. The application
to increase Bupa’s shareholding was submitted following
changes to India’s foreign direct investment rules to allow
up to 49% ownership of insurance companies by foreign
investors. Bupa demonstrated its strong commitment to
the Indian market by being the first foreign investor to
announce its intent to increase its shareholding in the
business last year.
Max Bupa’s indemnity product offerings including its
flagship product Heartbeat and Health Companion
continue to be well received in the market and contribute
to steady sales growth. With many industry first features
like international cashless treatment for 9 critical illnesses,
coverage for 14 relationships in a single policy and tapering
co-pay for senior citizens, Heartbeat continues to be one
of the most comprehensive health insurance products in
the market. The refreshed version of Health Companion
saw a significant uptake in metros and tier 2 and 3 cities.
The product comes with attractive geographical pricing,
wherein customers can avail differentiated premiums
basis their city of residence, making it relevant to wider
range of customer segments across the country. Max Bupa
also introduced customizable versions of Group Health
Insurance and Group Personal Accident products for its
Bancassurance and Alliances partners such as Ratnakar
Bank, Muthoot & Bajaj Finserv in FY 2015-16. The Company
will continue to innovate and expand its retail portfolio in
FY 2017, to provide its customers with a wider choice of
products and services.
52 MANAGEMENT DISCUSSION & ANALYSIS
Max Bupa invested significantly in building service
differentiation through the launch of Max Bupa’s unique
Customer Relationship Management (CRM) system that
enables a single view of customers, significantly reduces
turnaround time and facilitates personalized service. It has
been recognized as the best service innovation in Insurance
by Celent in 2016. Post the launch of CRM, there has been
a 30% reduction in call volume, reduction in average call
handling time and 6% increase in first time resolution ,
thereby enhancing the overall customer experience.
FY 2015-16 marked the launch of Max Bupa refreshed
brand identity, representing a stronger synergy between its
parent companies, Max India and Bupa. The new identity
was rolled out across the entire ecosystem including
employees, customers and partners.
Last year also saw the transformation of Max Bupa’s
flagship health initiative, Walk for Health, into a national
movement led by Indian Olympians. The fourth edition of
Max Bupa Walk for Health initiative was a 33 day inter-
state walkathon with ‘Walk India Walk’ as its theme. The
initiative inspired 30,000 families across 5 states and
15 cities to incorporate more walking into their lives
and touched 33 million Indians through an integrated
multimedia campaign.
Key campaign results:
o The social media campaign on Facebook and Twitter
resulted in 265 million impressions and reached 50
million people. Celebrities, influencer and participants
across multiple cities shared their experiences widely
on social media, making the campaign trend on
twitter six times during the 33 day walk period.
o 
The initiative was widely publicized by the Times
Group through a high decibel 4 week campaign
which included 30 advertisements in leading Times
Group publications and more than two hours of live
editorial coverage on Times Now
o The movement became a talking point across multiple
platforms with more than 700 news articles in print,
online and electronic media across the country.
Max Bupa’s key performance indicators for the
year are as follows:
1. 
Gross Written Premium (GWP) increased 28% to
` 476 crore in FY 2015-16 from ` 373 crore in
FY 2014-15.
2. Urban customer base crossed 1 million in March 2016,
increasing the overall customer base to 2 million.
3. Provider network increased to ~3,600, spanning over
480 cities in India
4. 10th largest private health insurance provider with
an estimated market share of 4.3% in the private
segment.
5. In addition, Max Bupa gained significant industry
recognition during the year:

o Recognized as the best BFSI Brand 2016 in the
Health Insurance Category by The Economic
Times, owing to the brand’s strong market
equity, focus on innovation, ‘customer first’
philosophy and unique initiatives like Max Bupa
Walk for Health.
o Recognized for ‘Technology Maturity’ at the 6th
India Insurance Awards 2016 for Omni channel
CRM platform which is helping the business
enhance its operational and cost efficiencies and
deliver exemplar customer experience.
o Emerged as the Most Trusted Health Insurance
brand in the Brand Trust Report 2016. This is
the third consecutive year of Max Bupa being
recognized as the most trusted Health Insurance
brand by the Brand Trust Report. Published
by TRA, through an independent consumer
research across 16 cities in India.
o Recognized for best IT practices at Model Asia
Insurer of the Year 2016 for implementation of
an onmichannel based integrated operational
MANAGEMENT DISCUSSION & ANALYSIS 53
CRM solution that enables convenient, faster
and more accurate services to customers, agents
and partners
o The only Health Insurer to be listed as a Super
brand in FY 2015-16. Superbrands is one of the
biggest consumers awards in the country. The
selection process involved participation from
17,000 consumers and a group of eminent jury
to select the top 100 brands.
o Heartbeat Health Insurance Plan recognized as
Innovation of the Year at the Golden Peacock
Awards 2015 for its industry first features like
health insurance coverage for 14 relationships
in a single family and cashless treatement for
critical illnesses abroad.
o Recognized as ‘Claim Service Leader of the Year’ at
the 5th Indian Insurance Awards 2015 for superior
claims experience offered to its customers through
its 30 minutes cashless claims promise.
54 MANAGEMENT DISCUSSION & ANALYSIS
STRATEGY
Max Bupa will continue to build its expertise in the retail
segment and be the provider of choice for high net worth
and affluent segments in the top 20-25 cities in India. At
the same time it will broad base the franchise to tap in to
the growing mass affluent segment.
Refresh of existing indemnity and fixed benefit product
portfolio as well as multiple new launches are on the
anvil. Our focus will be on developing simple, easy to
understand products which can be distributed effectively
through multiple distribution partners.
Bank of Baroda entered into a strategic alliance
with Max Bupa to offer comprehensive health
insurance plans to its 60 million customers:
o Max Bupa to offer customised over the counter
products to Bank of Baroda’s customers
o Digitally enabled instant policy issuance for customers
o 
Multiple sum insured options ranging from ` 2
Lac to 20 Lac to cover wide spectrum of the bank’s
customers
o Indemnity products as well as fixed benefit offerings
(Critical Illness and Personal Accident)
o Customised product propositions for each segment -
savings account and current account holders (salaried,
self-employed, senior citizens), loan customers (home
loan, personal loan, consumer loans), SME and Agri
segments among others
Max Bupa will continue to strengthen its direct tie up with
over 3,600 hospitals covering 480 cities where it facilitates a
superior cashless experience for its customers. In addition,
the Company supports its customers directly through its
in-house team of professionals including doctors.
Max Bupa has adopted Health Risk Management (HRM)
as the core enterprise philosophy. HRM ensures that risk
principles guide the design and development of products,
sales process, underwriting and policy servicing processes.
Max Bupa has taken significant steps towards its
commitment of exemplary customer service through roll
out of state of the art CRM system. CRM is a key step in
Max Bupa’s digital journey and the Company will invest
further in digital to drive superior customer experience
and operational efficiencies.
Max Bupa will continue to invest in development of
its ~1400 strong workforce through deployment of a
formal talent assessment, management and development
framework.
REGULATORY ENVIRONMENT
During the year, the industry has seen significant changes
on the regulatory front. The regulatory environment has
changed significantly due to amendment of the Insurance
Act and modifications in policies of the central government.
In addition to introduction of new distribution channels
like Point of Sale and Insurance Marketing Firms, the IRDAI
also amended important regulations related to Corporate
Agency, Individual Agents and Rural Social Obligations
for insurers. These changes will lead to emergence of new

distribution channels and help insurers penetrate into
more markets in a cost effective manner.
The regulator has also issued number of draft regulations
including draft health insurance regulations and draft
payment of commission/remuneration to insurance
agents. These draft proposals by the IRDAI can impact
multiple facets of the insurance industry and the business.
Implementation of the important recommendations that
has been made by the Health Insurance Committee, should
lead to tangible benefits and propel industry growth.
These include: a) putting curbs on mis-selling, improving
transparency through standardized norms on disclosures,
b) reform enabling ability to increase premiums linked to
an inflation index and c) have an entry age based premium
pricing model, to enable the industry cater to even the
elderly, who in fact are more in need of cover and support.
MANAGEMENT DISCUSSION & ANALYSIS 55
OUTLOOK AND RISKS
Indian health insurance continues to remain a
fundamentally attractive industry with growth projections
of ~15% over next 5 years and the industry is expected
to double from the current levels of ~ ` 27,000 crore. The
industry is gradually shifting towards the B2C segment as
witnessed over the last few years and is expected continue
this trend – B2C segment is the fastest growing segment
with a CAGR of 25% over the last 5 years. Max Bupa plans
to continue building on its expertise in the retail segment
and add more families through its innovative product and
service proposition. With established processes, a stable
sales team and growing reputation, Max Bupa will continue
to capitalize on its market differentiation and build long-
term customer relationships.
56 MANAGEMENT DISCUSSION & ANALYSIS

Tara Singh Vachani

Managing Director & CEO

Ambica Chaturvedi AVK Rao

Director - Human Capital Director - Finance & Accounts

Badar Afaq Deepa Sood

Head - Information Technology Legal Counsel
 MANAGEMENT DISCUSSION & ANALYSIS 57

Gyanendra Pratap Singh Sanjay Bhatia

Head - Procurement & Contracts Head - Relationship Building

Harsh Sharma Kenneth Sannoo

Head - Projects Director - Community Development

Renuka Dudeja Saumyajit Roy

Head - Brand & Communications Director - Business Planning & Performance

Jishnu Veliyath Nitin Mathur

General Manager - Community Operations Head - Contracts
58 MANAGEMENT DISCUSSION & ANALYSIS

Antara Senior Living is an inspiration of the Max India
Group to create an active, vibrant residential concept
for progressive seniors. Spread over 13.6 lush green
acres in Dehradun, Antara is a luxurious, fully-integrated
community designed around the safety, wellness and
lifestyle requirements of progressive seniors above the
age of sixty. The promise of a better life at Antara for
our residents is built on the pillars of a unique location,
thoughtful design, a curated community and holistic well-
being.
Antara thus is a luxury continuous care proposition – a
comprehensive ecosystem that embraces and encourages
the idea that life can be magical post sixty. With a fulfilling
lifestyle and myriad opportunities to explore, engage
and enjoy, Antara is an impeccably designed, rigorously
serviced community where life is savoured in the luxury of
nature with like-minded people.
At Antara, the aspiration is to create a community where
our residents feel they belong with each other without
truly knowing each other from the past. Common interests,
beliefs and enthusiasms tie our residents together
in inexplicable threads to thus build and nurture a
community where friends become family. We are building
a community that truly allows like-minded people to find
each other and thus feel comfortable to call Antara their
home. We truly believe there is no age limit on a life of
activity and significance.
OUR CONCEPT AND POSITIONING
With a growing number of seniors, who are well-travelled
and are accustomed to a certain quality of life and
infrastructure, Antara is a community which enables them
to maintain the lifestyle they’re habituated to.
Carefully crafted by internationally renowned architects
Perkins Eastman from New York and Esteva & Esteva from
Spain and under-construction by experienced construction
partners such as Shapoorjii Pallonji (Civil works), Sterling
Wilson (Plumbing & Fire Fighting), Jakson (Electricals),
Antara is being created with a unique design philosophy
to encourage the utmost quality of living. This has been
woven into the fabric of the community through a strict
adherence to international standards of senior specific
design intervention. With 50,000 square feet of recreational
spaces, 200 plus apartments and premium facilities, Antara
Senior Living brings a unique dimension to senior living in
the Indian subcontinent.
At Antara Dehradun, residents will wake up to the glorious
views of the Mussoorie hills, dig into curated F&B options
at the restaurant, bar and deli, be pampered at the spa
at the 50,000 sq. ft. clubhouse, work out with a personal
MANAGEMENT DISCUSSION & ANALYSIS 59
trainer, exercise at the gym, plan an outing at the nearby
natural reserve forests or spend the afternoon indulging in
a long list of arts, sports and entertainment options.
Flanked by the super specialty Max Hospital in Dehradun,
the community also provides for the complete care of
resident’s physical health, as well as their minds and spirit.
KEY OPERATIONAL DEVELOPMENTS OF
FY 2015-16
FY 2015-16 was focused on the following initiatives:
1. Accelerating construction works for Dehradun.
2. Developing Antara’s resident community.
3. 
Cultivating operational readiness and execution of
pre-operations plan.
4. 
Building our corporate systems, processes and
an integrated technology platform to help drive
efficiency.
We are pleased to report good progress on all of these
fronts.
ACCELERATING CONSTRUCTION WORKS
Antara’s project team over the last 30 months, has
demonstrated its ability to work in a challenging local
environment and climatic conditions while focusing on
delivery of high quality outputs. At an overall picture, as
opposed to a full completion target of December 2015, the
project is estimated to be completed by December 2016.
However, 50% of the residences will have possession letters
handed over in Q3 FY 2016-17 and rest will be handed
over in a phased manner over rest of the financial year.
The project team is working closely with finance, operations
and other teams to accelerate project completion. As
of March 31, 2016, structural work for all residences are
completed and internal finishing works are in advances
stages in residence 3, 4, 5 and 6. Engineering and utility
works are also in advanced stage of completion.
DEVELOPING ANTARA’S RESIDENT COMMU-
NITY FOR DEHRADUN
In May 2013, the Company started bookings for the
Dehradun community and has over the 33 months built
a robust engine to develop the Antara brand and engage
with potential residents through a highly interactive
process. In line with our vision, Antara’s signed-on residents
today exemplify a genre of seniors who are progressive
and passionate for embracing new experiences. Over
the past year, Antara has pursued diverse marketing and
60 MANAGEMENT DISCUSSION & ANALYSIS
brand building initiatives, customer acquisition events and
activities. The results of this has seen a growth from 1.7 per
month in March 2015 to 2.5 in FY 2015-16.
The revised lead generation and brand building initiatives
include well-planned campaigns over print and digital
media in addition to advertorials, and resident and client
events. The last year has also seen a renewed focus on
data analytics with the successful implementation of an
enterprise wide Microsoft Dynamics CRM.
CULTIVATING OPERATIONAL READINESS
The hallmark of successful high quality service delivery is
prior planning and preparatory works. Antara’s community
operations team has completed its hiring of key team
members and is spending the time pre-operations in
design of its standard operating procedures, establishing
operational IT systems, training programmes amongst
other activities.
The operations team is also working very closely with
the site projects team to be part of its quality journey,
as each space within the community moves from civil to
finishing activities. This close synchronisation will help
the operations team complete a seamless handover from
projects over the next three quarters.
BUILDING CORPORATE SYSTEMS AND PRO-
CESSES
The Company is pleased to report that it now has a
dedicated team of 95 team members catering to a variety
of business functions. Majority of the additions in team
have been at the project site and are now expected to be
in the operations team. The Company has also invested
significant time and effort in creating necessary processes
and systems, and is leveraging information technology for
productivity gains.

INDUSTRY OUTLOOK
Senior living as an industry category is witnessing growth
phase with existing players trying to step up and develop
higher value products as well as new entrants trying to
launch their first senior living ventures. While most of the
offerings in the market continue to be delivered as real
estate products by traditional real estate developers, there
are instances where non real estate players have started
venturing into senior living. In terms of size of units, while
most of the early communities were of a size of 100-200
units, some of the new communities have started over
400 units. The average price point in the market is also
witnessing an upward trend with the concept gaining
popularity in the mind space of seniors. Senior living
continues to be more acceptable as a concept in South
and West India with established players expanding to do
more projects in their respective regions. However, there
are new projects which are coming up in East and North
India as well. As per our estimates, there are 10 serious
players in the senior living sector in India and about 40
new entrants trying to create their first community.
MANAGEMENT DISCUSSION & ANALYSIS 61
FY 2016-17 OUTLOOK
Over the course of FY 2016-17, Antara’s focus will be
towards successfully launching the Dehradun community,
seamlessly migrating from executing the project to taking
good care of our residents. The Company will continue
to build its brand positioning and product awareness
amongst the target customers by various public relation
initiatives, events and activities to generate customer
leads and will create engagement programmes for signed-
on residents. The Company aims to have over 180 team
members on-site once the community is fully functional.
The Company will also take steps in FY 2016-17 towards
charting a clear roadmap for future communities and
other avenues of business growth.
 62 MANAGEMENT DISCUSSION & ANALYSIS

Anshuman Kamthan Sarika Swarup

VP & Key Account Manager VP & Head - Content Development
(MBHI account)

Koninika Mitra Sudhir Nair

VP & Head - Human Resources VP & Key Account Manager
(MHC account)

Rajender Sud
Chief Executive Officer

Pushkar Saran Sunil Solanki

CVP & Head - Business VP & Key Account Manager
Operations & Strategy (MLIC account)

INDUSTRY OUTLOOK
Skill development is widely recognised as the driver of
higher productivity, better quality employment, income
growth and economic development. As many as 22 million
young Indians are expected to join the workforce every year
until 2022. For them to form a suitably skilled workforce,
the gap between education and training would need to be
bridged rapidly. The Government is now trying to address
this pressing necessity recognising that a majority of the
Indian workforce lacks employable skills. This has led the
government to create an engaging ecosystem to cater to
the training needs of Indian citizens.
THE COMPANY
Skill development is equally critical for productivity growth
and competitiveness at the enterprise level. According to
our own estimates, Max Group will recruit over 1,50,000
employees and agent advisors over the next five years.
This created a need of an efficient training Company which
would help nurture a consistent pipeline of well-trained
professionals in an efficient manner. With this aim, Max
SkillFirst (MSF), a wholly owned subsidiary of Max India,
was formed on May 1, 2015. This initiative would also
enable the Max Group to build a uniform culture across all
their businesses to help achieve the vision to be the most
admired corporate in service excellence.
Max SkillFirst’s aim is not only to introduce dynamic
forms of skill enhancement and learning, but also to
reinvent established training processes and challenge the
traditional learning anddevelopment paradigm.
HIGHLIGHTS OF FY 2015-16
With a strong base of 300 plus trainers, Max SkillFirst has
imparted over 3.5 lakh hours of training through more than
80,000 sessions in FY 2015-16. The Company has earned
` 35.3 crore in revenues with a PAT of ` 1.3 crore in its first
year of operations.
IMPROVING TRAINING EFFICIENCY THROUGH
TECHNOLOGY technology solutions. Going forward, MSF will focus on
Max SkillFirst has rolled out training administration through
an Enterprise Learning Management (ELM) system in Max
Life and Max Bupa. The ELM has improved workflows while
enabling smooth system performance, which has led to
better discipline and has generated highly positive user
response on training system performance. The Company
has also developed high end technology which includes
‘App based learning on the Go’ and use of IVR for quick
recall for trainers. The unique recipe of technology enables
MANAGEMENT DISCUSSION & ANALYSIS 63
participants to learn skills they need, anytime, anywhere,
and on any device, ranging from PC to a smart phone to
a Tablet.
CONTENT AS A DIFFERENTIATOR
Content is one of the key differentiators of Max SkillFirst. In
FY 2015-16, there was complete transformation of content
in terms of user engagement, application of instructional
design principles, focus on real-life simulations and role-
plays and standardisation. We have leveraged technology
to transform content into game-based, immersive
and adaptive solutions, using real-life scenarios and
simulations. Most importantly, the content has become
trainer agnostic, scalable and learner-centric. We have
created 400 plus hours of classroom and 40 plus hours
of e-learning and video-based content. The e-Learning
modules have been developed in nine regional languages.
PEOPLE CULTURE
Max SkillFirst has adopted a “People First” strategy to
create a holistic framework to address the aspirations of
a ’High Performing Workforce’. As part of this strategy,
there is a core employee value proposition comprising of
4Cs: Career, Certification, Culture and Compensation. In FY
2015-16, the company’s focus was on building a robust
foundation for the newly formed entity by streamlining
people processes and creating employee friendly practices.
We have focused on talent development through online
and classroom learning interventions. Till date, over
280 trainers have undergone internal certification on
facilitation skills and execution excellence. We have
created a framework to provide opportunities to work
across industries by providing cross-functional movement
and career growth through internal job postings.
FY 2016-17 OUTLOOK
The company’s focus for FY 2017 will be on building
capacity and capability for effective business delivery in
order to have impactful business results, ensuring best
in class employee experience and implementing scalable
value based hiring and a structured roadmap for learning
and skill upgradation. FY 2017 will also be dedicated
towards expanding the company’s footprint by imparting
training to other companies in the Max Group – Antara
Senior Living and Max Speciality Films.
64 MANAGEMENT DISCUSSION & ANALYSIS

BUSINESS RESPONSIBILITY REVIEW

Max India Foundation – 2015 -16
Rashid, 50, a motor mechanic by profession and a father
of four children, living in Dhakrani village in Uttarakhand
was suffering from a hip problem for the last two years due
to which he had become totally immobile. The sole bread
earner for his family, Rashid was in a quandary about
curing this ailment. It was beyond his means to consult a
good doctor.

It was one of those days when a health check-up camp was

organised in his village – where he went to request for help
from Max India Foundation (MIF). Mohini Daljeet Singh, CEO
of MIF who was present at the camp helped and directed
him to the doctors who examined him and concluded that
he required hip surgery to cure his condition. Looking
at his financial situation, with his family’s total economic
dependence on him, MIF facilitated his treatment at the
Max Super Speciality hospital, Dehradun pro bono. Under
the able supervision of doctors at the hospital, Rashid has
undergone a successful surgery.

Fatima, Rashid’s wife is elated as she says, “We could never

imagine that we will ever be able to afford my husband’s
treatment. The family was totally dependent on his
earnings and I didn’t know how to pay my children’s fees
or even buy the next meal. I’m really grateful to Max India
Foundation for supporting us in hard times”.
 MANAGEMENT DISCUSSION & ANALYSIS 65

Rashid’s first surgery took place in March. Already feeling

quite positive, Rashid is all set to begin his new phase of
life!

Multiple other cases similar to Rashid’s in 6 different

medical specialities including cardiology, paediatrics and
gynaecology have been supported by MIF in Dhakrani as
part of the village adoption project.

Max India Foundation (MIF) represents the Max Group’s

social responsibility aspirations, and represents the CSR
efforts of all 3 Max Group holding companies, including
Max India. As a part of the extension of the Max Group’s
core value of ‘Sevabhav’, two villages in Uttarakhand
– Dhakrani and Chandrothi gram sabha were adopted
in 2015 to improve health and hygiene levels in these
villages. Numerous initiatives on healthcare, sanitation,
waste management and safe drinking water have been
undertaken to improve the lives of the villagers.

The volunteers from Max Life Insurance’s Dehradun office

have been actively involved in village outreach to spread
awareness on waste management, health and hygiene
along with financial literacy. So far, 400 households have
been covered under this drive.

A sewerage project has been initiated in the village through

Punjab based Indo-Canadian Village Improvement Trust.
Around 30,000 feet of sewerage network pipes have been
laid in the village and a treatment plant has been installed.
Bi-weekly health camps for women and children have been
organised in the region through Bella Healthcare Charitable
Trust. 87 camps have been conducted till date benefitting
5,136 patients. In all 9,384 people were touched through
different health awareness campaigns.
Nine multi-speciality camps benefiting 2,651 patients,
were organised with the support of Max Healthcare,
Dehradun during FY 2015-16. Twelve immunisation camps
supporting 1,147 children were also organised during the
year.
A solid waste management system covering the entire
village has been operationalised. To sustain this initiative,
measures such as door to door waste collection are now in
force. Colour coded waste bins have been distributed in all
1,884 households in addition to installation of community
dustbins.
A production unit for sanitary napkins aimed at better
hygiene for local women is under installation in Dhakrani.
This unit will be run entirely by women, thus providing
employment opportunity to the local women.
Max India Foundation adopted Chandrothi Gram Sabha,
Dehradun as the second village under its village adoption
program along with Antara Senior Living. A solar street
light project in the dark winding roads of Guniyal Gaon,
Chandrothi Gram Sabha, was commenced in December
2015 and is expected to be completed in mid-2016. The
Government School in ‘Guniyal Gaon’ has been provided
with library books, sports equipment and a fully equipped
Audio Visual room. A cleaning vehicle has also been
commissioned in the village.
A Health centre at Antara Labour camp site caters to
the immediate basic medical requirement of the nearby
villagers and the surrounding areas. 8,070 patients were
treated at the health centre till March 2016.
The village adaption program in Uttarakhand is in line
with Max India Foundation’s (MIF) mission to provide
quality healthcare to the underprivileged; provide
holistic and focused healthcare for the wellbeing of
underserved communities; village adoption; facilitate
awareness of health related issues and work for an eco-
friendly environment. The Foundation seeks to achieve
its mission by engaging volunteering services of Max
Group employees and partnering with reputed NGOs
for the execution of its chosen projects. The employee
volunteerism also encourages a strong spirit of bonding
between employees of the Max Group.
Guided by its vision of “Caring for Life” the Foundation
since its inception in 2008, has benefitted over 1.6 million
people from the underserved communities, in 667
locations across the country in partnership with more
than 400 NGOs. MIF’s interventions include pan India
immunisation camps, health and cancer screening camps,
health centres and artificial limbs & polio callipers camps
along with facilitating high end surgeries and treatment.
66 MANAGEMENT DISCUSSION & ANALYSIS
Cancer has been a focus area recently due to the alarming
increase in incidence and inability of the underserved to
afford its treatment and the accompanying challenges.
MIF works on every aspect of health, from spreading
awareness, screening, advocating early diagnosis to
supporting treatment. The Foundation is also proactive on
preventive health through immunisation and screening of
children.
800 specially-abled people benefitted in
FY 2015-16
800 specially-abled people were benefitted through
different camps and medical interventions last year.
Around 348 people were benefitted at the ‘artificial limbs
and calipers camp’ held at Gaya district from March 5, to
March 9, 2016 for the disabled. This camp was organised
by Max India Foundation in association with Bhagwan
Mahaveer Viklang Sahayata Samiti (BMVSS) – the
organisation behind the promotion of ‘Jaipur Foot’, under
the stewardship of His Holiness Karmapa Ogyen Trinley
Dorje Dehradun.
A similar camp was organised in Dehradun with Manav
Sewa Sannidhi where 219 differently-abled people
benefitted.
Six motorised vehicles were given away to patients
through Rajiv Gandhi Foundation while one wheelchair
was donated to Agewell Foundation India, an NGO that
works for the welfare of elderly.
A ‘viklang’ camp was organised by Bharat Vikas Parishad,
Alaknanda Branch in association with Max India Foundation
in January this year at Arya Samaj Mandir, GK II, and New
Delhi where 46 people benefitted.
15 people are provided artificial limbs every month
through Kiwanis Artificial Limb Centre.
Special Care and Support for Cancer Patients
Support to 25 oncology cases have been provided through
Max Healthcare. 296 children have been supported with
cancer treatment through its NGO partner – CanKids,
Kidscan, an organisation dedicated to change for childhood
cancer in India.
Since 2008, MIF works closely with CanSupport, an NGO
that provides homecare and palliative care to patients
with cancer. In the last year, 209 cancer patients have been
provided palliative support while 2,557 home visits were
made by the organisation with support from MIF. ‘Walk for
Life’, an event to raise awareness on cancer is organised by
CanSupport every year which is actively sponsored by MIF.
28 cancer HPV DNA tests were carried out through the
Indian Cancer Society, New Delhi. Boarding and lodging
of families of 45 cancer patients was provided through St.
Jude India Child Care Centre, Noida.
Traditional Birth Attendant Training
Since a substantial section of the India population
lives in remote areas, institutional births are not always
possible. Training for traditional birth attendants (Dai)
have been organised across all 13 districts of Uttarakhand.
The Dehradun district Dai training phase was officially
inaugurated on June 4, in Dehradun by the Honourable
Health Minister Uttarakhand, Shri Surender Singh Negi.
More than 1400 Dai’s were trained during this campaign.
Similar trainings are being done by NGO partner Seva
Mandir, Udaipur that works towards improving Maternal
Health in Tribal Population of Southern Rajasthan. With

support from MIF the organisation has benefitted 8,236
people since Jan 2013.
Immunisation Camps – Through its pan India
immunisation program, Max India Foundation has
immunised 13,475 children through 283 camps across
India. 35,530 immunity shots have been given during the
entire year.
Surgeries and Treatment – Max India Foundation has
supported 1,010 high-end surgeries for the under-
privileged. These surgeries include a large number of
paediatric cardiac surgeries, brain tumour surgeries,
reconstructive surgeries, neuro surgeries, orthopaedic
surgeries, cataract surgeries, oncology care and renal
transplant.
Health Camps for the Underprivileged – MIF organises
multi-specialty camps for the underprivileged in various
semi-urban and rural locations where there is no
access to specialised medical treatment. Poor patients
are screened and given free medicines. Surgeries and
treatment are also facilitated for those in need. This year
146,403 patients have been treated through 588 camps
across India.
Health Centres – In pursuance of providing quality
healthcare to the under privileged, the Foundation has
set up 8 health centres in Delhi, Uttarakhand and Punjab
regions in partnership with like-minded NGOs. 46,045
patients have so far been treated at these health centres.
Health Awareness – Max India Foundation has been
proactively running Health awareness programs in
different areas of its presence. In the last financial year,
33,830 people including women and children have been
MANAGEMENT DISCUSSION & ANALYSIS 67
touched with awareness on issues like menstrual hygiene,
hand washing, healthy eating, health & hygiene, dengue
and tobacco related diseases.
Disaster Relief – Relief was provided for victims of
Chennai floods in December 2015 with medicines and
medical supplies through CII relief operations.
Max India Foundation in collaboration with Max Healthcare
initiated Operation Sadbhavna, under which relief material
was dispatched for the victims. A team of doctors and
volunteers from Max Healthcare along with medicines
worth ` 4 lakhs were sent to Nepal to provide medical
support to the injured.
Outlook
In its 8 years of existence, Max India Foundation has
made significant strides in executing healthcare-focused
CSR activities, carving a niche for itself with its quality
of execution and compassion. Going ahead in FY 2017,
MIF will continue its work in the principal verticals of Pan
India Immunisation, Preventive Health Awareness through
camps, screenings, talks, films, social media, Village
Adoption, Environment Conservation.
Specifically the Foundation will focus on specific campaigns
including an Anti-Tobacco Campaign, Prevention of
Dengue, improving Oral Health among children, Cancer
Screening, Waste Management, among others.
While Max India Foundation has consistently helped
and benefitted an increasingly larger proportion of the
underserved population, MIF firmly believes that there are
yet significant milestones to achieve, which will be covered
slowly but surely.
 MAX INDIA LIMITED
(Formerly known as Taurus Ventures Limited)

STANDALONE
Dear Members, Scheme of Arrangement
Your Directors have pleasure in presenting their first report along with In terms of the Composite Scheme of Arrangement amongst Max
the Audited Financial Statements of the Company for the period Financial Services Limited (formerly known as ‘Max India Limited’)
covering January 1, 2015 being the date of incorporation of the (‘MFSL’), Max India Limited (formerly known as ‘Taurus Ventures
Company, upto March 31, 2016. Limited’) (‘the Company’) and Max Ventures and Industries Limited
Financial Results (formerly known as ‘Capricorn Ventures Limited’) (‘MVIL’) and their
respective Shareholders and Creditors, as sanctioned by the Hon’ble
The Standalone financial performance of your Company for first High Court of Punjab & Haryana vide order dated December 14, 2015
financial year ended March 31, 2016 is summarized below: (‘Composite Scheme of Arrangement’), MFSL demerged its activities
(Rs. Crores) relating to holding and nurturing investments in Health and Allied
For the period from January 1, Activities, into the Company. Accordingly, the Investment held by MFSL in
Particulars Max Healthcare Institute Limited (engaged in Healthcare business) and
2015 to March 31, 2016
subsidiaries including, Max Bupa Health Insurance Company Limited
Income
(engaged in Health Insurance business) and Antara Senior Living
Revenue from operations 68.15 Limited (engaged in Senior Living business) stood transferred to the
Other income 0.01 Company w.e.f. Appointed Date i.e. April 1, 2015.
Total revenue (I) 68.16 Share Capital and allotment of shares on account of Composite
Scheme of Arrangement
Expenditure Prior to the Composite Scheme of Arrangement becoming effective,
Employee benefits expense 22.51 the Company was a wholly owned subsidiary (WOS) of MFSL with the
Depreciation & Amortisation 0.73 authorized and paid-up share capital of Rs. 500,000 (Rupees Five
Other expenses 22.29 Lakhs only) comprising of 2,50,000 (Two Lakh and Fifty Thousand)
Equity Shares of Rs. 2 each.
Total expenses (II) 45.53
This initial authorised share capital of the Company was increased to
Profit/(loss) before tax 22.63 Rs. 200,000,000 (Rupees Twenty Crores only) on January 13, 2016 in
accordance with the provisions of applicable laws.
Tax expense 8.29
After the Composite Scheme of Arrangement becoming effective, the
Profit/(Loss) After Tax 14.34
authorised share capital of MFSL, to the extent of Rs. 400,000,000
Consolidated Results (Rupees Forty Crores only) was transferred to the Company and
The consolidated financial performance of your Company and its accordingly, the authorised share capital of the Company was
subsidiaries for the first financial year ended March 31, 2016 is increased to Rs. 600,000,000 (Rupees Sixty Crores only) as of
summarized below: January 15, 2016.
(Rs. Crores) As per the requirement of the said Composite Scheme of
Particulars For the period from January 1, Arrangement, the Company had issued and allotted a total of
2015 to March 31, 2016 266,983,999 equity shares on May 14, 2016, in the ratio of 1(one)
Income equity share of Rs. 2 each fully paid up of the Company for every
Net Sales 67.31 1(one) equity share of Rs. 2 each fully paid up, held by the
shareholders in MFSL on January 28, 2016 (record date) and the
Service Income 1044.41
initial issued, subscribed and paid up share capital of Rs. 500,000
Other operating revenue and investment 100.15 (Rupees Five Lakhs only) which was subscribed by the MFSL and its
income nominees was cancelled, in terms of the Composite Scheme of
Other Income 15.63 Arrangement.
Total Revenue (I) 1227.50 The Paid up Equity Share Capital of the Company as on the date of the
Expenses report is Rs. 53,39,67,998 (Rupees Fifty three crores Thirty nine Lacs
Purchase of pharmacy and 185.70 sixty seven thousand nine hundred and ninety eight only) comprising
pharmaceuticals supplies of 26,69,83,999 equity shares of Rs. 2 each.
(Increase)/ decrease in inventories of (1.23) Change of Name and Object Clause
traded goods Your Company was originally incorporated as Taurus Ventures Limited
Employee benefits expense 319.33 on January 1, 2015.
Claims and other benefits payout 232.67 Subsequently, it amended the objects clause of its Memorandum of
Other expenses 482.90 Association and inter-alia included therein few more objects like
carrying activities relating to Healthcare, Senior Living projects,
Depreciation & Amortisation 55.54
Management and Consultancy Services and promoting, holding and
Financial Cost 40.96 nurturing of companies engaged in health insurance businesses, or
Total Expenses (II) 1315.87 having similar objects as that of the Company. The same has been
approved and taken on record by the Registrar of Companies on
Profit /(Loss) Before Tax (I-II) (88.37) November 10, 2015.
Tax Expense 10.20 Pursuant to the Composite Scheme of Arrangement coming into effect, the
Profit / (Loss) After Tax (98.57) Company was re-named as MAX INDIA LIMITED and a fresh Certificate of
Incorporation was issued by the Registrar of Companies, Chandigarh,
Minority Interest 17.83
subsequent to change of its name on February 12, 2016, under the
Profit/(Loss) after tax (after adjusting Minority Interest) (80.74) Composite Scheme of Arrangement and the Companies Act, 2013.

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 71

(Formerly known as Taurus Ventures Limited)
 Listing of Equity Shares Company’s operating subsidiaries and associate Companies, is
provided in the Management Discussion & Analysis section which is
The year under review is a notable year for the Company. Post the
attached elsewhere in this Annual Report.
Composite Scheme of Arrangement becoming effective, the Company
applied for Listing of its shares on BSE Limited (BSE) and National Dividend
Stock Exchange of India Limited (NSE) and received Listing Approvals
from NSE and BSE on July 11, 2016. The year under review was the first financial year of Company’s
operations. Therefore, considering the future business plans of the
The equity shares of the Company are traded on NSE (Symbol ‘MAX Company, the Board of Directors did not recommend any dividend for
INDIA’) and BSE (Scrip Code ‘539981’) effective from July 14, 2016. the financial year ended 31st March, 2016, on the Equity Share
The ISIN number for dematerialisation of the equity shares of the Capital of the Company.
Company is INE153U01017. Transfer to Reserves
Employee Stock Option Plan
Consequent to the Composite Scheme of Arrangement becoming
The Composite Scheme of Arrangement, inter-alia provides that with effective, the Capital Reserve amounting Rs. 1569.17 Crores and
respect to the stock options granted by MFSL to its employees under Employee Stock Option outstanding Reserve amounting Rs. 1.98
its existing Employee Stock Option Scheme (ESOP)(irrespective of Crores, both arising on account of Composite Scheme of
whether the said employees continue to be employees of MFSL or not Arrangement, have been transferred to the Company.
or become the employees of the Company upon the Demerger), the
said employees shall be issued one stock option by the Company The Company did not transfer any amount out of profits to General
under the new scheme for every stock option held in MFSL, whether Reserve during the year.
the same are vested or not, on the terms and conditions similar to the Directors
existing Stock Option Scheme of MFSL.
The Board of the Company was significantly reconstituted on January
Accordingly, the Board of directors in its meeting held on March 29,
15, 2016, arising from the composite Scheme of Arrangement.
2016, approved and adopted the existing ESOP Scheme of MFSL as
ESOP Scheme of the Company and named it as “MAX INDIA As on March 31, 2016, your Board of Directors comprises of eight
EMPLOYEE STOCK PLAN – 2016”. members (detailed below) with one Executive Director and seven Non-
The Company is in the process of implementation of ESOP scheme. It Executive Directors of which three are independent.
may be further noted that 2,503,560 stock options of face value of S. Category/ No. of Board meetings
Rs.2 per share granted to the employees of MFSL and outstanding as Name of Directors DIN attended during their
No. Position tenure (out of total 4)
on Effective date i.e. January 15, 2016 are eligible for 2,503,560
(nos) stock options of the Company of face value of Rs.2 per share 1. Mr. Rahul Khosla 03597562 Chairman* / 4
under new ESOP scheme on similar terms and conditions. Non-Executive Director
2. Mr. Mohit Talwar 02394694 Managing Director 4
Extracts of Annual Return
3. Mrs. Tara Singh Vachani 02610311 Non- Executive Director 2
An extracts of the Annual Return as at March 31, 2016 in prescribed 4. Mr. Ashwani Windlass 00042686 Non - Executive Director 4
form MGT-9 forms part of this report as Annexure 1. 5. Mr. Sanjeev Mehra# 02195545 Non - Executive Director 1
Subsidiaries, Associates and Joint Ventures 6. Mr. N.C Singhal 00004916 Independent Director 3
7. Mr. Ashok Brijmohan Kacker 01647408 Independent Director 4
Consequent to the Composite Scheme of Arrangement becoming
effective from April 1, 2015 being the Appointed date, your Company has 8. Prof. Dipankar Gupta 05213140 Independent Director 3
9 (Nine) subsidiaries and 7 (seven) associate Companies (including one * Designated as Chairman w.e.f. January 18, 2016.
direct and six indirect Associates) as on March 31, 2016. # Ms. Lavanya Ashok was appointed as an alternate Director to Mr. Sanjeev Mehra w.e.f. April 01, 2016.

The basic details of these companies form part of the extract of
Annual Return given in ‘Annexure-1’.
Form AOC-1 containing the salient features of financial statements of the
Company’s subsidiaries and associates is attached as ‘Annexure - 2’.
During the year under review, Max Neeman Medical International
Limited and Max Neeman Medical International Inc. ceased to be
subsidiaries of the Company effective May 1, 2015.
As provided in section 136 of the Companies Act, 2013, the financial
statements and other documents of the subsidiary companies are not
being attached with the financial statements of the Company. The
Company will make available free of cost the Audited Financial
Statements of the subsidiary companies and the related detailed
information to any member of the Company who may be interested in
obtaining the same.
The Financial Statements of the subsidiary companies will also be
kept open for inspection at the Registered Office of the Company and
that of the respective subsidiary companies.
The Consolidated Financial Statements presented by the Company
include financial results of its Subsidiary Companies and Associates.
Management Discussion & Analysis
A review of the performance of Company, including those of
All the above stated eight directors were appointed as Additional
Directors w.e.f. January 15, 2016 and therefore, their term of office
expires on the date of ensuing Annual General Meeting. The Company
has received notices under Section 160 of the Companies Act, 2013
from members proposing the candidature of these directors for being
appointed as directors of the Company. The Board of Directors
recommend to the shareholders for their appointment as Directors of
the Company. The brief particulars of all such directors form part of
the notice of the ensuing Annual General Meeting.
As per the provisions of the Companies Act, 2013, Independent
Directors are required to be appointed for a term of five consecutive
years and shall not be liable to retire by rotation. Accordingly,
resolutions proposing appointment of Mr. Ashok Brijmohan Kacker
and Prof. Dipankar Gupta, as Independent Directors of the Company,
form part of the notice of the ensuing Annual General Meeting. Mr.
N.C. Singhal would retire from the Board of Directors of the Company
on August 10, 2016, i.e. on completion of age of eighty years in terms
of Article 113A of the Articles of Association (AOA) of the Company.
The Board of directors of the Company in its meeting held on January
15, 2016, appointed Mr. Mohit Talwar as Managing Director for five
years up to January 14, 2021. The terms and conditions of his
appointment form part of the notice of the ensuing Annual General
Meeting seeking approval of the shareholders.

72 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
In terms of Section 152 of the Companies Act, 2013 and the Articles of All the members of the Audit Committee are financially literate and
Association of the Company, none of the Directors are eligible to retire the Chairman Mr. N.C. Singhal possesses the required accounting
by rotation in the ensuing Annual General Meeting. and financial management expertise. Mr. V. Krishnan, the
Other changes that took place during the year under review are as Company Secretary acts as the Secretary to the Committee.
under: The terms of reference of the Audit Committee are in line with the
relevant provisions of Companies Act, 2013 read with Listing
The Company had Mr. Kuldeep Singh Bisht, Mr. Kanhaiya Prasad and
Regulations, 2015.
Mr. Harish Bhardwaj as the First Directors effective January 1, 2015.
The Committee met three times during the period under review,
Mr. V. Krishnan, Mr. Rahul Ahuja and Mr. Jatin Khanna were appointed viz., on January 15, 2016; February 8, 2016 and March 29, 2016
as additional directors in professional capacity w.e.f. February 7, and the details of attendance are as under:
2015, in place of first directors. Mr. V. Krishnan and Mr. Jatin Khanna
S. No. of Meetings
ceased to be the directors on January 15, 2016. Further, Mr. Rahul Name Category of directors
No. attended
Ahuja resigned from the Board on February 5, 2016.
1. Mr. N.C. Singhal Independent Director 3
The Board of directors in its meeting held on January 15, 2016 2. Mr. Ashok Kacker, Independent Director 3
appointed Mr. Analjit Singh as an Additional Director and Chairman of
3. Prof. Dipankar Gupta Independent Director 3
the Company and conferred upon him the title of Founder & Chairman
4. Mr. Mohit Talwar Managing Director 3
Emeritus, Max Group in recognition of his deep and valuable
contributions to the Company’s success in his capacity as its 2. Nomination & Remuneration Committee:
Promoters and Sponsor Director since its inception. He, later resigned The Nomination and Remuneration committee comprising of Mr.
and ceased to be director from January 18, 2016. The Board Ashok Kacker as its Chairman and Prof. Dipankar Gupta and Mr. Rahul
thereafter appointed Mr. Rahul Khosla as the Chairman of the Khosla as its other members, was constituted on January 15, 2016.
Company effective January 18, 2016.
The terms of reference of the Nomination & Remuneration
The Board of directors met 11 times during the first financial year of Committee are in line with the relevant provisions of Companies
the Company ended March 31, 2016 as per details given below: Act, 2013 read with Listing Regulations, 2015.
S. No. of Directors The Nomination & Remuneration Committee met two times during
Date Board Strength
No. Present the period under review, viz., on January 15, 2016 and March 29,
1 January 22, 2015 3 3
2016 and the details of attendance is as under:
2 February 4, 2015 3 3 S. No. of Meetings
Name Category of directors
3 February 7, 2015 3 3 No. attended
4 April 20, 2015 3 3 1. Mr. Ashok Kacker Independent Director 2
5 August 10, 2015 3 3 2. Prof. Dipankar Gupta Independent Director 2
6 September 28, 2015 3 3 3. Mr. Rahul Khosla Non-executive Director 2
7 December 4, 2015 3 3 3. Stakeholders Relationship Committee:
8 January 15, 2016 3 2
The Stakeholders Relationship Committee comprising of Mr. Ashwani
Adjourned Meeting (January 15, 2016) 9 8
Windlass as its Chairman and Mr. Ashok Kacker and Mr. Mohit Talwar
9 January 18, 2016 9 5 as its other members, was constituted on January 15, 2016.
10 February 8, 2016 8 7
The terms of reference of the Stakeholders Relationship
11 March 29, 2016 8 7
Committee are in line with the relevant provisions of Companies
Statement of Declaration by Independent Directors Act, 2013 read with Listing Regulations, 2015.
In terms of Section 149(6) of the Companies Act, 2013 and No meeting of Stakeholders Relationship Committee was held
Regulation 25 of SEBI (Listing Obligations and Disclosure during the period under review.
Requirements) Regulations, 2015, the Company has received 4. Investment & Finance Committee:
declaration of Independence from its independent directors.
The Investment and Finance Committee comprising of Mr. Ashwani
Corporate Governance
Windlass as its Chairman, Mr. Mohit Talwar, Mr. Sanjeev Mehra, Mr.
The shares of the Company were not Listed on any of the Stock Ashok Kacker, Mrs. Tara Singh Vachani and Mr. Rahul Khosla as its
Exchanges during the year under review, therefore provisions of other members was constituted on January 15, 2016.
Corporate Governance stipulated under Chapter IV of Securities and
The terms of reference of Investment & Finance Committee, inter-
Exchange Board of India (Listing Obligations and Disclosure
alia, includes reviewing and recommending the Investment and
Requirements) Regulations, 2015 (hereinafter referred as “Listing
Financial activities of the Company for the approval of the Board.
Regulations, 2015”), were not applicable.
Committees of Board of Directors The Committee met twice during the period under review, viz.,
February 8, 2016 and March 29, 2016 and the details of
The Company has following committees of Board of directors which attendance is as under:
have been established as a part of the best Corporate Governance
practices and are in compliance with the requirements of the relevant S. No. of Meetings
Name Category of directors
provisions of applicable laws and statutes. No. attended
1. Audit Committee: 1 Mr. Ashwani Windlass Non - Executive Director 2
The Audit Committee comprising of Mr. N.C. Singhal as its 2 Mr. Mohit Talwar Managing Director 2
Chairman and Mr. Ashok Kacker, Prof. Dipankar Gupta and Mr. 3 Mr. Sanjeev Mehra Non - Executive Director 1
Mohit Talwar – Managing Director as its members, was constituted 4 Mr. Ashok Kacker Independent Director 2
on January 15, 2016. Mrs. Tara Singh Vachani is a permanent 5 Mrs. Tara Singh Vachani Non-executive Director 1
invitee to the Audit Committee meetings of the Company. 6 Mr. Rahul Khosla Non-executive Director 2

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 73

(Formerly known as Taurus Ventures Limited)
 5. Corporate Social Responsibility (CSR) Committee:
The CSR Committee comprising of Mr. N.C. Singhal, Mr. Ashok
Kacker and Prof. Dipankar Gupta, was constituted on May 25, 2016.
The terms of reference/ mandate of CSR Committee is in line with
the relevant provisions of the Companies Act, 2013.
Independent Directors’ Meeting:
All the Independent Directors met on August 8, 2016, inter-alia, to:
1. Review the performance of non-independent Directors and the
Board as a whole;
2. Review the performance of the Chairperson of the Company,
taking into account the views of executive Directors and non-
executive Directors;
3. Assess the quality, quantity and timeliness of flow of
information between the Company management and the Board
that is necessary for the Board to effectively and reasonably
perform their duties.
Performance Evaluation of the Board
During the current financial year, a formal Annual Evaluation process
has been carried out for evaluating the performance of the Board, the
Committees of the Board and the Individual Directors including
Chairperson.
The performance evaluation was carried out by obtaining feedback
from all Directors through a confidential online survey mechanism
through Board Link which is a secured electronic medium through
which the Company interfaces with its Directors. The outcome of this
performance evaluation was placed before Nomination and
Remuneration Committee, Independent Directors’ Committee and
the Board in their meetings held on August 8, 2016.
The review concluded by affirming that the Board as a whole as well as
its Chairman, all of its members, individually and the Committees of
the Board continued to display commitment to good governance by
ensuring a constant improvement of processes and procedures and
contributed their best in overall growth of the organization.
Key Managerial Personnel
In terms of provisions of Section 203 of the Companies Act, 2013, Mr.
Mohit Talwar - Managing Director, Mr. Jatin Khanna - Chief Financial
Officer and Mr. V. Krishnan – Company Secretary were designated as
Key Managerial Personnel (KMP) of the Company w.e.f. January 15,
2016.
Nomination & Remuneration Policy
In adherence to the provisions of Section 134 (3)(e) and 178 (1) & (3)
of the Companies Act, 2013, the Board of Directors on the
recommendation of the Nomination and Remuneration Committee
approved a policy on Director’s appointment and remuneration
including criteria for determining qualifications, positive attributes,
independence of a Director and other matters provided and the same
is available on our website www.maxindia.com.
Corporate Social Responsibility Policy (CSR policy)
The Board of Directors has adopted a CSR policy as approved by the
Corporate Social Responsibility committee which is available on the
website of the Company at www.maxindia.com.
The year under review is the first year of Company’s operations,
therefore the Company was not required to spend any amount on CSR
activities. In view of the above, the requirement of furnishing Annual
Report on CSR Activities as per the Companies (Corporate Social
Responsibility Policy) Rules, 2014 is not applicable on the Company.
Disclosure under Sexual Harassment of women at workplace
(Prevention, Prohibition & Redressal) Act, 2013
Your Company has requisite policy for prevention, prohibition and
74 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6
(Formerly known as Taurus Ventures Limited)
redressal of Sexual Harassment of Women at workplace. This
comprehensive policy ensures gender equality and the right to work
with dignity. The Internal Complaints Committee (ICC) has been
constituted to redress complaints received relating to sexual
harassment.
No complaint pertaining to sexual harassment was received under the
provisions of this Act as of the date of this report.
Loans, Guarantees or Investments in Securities
The details of loans, guarantees and investments, if any forms part of
the notes to the financial statements attached with this Annual
Report.
Contracts or Arrangements with Related Parties
All transactions entered by the Company during the financial year with
related parties were in the ordinary course of business and on an
arm’s length basis. There is no material contract or arrangement in
accordance with the requirements of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. Hence requirement of
furnishing particulars of contracts or arrangements entered into by
the Company with related parties referred in Section 188(1) of the
Companies Act, 2013, in Form AOC-2 is considered to be not
applicable to the Company.
The details of all the Related Party Transactions forms part of notes to
the financial statements attached to this Annual Report.
The Policy on materiality of related party transactions and dealing with
related party transactions as approved by the Board may be accessed
on the Company’s website www.maxindia.com
As per the requirement of Section 188 Companies Act, 2013 read with
Listing Regulations, 2015, appropriate resolution for the approval of
the shareholders with respect to entering into an agreement with one
of the related parties is being placed for your approval at the ensuing
Annual General Meeting.
Risk Management
Your Company considers that risk is an integral part of its business
and therefore, it takes proper steps to manage all risks in a proactive
and efficient manner. The Company management periodically
assesses risks in the internal and external environment and
incorporates suitable risk treatment processes in its strategy, and
business and operating plans.
There are no risks which, in the opinion of the Board, threaten the very
existence of your Company. However, some of the challenges faced by
its key operating subsidiaries have been dealt in detail in the
Information Memorandum filed by the Company with Stock
Exchanges while obtaining approval for listing of its shares. A copy of
the same can also be accessed at Company’s web-site
www.maxindia.com.
Significant and material orders passed by the regulators or courts or
tribunals impacting the going concern status and company’s
operations in future
No significant and material orders were passed by the Regulators or
Courts or Tribunals which impact the going concern status and future
operations of the Company.
Vigil Mechanism
The Company has a vigil mechanism pursuant to which a Whistle
Blower Policy has been adopted and the same is hosted on the
Company’s website www.maxindia.com.
It provides opportunities to the directors and employees to report in
good faith to the management about the unethical and improper
practices, fraud or violation of Company’s Code of Conduct. The vigil
mechanism under the Policy also provides for adequate safeguard
against victimization of employees and Directors who use such
mechanism and makes provision for direct access to the Chairperson
of the Audit Committee in exceptional cases.
The Company affirms that none of the personnel of the Company has
been denied access to the Audit Committee.
Particulars of Employees
The information required under section 197 of the Companies Act,
2013 read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) amendment Rules, 2016, is
given in Annexure - 3.
Particulars of Conservation Of Energy, Technology Absorption &
Foreign Exchange Earning and Outgo
The information on conservation of energy, technology absorption and
foreign exchange earnings & outgo as stipulated under Section
134(3)(m) of the Companies Act, 2013 read with Companies
(Accounts) Rules, 2014 is as follows:
a) Conservation of Energy
(i) the steps taken or impact on conservation of energy: Regular
efforts are made to conserve the energy through various means
such as use of low energy consuming lightings, etc.
(ii) the steps taken by the Company for using alternate sources of
energy: Since your Company is not an energy intensive unit,
utilization of alternate source of energy may not be feasible.
(iii)Capital investment on energy conservation equipment : Nil
b) Technology Absorption
Your Company is not engaged in any kind of manufacturing activities
therefore, there is no specific information to be furnished in this regard.
There was no expenditure on Research and Development during the
period under review.
c) Foreign Exchange Earnings and Outgo
The foreign exchange earnings and outgo are given below:
Total Foreign Exchange earned : Nil
Total Foreign Exchange used : Rs. 110 Lacs
Statutory Auditors
M/s S.R. Batliboi & Co., LLP, Chartered Accountants (FRN. 301003E),
were appointed as the first Auditors of the Company at the 2nd Extra-
Ordinary General Meeting of the Shareholders held on November 9,
2015 to hold office till the ensuing Annual general Meeting. As per the
provisions of Companies Act, 2013, they are eligible for re-
appointment for another term of four years starting from the
conclusion of the ensuing Annual General Meeting.
The Company has received a confirmation from M/s S.R. Batliboi &
Co., LLP, Chartered Accountants, to the effect that their appointment
as Statutory Auditors of the Company, if made, would be within the
prescribed limits under Section 139 of the Companies Act, 2013 and
they are not disqualified for re-appointment. Accordingly, the Board
recommends appointment of M/s. S.R. Batliboi & Co., LLP, as
Statutory Auditors of the Company from the conclusion of ensuing
Annual General Meeting till the conclusion of 5th Annual General
Meeting to be held in the calendar year 2020.
The first Auditors Report annexed with this Annual Report, does not
contain any qualification, reservation or adverse remarks.
Secretarial Audit
Secretarial Audit was not applicable to the Company during the year
under review.
Internal Auditors
During the year under review, M/s. MGC & KNAV, Global Risk Advisory
LLP, were appointed as Internal Auditors of the Company for
A N N U A L R E P O RT 2 0 1 5 - 1 6
conducting the Internal Audit of key functions and assessment of
Internal Financial Controls.
Internal Financial Control
The Company has in place adequate internal financial controls with
reference to financial statements. During the year, such controls were
tested and no reportable material weaknesses in the design or
operation effectiveness were observed.
Further, the testing of such controls was also carried out
independently by the Statutory Auditors for the financial year 2015-
16.
In the opinion of the Board, the existing internal control framework is
adequate and commensurate with the size and nature of the business
of the Company.
Public Deposits
During the year under review, the Company has not accepted or
renewed any deposits from the public.
Directors’ Responsibility Statement
In terms of Section 134(3)(c) of the Companies Act, 2013 and to the
best of their knowledge and belief, and according to the information
and explanation provided to them, your Directors hereby confirm that:
(a) in preparation of the Financial Statements, the applicable
accounting standards have been followed along with proper
explanations relating to material departures, if any;
(b) such accounting policies have been selected and applied
consistently and judgments and estimates made that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company as on March 31, 2016 and of the
profit of the Company for period ended on that date;
(c) proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of
the Companies Act, 2013 for safeguarding the assets of the
Company and for prevention and detection of fraud and other
irregularities;
(d) the financial statements have been prepared on going concern
basis;
(e) proper internal financial controls were in place and that financial
controls were adequate and were operating effectively; and
(f) the systems to ensure compliance with the provisions of all
applicable laws were in place and were adequate and operating
effectively.
Unclaimed Shares
In compliance of the Listing Regulations, 2015, the Company has sent
two reminders to those shareholders whose certificates have been
returned undelivered and is in the process of sending final reminder
for those certificates that are still lying with the Registrar and Transfer
Agents of the Company. In case there is no response after three
reminders, the unclaimed shares shall be transferred to one folio in
the name of "Unclaimed Suspense Account" and the voting rights on
such shares shall remain frozen till the rightful owner claims the
shares.
Proposed Composite Scheme of Amalgamation and Arrangement
The Board of Directors of your Company, on August 8, 2016, approved
a Composite Scheme of Amalgamation and Arrangement amongst
the Company, Max Life Insurance Company Limited (“Max Life”), HDFC
Standard Life Insurance Company Limited (“HDFC Life”) and Max
Financial Services Limited (“MFSL”), and their respective
shareholders and creditors (“Scheme”), which inter alia provides for:
(a) Amalgamation of Max Life into and with MFSL and the issuance of
Equity Shares by MFSL to the shareholders of Max Life (excluding
Max India Limited 75
(Formerly known as Taurus Ventures Limited)
 MFSL itself), based on the share exchange ratio of 1 share of face
value of Rs. 2/- each of MFSL for every approx 5 shares of face
value of Rs. 10/- each held in Max Life, on a Record Date to be
specified for this purpose in accordance with the Scheme;
(b) Demerger of the undertaking pertaining to the Life Insurance
Business of Max Life arising from the amalgamation referred to in
sub-clause (a), into HDFC Life and the issuance of Equity Shares by
HDFC Life to the shareholders of MFSL (including the shareholders
to whom shares allotted pursuant to (a) above) based on the share
entitlement ratio of approx 7 shares of face value of Rs. 10/- each
of HDFC Life for every 3 shares of face value of Rs. 2/- each held in
MFSL, on a Record Date to be specified for this purpose in
accordance with the Scheme; and
(c) Amalgamation of MFSL which remains after the demerger referred
to sub-clause (b) into and with the Company and the issuance of
Equity Shares by the Company to the shareholders of MFSL
(including the shareholders to whom shares allotted pursuant to
(a) above), based on the share exchange ratio of 1 share of face
value of Rs. 2/- each of the Company for every 500 shares of face
value of Rs. 2/- each held in MFSL, on a Record Date to be specified
for this purpose in accordance with the Scheme.
The aforesaid Scheme is contemplated to consolidate the Life
Insurance Business of Max Life into and with HDFC Life as both
Max Life and HDFC Life have strong margins and synergies and the
product mix of their combined businesses shall be well diversified.
The combined entity arising out of such an arrangement shall have
better prospects of growth. This Scheme shall lead to the eventual
listing of HDFC Life on the National Stock Exchange of India Limited
and BSE Limited. This Scheme is expected to provide greater
financial strength and flexibility and better access to funds.
The implementation of the Scheme is subject to the receipt of all
necessary corporate, third party and regulatory approvals
(including approvals from the Insurance Regulatory Development
Authority of India and the Competition Commission of India). The
final Scheme shall be presented to the shareholders of the
76 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6
(Formerly known as Taurus Ventures Limited)
Company for their consideration and approval in the meeting of the
shareholders of the Company convened by the Hon’ble High Court
of Punjab and Haryana or the relevant National Company Law
Tribunal, once cleared by the applicable stock exchanges and all
the regulatory authorities including the Insurance Regulatory and
Development Authority and Competition Commission of India. In
the interim, in-principle approval of the shareholders of the
Company for the Scheme is being taken separately through postal
ballot process.
Cautionary Statement
Statements in this Report, particularly those which relate to
Management Discussion and Analysis describing the Company’s
objectives, projections, estimates and expectations may constitute
“forward looking statements” within the meaning of applicable laws
and regulations. Actual results might differ materially from those
either expressed or implied in the statement depending on the
circumstances.
Acknowledgements
Your Directors would like to place on record their sincere appreciation
for the continued co-operation and contribution made by its
management and employees that have enabled the Company to
achieve impressive growth. Your Directors acknowledge with thanks
the co-operation and assistance received from various agencies of
the Central and State Governments, Financial Institutions and Banks,
Shareholders, Joint Venture partners and all other business
associates.
On behalf of the Board of Directors
Max India Limited
(formerly Known as Taurus Ventures Limited)
Mumbai Rahul Khosla
August 8, 2016 Chairman
 ANNEXURE - 1

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
As on financial year ended on March 31, 2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U85100PB2015PLC039155
ii Registration Date 01-01-2015
iii Name of the Company Max India Limited (formerly known as Taurus Ventures Limited)
iv Category/Sub-category Public Company Limited by Shares; Indian Non-Government Company

v Address of the Registered office & contact details 419, Bhai Mohan Singh Nagar Railmajra Tehsil Balachaur,
Dist Nawanshahr, Punjab – 144 533
Phone : 01881-462000/ Fax : 01881-273607
E-mail : investorhelpline@maxindia.com
vi Whether listed company The Shares of the Company were not Listed on Stock Exchanges as
on March 31, 2016. Subsequent to year end, these are Listed at
NSE and BSE w.e.f. July 14, 2016.
vii Name, Address & contact details of the Registrar & Transfer Agent, if any. Mas Services Limited T-34, 2nd Floor, Okhla Industrial
Area Phase – II, New Delhi – 110020
Phone : 011- 26387281/82/83, Fax : 011 – 26387384
E-mail : info@masserv.com
II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
The Company is engaged in the business of investments and providing consultancy services to group companies. However, since it is
primarily engaged only in one business segment viz, "Business Investment" and most of the operations are in India, there are no separate
reportable segments as per Accounting Standard 17 prescribed under section 133 of the Companies Act, 2013 read with Rule 7 of the
Companies (Accounts) Rule, 2014
The Business Activities of the Company namely Management Consultancy (NIC Code: 70200) and Investing in Subsidiaries (NIC Code:
64200), respectively constitutes 23% and 77% of total turnover of the Company.

III PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Prior to the Composite Scheme of Arrangement becoming effective, the Company was the wholly owned subsidiary (WOS) of Max Financial
Services Limited (MFSL) with the authorized and paid-up share capital of Rs. 500,000 (Rupees Five Lakhs only) comprising of 2,50,000
(Two Lakh and Fifty Thousand) Equity Shares of Rs. 2 each.
After the Composite Scheme of Arrangement becoming effective, the initial issued, subscribed and paid up share capital of Rs. 500,000
(Rupees Five Hundred Thousand only) which was subscribed by the MFSL and its nominees was cancelled. And therefore, Company
ceased to be the subsidiary of MFSL w.e.f. May 14, 2016.
As on March 31, 2016, the Company has following Subsidiaries and Associate Companies:

SI. Name and address of the Company CIN/GLN Holding/Subsidiary/ % of Applicable

No. Associate shares held Section
1. Max Bupa Health Insurance U66000DL2008PLC182918 Subsidiary 74.00% 2 (87) of the Companies
Company Limited* Act, 2013
Max House 1, Dr. Jha Marg, Okhla
New Delhi – 110 020.
2. Antara Senior Living Limited U74140DL2011PLC218781 Subsidiary 100% 2 (87) of the Companies
Max House 1, Dr. Jha Marg, Okhla Act, 2013
New Delhi – 110 020.
3. Antara Purukul Senior Living Limited U74120UR1995PLC018283 Subsidiary 100% 2 (87) of the Companies
Antara Senior Living Guniyal Gaon, Act, 2013
P.o. Sinola Dehradun
Dehradun, UR 248003
4. Antara Gurgaon Senior Living Limited. U74140DL2012PLC244411 Subsidiary 100% 2 (87) of the Companies
Max House Act, 2013
1, Dr. Jha Marg, Okhla
New Delhi – 110 020.
5. Pharmax Corporation Limited U24232PB1989PLC009741 Subsidiary 85.21% 2 (87) of the Companies
Bhai Mohan Singh Nagar Act, 2013
Railmajra, Tehsil Balachaur
Dist. Nawanshahr
Punjab – 144 533.

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 77

(Formerly known as Taurus Ventures Limited)
ANNEXURE - 1

SI. Name and address of the Company CIN/GLN Holding/Subsidiary/ % of Applicable

No. Associate shares held Section
6. Max Skill First Limited U85199DL2003PLC119249 Subsidiary 100% 2 (87) of the Companies
(formerly Max Healthstaff Act, 2013
International Limited)
Max House, 1, Dr. Jha Marg, Okhla
New Delhi – 110 020.
7 Max One Distribution and U74140DL2013PLC254577 Subsidiary 100% 2 (87) of the Companies
Services Limited Act, 2013
Max House
1, Dr. Jha Marg, Okhla
New Delhi – 110 020.
8. Max Ateev Limited U74899DL1994PLC060700 Subsidiary 100% 2 (87) of the Companies
Max House 1, Dr. Jha Marg, Okhla Act, 2013
New Delhi – 110 020.
9. Max UK Limited NA Subsidiary 100% 2 (87) of the Companies
Coveham House, Act, 2013
Downside Bridge Road
Cobham, Surrey KT11 3EP
United Kingdom
10. Max Healthcare Institute Limited** U72200DL2001PLC111313 Associate Company 46.28% 2 (6) of the Companies
Max House Act, 2013
1, Dr. Jha Marg, Okhla
New Delhi – 110 020.
11. Max Medical Services Limited*** U74899DL1994PLC061314 Associate Company 46.28% 2 (6) of the Companies
Max House Act, 2013
1, Dr. Jha Marg, Okhla
New Delhi – 110 020.
12. Alps Hospital Limited *** U74899DL1989PLC036413 Associate Company 46.28% 2 (6) of the Companies
Max House Act, 2013
1, Dr. Jha Marg, Okhla
New Delhi – 110 020
13. Hometrail Estate Private Limited *** U45400DL2008PTC176963 Associate Company 46.28% 2 (6) of the Companies
Max House Act, 2013
1, Dr. Jha Marg, Okhla
New Delhi – 110 020
14. Hometrail Buildtech Private Limited *** U45400DL2008PTC176962 Associate Company 46.28% 2 (6) of the Companies
Max House Act, 2013
1, Dr. Jha Marg, Okhla
New Delhi - 110 020
15 Crosslay Remedies Limited*** U24239DL2002PLC113719 Associate Company 36.34% 2 (6) of the Companies
A 14, Pushpanjali, Vikas Marg Extension, Act, 2013
New Delhi 110092
16 Saket City Hospitals Private Limited*** U85110DL1991PTC042646 Associate Company 23.59% 2 (6) of the Companies
Mandir Marg Saket, New Delhi 110017 Act, 2013

* consequent to dilution of stake in Max Bupa Health Insurance Company Limited (Max Bupa), effective June 9, 2016 the Company’s holding in
Max Bupa stood reduced to 51%.
** Shareholding of the Company in Max Healthcare Institute Limited has been reduced to 45.95% during the quarter ended June 30, 2016.
*** Subsidiaries of Max Healthcare Institute Limited

78 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 ANNEXURE - 1

IV SHAREHOLDING PATTERN (Equity Share capital Breakup as percentage to Total Equity)

Category of Shareholders No. of Shares held at No. of Shares held at
the beginning of the year the end of the year % change during
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
A. Promoters
(1) Indian
a) Individual/ HUF 0 6* 6 0.00 0 6* 6 0.00 0.00
b) Central Govt - - - - - - - -
c) State Govt(s) - - - - - - - -
d) Bodies Corp. 0 2,49,994 2,49,994 100.00 0 2,49,994 2,49,994 100.00 0.00
e) Banks / FI - - - - - - - -
f) Any other - - - - - - - -
Total shareholding of Promoter (A) 0 2,50,000 2,50,000 100.00 0 2,50,000 2,50,000 100.00 0.00

B. Public Shareholding
1. Institutions - - - - - - - - -
a) Mutual Funds - - - - - - - - -
b) Banks / FI - - - - - - - - -
c) Central Govt - - - - - - - - -
d) State Govt(s) - - - - - - - - -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies - - - - - - - - -
g) FIIs - - - - - - - - -
h) Foreign Venture Capital Funds - - - - - - - - -
i) Others (specify) FDI - - - - - - - - -

Sub-total (B)(1):- - - - - - - - - -
2. Non-Institutions
a) Bodies Corp.
i) Indian - - - - - - - - -
ii) Overseas - - - - - - - - -
b) Individuals - - - - - - - - -
I) Individual shareholders holding nominal - - - - - - - - -
share capital upto Rs. 1 lakh
ii) Individual shareholders holding nominal - - - - - - - - -
share capital in excess of Rs 1 lakh

c) Others (specify)
Non Resident Indians - - - - - - - - -
Overseas Corporate Bodies - - - - - - - - -
Foreign Nationals - - - - - - - - -
Clearing Members - - - - - - - - -
Trusts - - - - - - - - -
Foreign Bodies - D R - - - - - - - - -

Sub-total (B)(2):- - - - - - - - - -
Total Public Shareholding (B)=(B)(1)+ (B)(2) - - - - - - - - -
C. Shares held by Custodian for GDRs & ADRs - - - - - - - - -
Grand Total (A+B+C) 0 2,50,000 2,50,000 100.00 0 2,50,000 2,50,000 100.00 0.00
* Shares held as nominees of Max Financial Services Limited (formerly Max India Limited).

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 79

(Formerly known as Taurus Ventures Limited)
ANNEXURE - 1

(ii) SHARE HOLDING OF PROMOTERS

Sl Shareholders Name Shareholding at the Shareholding at the % change in

No. beginning of the year end of the year share holding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 Max Financial Services Limited 2,49,994 100.00 0.00 2,49,994 100.00 0.00 0.00
(formerly Max India Ltd.)
2 Mr. Jatin Khanna* 1 0.00 0.00 1 0.00 0.00 0.00
3 Mr. V. Krishnan* 1 0.00 0.00 1 0.00 0.00 0.00
4 Mr. Dilbagh Singh Narang* 1 0.00 0.00 1 0.00 0.00 0.00
5 Mr. Rahul Ahuja* 1 0.00 0.00 1 0.00 0.00 0.00
6 Mr. Pradeep Pal Chadha* 1 0.00 0.00 1 0.00 0.00 0.00
7 Mr. M.G. Rajagopalan* 1 0.00 0.00 1 0.00 0.00 0.00
* Shares held as nominees of Max Financial Services Limited (formerly Max India Limited)

iii) C) CHANGE IN PROMOTERS' SHAREHOLDING ( SPECIFY IF THERE IS NO CHANGE)

Sl Share holding at the beginning Cumulative Share holding

No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

1. Max Financial Services Limited (formerly Max India Limited)

At the beginning of the year 2,49,994 100.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 2,49,994 100.00
2. Mr. Jatin Khanna*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
3. Mr. V. Krishnan*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
4. Mr. Dilbagh Singh Narang*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
5. Mr. Rahul Ahuja*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
6. Mr. Pradeep Pal Chadha*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
7. Mr. M.G. Rajagopalan*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
* Shares held as nominees of Max Financial Services Limited (formerly Max India Limited)

80 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 ANNEXURE - 1

iv) Shareholding Pattern of top ten Shareholders: (Other than Directors, Promoters and Holders of GDRs and ADRs):

Sl For Each of the Top 10 Share holding at the beginning Cumulative Share holding
No. Shareholders of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

1. Max Financial Services Limited (formerly Max India Limited)

At the beginning of the year 2,49,994 100.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 2,49,994 100.00
2. Mr. Jatin Khanna*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
3. Mr. V. Krishnan*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
4. Mr. Dilbagh Singh Narang*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
5. Mr. Rahul Ahuja*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
6. Mr. Pradeep Pal Chadha*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
7. Mr. M.G. Rajagopalan*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
* Shares held as nominees of Max Financial Services Limited (formerly Max India Limited)

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 81

(Formerly known as Taurus Ventures Limited)
ANNEXURE - 1

v) Shareholding of Directors’ and Key Managerial Personnel

Sl Shareholding of each Directors and each Share holding at the beginning Cumulative Share holding
No. Key Managerial Personnel of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

Directors
1 Mr. Rahul Khosla
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
2 Mrs. Tara Singh Vachani
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
3 Mr. Ashwani Windlass
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
4 Mr. Sanjeev Mehra
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
5 Mr. N.C Singhal
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
6 Mr. Ashok Brijmohan Kacker
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
7 Prof. Dipankar Gupta
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
Key Managerial Personnel
1 Mr. Jatin Khanna - CFO*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year - - 1 0.00
2 Mr. V. Krishnan - CS*
At the beginning of the year 1 0.00 - -
Increase / Decrease in Shareholding during the year 0 0 0
At the end of the year - - 1 0.00
3 Mr. Mohit Talwar - MD
At the beginning of the year 0 0.00 - -
Increase / Decrease in Shareholding during the year - - - -
At the end of the year - - 0 0.00
*Shares held as nominees of Max Financial Services Limited (formerly known as Max India Limited)
Note: Above stated directors and KMPs have been appointed effective from January 15, 2016.

82 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 ANNEXURE - 1

(v) INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment - NIL
Secured Loans excluding Unsecured Deposits Total
deposits & Working Capital Limits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount - - - -
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) - - - -
Change in Indebtedness during the financial year
* Addition - - - -
* Reduction - - - -
Net Change - - - -
Indebtedness at the end of the financial year
i) Principal Amount - - - -
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) - - - -

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Director and/or Manager:

SI. No. Particulars of Remuneration Name of the MD/WTD/Manager Total Amount (Rs.)
Mr. Mohit Talwar, MD
(w.e.f. January 15, 2016)

1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the 49,41,306 49,41,306
Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 except stock options - -
(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961 - -
2 Stock Option - -
3 Sweat Equity - -
4 Commission - -
- as % of profit
- others, specify…
5 Others:
- Company Contribution to PF - -
- Medical Remibursements - -
- Medical Insurance Premium - -
- Personal Accident Insurance Premium - -
Total (A) 49,41,306 49,41,306
Ceiling as per the Act -

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 83

(Formerly known as Taurus Ventures Limited)
ANNEXURE - 1

B. Remuneration to other directors:

SN. Particulars of Remuneration Name of Directors
Total
Mr. Rahul Mrs. Tara Singh Mr. N.C. Prof. Dipankar Mr. Ashok Mr. Analjit Mr. Ashwani Mr. Sanjeev Amount
Khosla Vachani Singhal Gupta Kacker Singh* Windlass Mehra
1 Independent Directors:
Fee for attending board committee meetings -- -- 600,000 800,000 11,00,000 -- -- -- 25,00,000
Commission -- -- -- -- -- -- -- – --
Others, please specify -- -- -- -- -- -- -- – –
Total (1) -- -- 600,000 800,000 11,00,000 -- -- -- 25,00,000

2 Other Non-Executive Directors:

Fee for attending board committee meetings 800,000 300,000 -- -- -- 200,000 600,000 -- 19,00,000
Commission -- -- -- -- -- -- -- -- –
Others, please specify -- -- -- -- -- -- -- -- –
Total (2) 800,000 300,000 200,000 600,000 -- 19,00,000
Total (B)=(1+2) –
Total Managerial Remuneration 800,000 300,000 600,000 800,000 11,00,000 200,000 600,000 44,00,000
Overall Ceiling as per the Act
*ceased to be director w.e.f. January 18, 2016.

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

Name of MD/WTD/Manager Total
SI. No. Particulars of Remuneration Mr. V. Krishnan Mr. Jatin
CEO Amount (Rs.)
CS Khanna CFO
(w.e.f. January 15, 2016) (w.e.f. January 15, 2016)

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the - 30,27,579 14,52,102 45,52,431
Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 except stock options - 6,881 8,410 15,291
(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961 - - -
2 Stock Option - - -
3 Sweat Equity - - - -
4 Commission - - - -
- as % of profit
- others, specify…
5 Others:
- Company Contribution to PF - 72,750 66,947 1,39,697
- Medical Remibursement 15,000 8,585 23,585
- Medical Insurance Premium - - 12,504 12,504
- Personal Accident Insurance Premium - 96 96
Total (A) - 31,22,210 15,48,644 47,43,604

VII PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:

Section of the Brief Description Details of Penalty/Punishment/ Authority (RD/ Appeal made, if
Type
Companies Act Compounding fees imposed NCLT/Court) any (give details)
A. COMPANY
Penalty
Punishment
None
Compounding

B. DIRECTORS
Penalty
Punishment None
Compounding

C. OTHER OFFICERS IN DEFAULT

Penalty
Punishment None
Compounding

84 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 Annexure 2
Form AOC-1
(Pursuant to first proviso to sub section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the Financial Statement of subsidiaries / associate companies / joint ventures
Part "A" - Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in Rs)
(Amt. in Rs. Lacs)
Sl. Name of Subsidiary Company Reporting Reporting Share Capital Reserves & Total Assets Total Liabilities Investments Turnover Profit before Provision Profit after Proposed % of Share-
No. period for the Currency and Surplus taxation for taxation taxation Dividend holding
subsidiary Exchange rate
concerned as on the last
date of relevant
financial year in
the case of foreign
subsidiaries

1 Max Bupa Health Insurance Co. Ltd. 31.03.2016 INR 89,800.00 (68,931.97) 64,511.94 43,643.91 56,645.42 (6,373.97) (6,849.79) - (6,849.79) - 74.00%
2 Pharmax Corporation Ltd 31.03.2016 INR 2,055.77 764.20 3,383.57 563.61 868.04 624.06 314.57 145.81 168.76 - 85.21%
3 Max Ateev Limited 31.03.2016 INR 3,144.36 (3,830.69) 14.06 700.39 - - (5.87) - (5.87) - 100.00%
4 Max Skill First Ltd 31.03.2016 INR 969.50 (2,180.95) 1,610.72 2,822.17 450.00 3,525.38 123.99 - 123.99 - 100.00%
5 Max One Distribution and Services Ltd 31.03.2016 INR 450.00 (541.58) 34.74 126.31 - 15.23 (186.18) - (186.18) - 100.00%
6 Antara Senior Living Ltd 31.03.2016 INR 15,271.42 (2,435.41) 13,402.81 566.80 852.00 1,630.08 (684.57) 0.00 (684.57) - 100.00%
7 Antara Purukul Senior Living Ltd 31.03.2016 INR 821.90 (9,720.07) 33,716.94 42,615.12 0.00 106.03 (2,129.31) (1.46) (2,127.85) - 100.00%
8 Antara Gurgaon Senior Living Ltd 31.03.2016 INR 5.00 (1.56) 3.64 0.20 - - (0.47) - (0.47) - 100.00%
9 Max UK Ltd 31.03.2016 GBP 213.00 (57.12) 172.08 16.21 - 139.28 12.87 2.37 10.50 - 100.00%

A N N U A L R E P O RT 2 0 1 5 - 1 6
(Formerly known as Taurus Ventures Limited)
Max India Limited 85
ANNEXURE - 2 (PART A)
ANNEXURE - 2 (PART B)

Part "B" - Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
(Amt in Rs Lacs)
Name of Associates/Joint Ventures Max Healthcare Institute Ltd

(1) Latest audited Balance Sheet date 31-Mar-16

(2) Shares of Associates/Joint Ventures held by the company on the year end

No.

Amount of Investment in Associates/Joint Ventures 49,412.68

Extend of Holding % 46.27%

(3) Description of how there is significant influence Max India Ltd. holds 46.27% of share capital in
Max Healthcare Institute Ltd.

(4) Reason why the associate/joint venture is not consolidated NA

(5) Networth attributable to Shareholding as per latest audited Balance Sheet 52,131.48

(6) Profit/Loss for the year^ (1,377.10)

i. Considered in Consolidation (661.21)

ii. Not Considered in Consolidation (715.89)

1. Names of associates or joint ventures which are yet to commence operations - NIL
2. Names of associates or joint ventures which have been liquidated or sold during the year - NIL
^ As per MHIL Consolidated financals

86 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)

Information required under Section 197(12) of the Companies Act,
2013, read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Amendment Rules, 2016:
(i) Ratio of remuneration of each Director to the Median
Remuneration of Employees excluding Managing Director for the
financial year ended on 31st March, 2016 is as follows:
Mr. Mohit Talwar (appointed as Managing Director on January 15,
2016): 8.5
Note:
1) This ratio has been calculated for remuneration of all employees
pro-rated for 77 days which reflects a like to like comparison for
the Managing Director and rest of the employees.
2) Non-executive Directors have been receiving remuneration in the
form of Sitting Fees for attending the meetings of Board of
directors or committee thereof, therefore their remuneration
details have not be considered while disclosing particulars under
S. No. i).
A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 3 (PART A)
(ii) Percentage increase/(decrease) in the remuneration of each
Director, Chief Financial Officer and Company Secretary in the
financial year 2015-16: Not applicable as the year under review is
the first financial year of the Company.
(iii) The Percentage increase in the median remuneration of all
employees in the financial year 2015-16: Not applicable as the
year under review is the first financial year of the Company.
(iv) The Company had 48 permanent employees on its rolls as on
31st March, 2016.
(v) The average percentile increase in salaries of employees other
than managerial personnel in the financial year 2015-16 in
comparison with percentile increase in managerial remuneration
and justification thereof and point out if there are any exceptional
circumstances for increase in the managerial remuneration: Not
applicable as the year under review is the first financial year of
the Company.
(vi) The Company confirms that remuneration paid during the year
2015-16, is as per the Remuneration Policy of the Company.
Max India Limited 87
(Formerly known as Taurus Ventures Limited)
 PARTICULARS OF EMPLOYEES
INFORMATION AS PER SECTION 197 OF THE COMPANIES ACT, 2013 READ WITH RULE 5 (2) OF THE COMPANIES
(APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) AMENDMENT RULES, 2016 AND FORMING PART OF THE DIRECTORS' REPORT
FOR THE YEAR ENDED MARCH 31, 2016

Sl. Name Age Designation Nature of duties Remuneration Qualification Date of Date of Experience Last Employment Held Position held
No. (Yrs.) (in Rs.) Commencement Cessation of (Yrs.) Organisation
of employment employment

88 Max India Limited

Details of top ten employees in terms of remuneration, including
A. Employees employed throughout the year and were in receipt of remuneration of not less than Rs. 1,02,00,000/- per annum
1 Hoskote, Prashant 50 Senior Director - Quality & Quality & Service Excellence 17,595,089 BSc., Diploma in Computer Science 07.06.2010 29 Mashreqbank Sr. Vice President and Head - Customer
Service Excellence & Management, Certified Trainer & Experience & Quality Division

(Formerly known as Taurus Ventures Limited)

Facilitator from the Juran Institute, INC, USA

2 Krishnan, V 52 Company Secretary Corporate Law Matters 12,548,201 B.Com, FCS 18.06.2003 31 Self employed

B. Employees employed for part of the year and were in receipt of remuneration of not less than Rs. 8,50,000/- per month
3 Ahuja, Rahul 44 Chief Financial Officer Finance/Accounts 7,574,184 B.Com (Hons), CA 05.03.2012 31.05.2015 20 Tulip Telecom Limited Chief Financial Officer
ANNEXURE - 3 (PART B)

4 Basu Shahana 48 Director - Legal & Legal & Regulatory Affairs 1,880,191 Degree of Juris Doctor from Yale Law 01.02.2016 17 Amira Pure Foods Pvt. LTd. Global General Counsel
Regulatory Affairs School, Connecticut and M.A. Sociology
from University of Chicago
5 Dwarakanath, P. 69 Head - Group Human Capital Group Human Resources 6,686,798 B. Sc., L.L.B., PGDM (PM & IR) 01.12.2015 46 Max Financial Services Limited Director-Group Human Capital
(formerly known as Max India Limited)
6 Kapoor, Rohit 42 Sr. Director - Strategy & Strategy & Business Performance 9,069,016 PGP (ISB), CFA 30.06.2012 31.07.2015 19 Religare Enterprises Limited Director & Head - Business Strategy
Business Performance
7 Khurana Munish 44 Director - Strategy & Strategy & Business Performance 8,812,978 PGDBA, BSC 21.09.2015 20 Nokia Solutions and Networks India Head of New Portfolio & Strategy, CSSC
Business Performance Pvt. Ltd.
8 Mohan AVK 51 Head - Group Human Capital Group Human Resources 20,799,260 MA ( PM&IR), Tata Institute 01.11.2014 01.11.2015 27 EXL Service.Com India Pvt Ltd. EVP & Global Head of HR
9 Panwar Dharmendra 49 Head - Internal Audit Internal Audit 883,156 B.Com (Hons), CISA, CA 05.04.2012 06.05.2015 24 Fortis Healthcare India Limited Head - Internal Audit
10 Poddar Vijay Vaibhav 33 Associate Director - Strategy Strategy & Business Performance 3,708,109 MMS, BE 12.03.2012 30.06.2015 10 McKinsey & Company Inc, India Engagement Manager
& Business Performance
11 Ramasubramanian, Suresh 47 Director - Human Capital Human Capital 15,712,888 B. Com, PGDPMIR 18.07.2012 30.06.2015 25 ICICI Venture Funds Management Head - Human Resources & Sr. Director
Company Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6
12 Raghu, C. V. 53 Senior Director - Legal & Legal & Regulatory Affairs 25,920,206 Bachelor of Science & Law, PGD IR & PM 30.07.2008 30.11.205 26 American Express Banking Corp, VP & Group Counsel India & Area Countries
Regulatory Affairs General Counsel's Office
13 Talwar, Mohit 56 Managing Director General Management 4,941,306 Post Graduate (Arts), Post Graduate 15.01.2016 37 Standard Chartered Bank Director & Head Wholesale Bank, East India
(Hospitality Management)
14 Vohra, Anuj 43 Dy. Director - Corporate Corporate Development 5,377,910 B. Com (Hons), PGDM 29.06.2012 06.04.2015 20 Barclays Bank Head Credit - Large Corporates
Development
Notes :
1 Remuneration comprises of salary, allowances, value of rent free accommodation, bonus, value of ESOPs exercised, medical expenses, leave travel assistance, personal accident and health insurance, Company's contribution to Provident, Pension, Gratuity and
Superannuation fund, leave encashment and value of perquisites.
2 None of the above employees is a relative of any director of the Company.
3 All appointments are/were contractual in accordance with the terms and conditions as per Company Rules/Policies.
4 Mr. Mohit Talwar holds 140106 equity shares constituting 0.05% of the equity share capital of the Company as of the date of this report.
5 None of the above employees hold by himself or alongwith his spouse and dependent children 2% or more equity shares of the Company.
6 Total Remuneration includes the remuneration paid by Max Financial Services Limited (formerly Max India Limited) from appointed date i.e. April 01,2015 to January 31, 2016 and transferred to the Company pursuant to the Composite Scheme of Arrangement. The details
pertaining to last employment and positions held contains the details of positions held by these employees prior to joining Max Financial Services Limited.

On behalf of the Board of Directors

Mumbai Rahul Khosla

August 8, 2016 Chairman
To the Members of Max India Limited (formerly Taurus Ventures
Limited)
Report on the Financial Statements
We have audited the accompanying standalone financial statements
of Max India Limited (formerly Taurus Ventures Limited) (“the
Company”), which comprise the Balance Sheet as at March 31,
2016, the Statement of Profit and Loss and Cash Flow Statement for
the period then ended, and a summary of significant accounting
policies and other explanatory information.
Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these standalone financial statements
that give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with
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 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 the design, implementation and
maintenance of adequate internal financial control that were
operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit. We have taken into account
the provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under
the provisions of the Act and the Rules made thereunder. We
conducted our audit in accordance with the Standards on Auditing,
issued by the Institute of Chartered Accountants of India, as specified
under Section 143(10) of the Act. Those Standards require that we
comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether the financial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor’s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the financial statements
that give a true and fair view in order to design audit procedures that
are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of 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
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 financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the standalone financial statements give
the information required by the Act in the manner so required and
give a true and fair view in conformity with the accounting principles
generally accepted in India of the state of affairs of the Company as at
A N N U A L R E P O RT 2 0 1 5 - 1 6
March 31, 2016, its profit, and its cash flows for the year ended on
that date.
Report on Other Legal and Regulatory Requirements
1. 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 the Annexure 1 a
statement on the matters specified in paragraphs 3 and 4 of the
Order.
2. 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 purpose of our audit;
(b) In our opinion proper books of account as required by law have
been kept by the Company so far as it appears from our
examination of those books;
(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;
(d) In our opinion, the aforesaid standalone financial statements
comply with the Accounting Standards specified under section
133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014;
(e) On the basis of written representations received from the
directors as on March 31, 2016, and taken on record by the
Board of Directors, none of the directors is disqualified as on
March 31, 2016, from being appointed as a director in terms of
section 164 (2) of the Act;
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating
effectiveness of such controls, refer to our separate Report in
“Annexure 2” to this report;
(g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best
of our information and according to the explanations given to
us:
i. The Company does not have any pending litigations which
would impact its financial position;
ii. The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses.
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection Fund
by the Company.
For S.R. BATLIBOI & CO LLP
Chartered Accountants
ICAI Firm registration number: 301003E/ E300005
per Manoj Kumar Gupta
Partner
Membership No.: 83906
Place: Gurgaon
Date: May 25, 2016
Max India Limited 89
(Formerly known as Taurus Ventures Limited)
 Annexure 1 referred to in paragraph 1 under the heading “Report on (x) Based upon the audit procedures performed for the purpose
other legal and regulatory requirements” of our report of even date of reporting the true and fair view of the financial statements
and according to the information and explanations given by
Re: Max India Limited (formerly Taurus Ventures Limited)(“the
the management, we report that no fraud by the company or
Company”)
no material fraud on the company by the officers and
(i) (a) The Company has maintained proper records showing full employees of the Company has been noticed or reported
particulars, including quantitative details and situation of during the year.
fixed assets.
(xi) According to the information and explanations given by the
(b) Fixed assets have been physically verified by the management management, the Company is in the process of obtaining
during the year and no material discrepancies were identified shareholders’ approval for managerial remuneration which
on such verification. has been paid over and above approvals mandated by the
provisions of section 197 read with Schedule V to the
(c) According to the information and explanations given by the
Companies Act, 2013, aggregating Rs.24.41 lacs as at March
management, the title deeds of immovable properties
31, 2016.
included in fixed assets are held in the name of the company.
(xii) In our opinion, the Company is not a nidhi company. Therefore,
(ii)(a) The Company’s business does not involve inventories and,
the provisions of clause 3(xii) of the order are not applicable to
accordingly, the requirements under paragraph 3(ii) of the
the Company and hence not commented upon.
Order are not applicable to the Company.
(xiii) According to the information and explanations given by the
(iii)(a) According to the information and explanations given to us, the
management, transactions with the related parties are in
Company has not granted any loans, secured or unsecured to
compliance with section 177 and 188 of Companies Act,
companies, firms, Limited Liability Partnerships or other
2013 where applicable and the details have been disclosed in
parties covered in the register maintained under section 189
the notes to the financial statements, as required by the
of the Companies Act, 2013. Accordingly, the provisions
applicable accounting standards.
ofclause 3(iii) (a), (b) and (c) of the Order are not applicable to
the Company and hence not commented upon. (xiv) According to the information and explanations given to us and
on an overall examination of the balance sheet, the company
(iv) In our opinion and according to the information and
has not made any preferential allotment or private placement
explanations given to us, provisions of section 185
of shares or fully or partly convertible debentures during the
and 186 of the Companies Act 2013 in respect of loans to
year under review and hence, reporting requirements
directors including entities in which they are interested and in
under clause 3(xiv) are not applicable to the company and, not
respect of loans and advances given, investments made and
commented upon.
guarantees and securities given have been complied with by
the Company. (xv) According to the information and explanations given by the
management, the Company has not entered into any non-
(v) The Company has not accepted any deposits from the public.
cash transactions with directors or persons connected with
(vi) To the best of our knowledge and as explained, the Central him as referred to in section 192 of Companies Act, 2013.
Government has not specified the maintenance of cost
(xvi) According to the information and explanations given to us, the
records under Section 148(1) of the Companies Act, 2013, for
provisions of section 45-IA of the Reserve Bank of India Act,
the products/services of the Company.
1934 are not applicable to the Company for the current
(vii)(a) The Company is generally regular in depositing with period.
appropriate authorities undisputed statutory dues including
provident fund, employees’ state insurance, income-tax,
service tax, duty of custom, cess and other material statutory For S.R. BATLIBOI & CO LLP
dues applicable to it. The provisions relating to sales tax, duty Chartered Accountants
of excise, value added tax are not applicable to the Company. ICAI Firm registration number: 301003E/ E300005
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, per Manoj Kumar Gupta
employees’ state insurance, income-tax, service tax, duty of Partner
custom, cess and other material statutory dues were Membership No.: 83906
outstanding, at the year end, for a period of more than six
Place: Gurgaon
months from the date they became payable. The provisions
Date: May 25, 2016
relating to sales tax, duty of excise, value added tax are not
applicable to the Company.
(c) According to the information and explanations given to us,
there are no dues of income-tax, sales-tax, service tax, duty of
custom, duty of excise, value added tax and cess which have
not been deposited on account of any dispute.
(viii) The Company did not have any outstanding dues in respect of
banks, financial institution or debenture holders or government.
(ix) According to the information and explanations given by the
management, the Company has not raised any money way of
initial public offer/ further public offer/ debt instruments and
term loans hence, reporting under clause (ix) is not applicable
to the Company and hence not commented upon.

90 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN control over financial reporting includes those policies and
DATE ON THE STANDALONE FINANCIAL STATEMENTS OF MAX INDIA procedures that (1) pertain to the maintenance of records that, in
LIMTED (FORMERLY TAURUS VENTURES LIMITED) reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
Report on the Internal Financial Controls under Clause (i) of Sub-
assurance that transactions are recorded as necessary to permit
section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
preparation of financial statements in accordance with generally
To the Members of Max India Limited (formerly Taurus Ventures accepted accounting principles, and that receipts and expenditures
Limited) of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
We have audited the internal financial controls over financial
provide reasonable assurance regarding prevention or timely
reporting of Max India Limited (formerly Taurus Ventures Limited)
detection of unauthorised acquisition, use, or disposition of the
(“the Company”) as of March 31, 2016 in conjunction with our audit
company's assets that could have a material effect on the financial
of the standalone financial statements of the Company for the period
statements.
ended on that date.
Inherent Limitations of Internal Financial Controls Over Financial
Management’s Responsibility for Internal Financial Controls
Reporting
The Company’s Management is responsible for establishing and
Because of the inherent limitations of internal financial controls over
maintaining internal financial controls based on the internal control
financial reporting, including the possibility of collusion or improper
over financial reporting criteria established by the Company
management override of controls, material misstatements due to
considering the essential components of internal control stated in
error or fraud may occur and not be detected. Also, projections of any
the Guidance Note on Audit of Internal Financial Controls Over
evaluation of the internal financial controls over financial reporting to
Financial Reporting issued by the Institute of Chartered Accountants
future periods are subject to the risk that the internal financial control
of India. These responsibilities include the design, implementation
over financial reporting may become inadequate because of
and maintenance of adequate internal financial controls that were
changes in conditions, or that the degree of compliance with the
operating effectively for ensuring the orderly and efficient conduct of
policies or procedures may deteriorate.
its business, including adherence to the Company’s policies, the
safeguarding of its assets, the prevention and detection of frauds Opinion
and errors, the accuracy and completeness of the accounting
In our opinion, the Company has, in all material respects, an
records, and the timely preparation of reliable financial information,
adequate internal financial controls system over financial reporting
as required under the Companies Act, 2013.
and such internal financial controls over financial reporting were
Auditor’s Responsibility operating effectively as at March 31, 2016, based on the internal
control over financial reporting criteria established by the Company
Our responsibility is to express an opinion on the Company's internal
considering the essential components of internal control stated in
financial controls over financial reporting based on our audit. We
the Guidance Note on Audit of Internal Financial Controls Over
conducted our audit in accordance with the Guidance Note on Audit
Financial Reporting issued by the Institute of Chartered Accountants
of Internal Financial Controls Over Financial Reporting (the
of India.
“Guidance Note”) and the Standards on Auditing as specified under
section 143(10) of the Companies Act, 2013, to the extent applicable
to an audit of internal financial controls, both applicable to an audit of
For S.R. BATLIBOI & CO LLP
Internal Financial Controls and, both issued by the Institute of
Chartered Accountants
Chartered Accountants of India. Those Standards and the Guidance
ICAI Firm registration number: 301003E/ E300005
Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was per Manoj Kumar Gupta
established and maintained and if such controls operated effectively Partner
in all material respects. Membership No.: 83906
Our audit involves performing procedures to obtain audit evidence Place: Gurgaon
about the adequacy of the internal financial controls system over Date: May 25, 2016
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 91

(Formerly known as Taurus Ventures Limited)
BALANCE SHEET
AS AT MARCH 31, 2016

(Rs. in Lacs)
As at
Notes
March 31, 2016
Equity and liabilities
Shareholders' funds
Share capital 4 5.00
Share capital pending allotment 31 5,334.68
Reserves and surplus 5 158,577.98
163,917.66

Non-current liabilities
Long-term provisions 7 210.08
210.08

Current liabilities
Trade payables 8
- Total outstanding dues of micro enterprises and small enterprises
- Total outstanding dues of creditors other than micro enterprises and small enterprises 247.80
Other current liabilities 8 363.70
Short-term provisions 7 123.62
735.12
TOTAL 164,862.86

Assets
Non-current assets
Fixed assets
Tangible assets 10 271.94
Capital work-in- progress 2.19
Non-current investments 9 134,631.92
Deferred tax assets 6 -
Loans and advances 11 11,900.24
146,806.29

Current assets
Current investments 12 16,162.81
Cash and bank balances 13 84.02
Loans and advances 11 80.43
Other current assets 14 1,729.31
18,056.57
TOTAL 164,862.86
Summary of significant accounting policies 3

The accompanying notes are an integral part of the financial statements

As per our report of even date

For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

92 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 STATEMENT OF PROFIT AND LOSS
For the period January 01, 2015 to March 31, 2016

(Rs. in Lacs)
For the period from
Notes January 01, 2015 to
March 31, 2016

Income
Revenue from operations 15 6,814.39
Other income 16 1.25
Total revenue (I) 6,815.64

Expenses
Employee benefits expense 17 2,250.87
Depreciation expense 19 73.10
Other expenses 18 2,228.97
Total expenses (II) 4,552.94

Profit before tax 2,262.70

Tax expense
Current tax 829.12
Deferred tax -
Total tax expense 829.12

Profit after tax 1,433.58

Earnings per equity share 20

[Nominal value of shares Rs. 2/-]
Basic (Rs.) 0.54
Diluted (Rs.) 0.53

Summary of significant accounting policies 3

The accompanying notes are an integral part of the financial statements

As per our report of even date

For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 93

(Formerly known as Taurus Ventures Limited)
CAS H F L O W S TAT E M E N T
For the period January 01, 2015 to March 31, 2016

(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016

Cash flow from operating activities

Net profit before tax 2,262.70

Non cash adjustments to reconcile profit before tax to net cash flows:
Depreciation 73.10
Interest income (464.74)
Option fees (3,104.79)
Net loss on sale of fixed assets 8.04
Net profit on sale of current investments (1,691.32)
Fixed assets written off 0.07
Liability/ provisions no longer required written back (0.09)
Provision for doubtful advances - subsidiary 6.91
Employee stock option expense 23.99
Operating profit before working capital changes (2,886.13)
Movement in working capital :
Decrease in trade payables (124.75)
Increase in other current liabilities 159.35
Increase in long term provisions 52.65
decrease in short term provisions (93.50)
Increase in long-term loans and advances (4,496.39)
Decrease in short-term loans and advances 161.05
Increase in other current assets 406.46
Cash generated from/(used in) operations (7,634.18)
Direct taxes (paid)/ net of refunds (837.59)
Net cash flow used in operating activities (A) (8,471.77)

Cash flow from investing activities

Purchase of fixed assets, including CWIP and capital advances (155.34)
Proceeds from sale of fixed assets 29.00
Purchase of non- current investments (23,275.00)
Purchase of current investments (45,960.00)
Proceeds from sale/maturity of current investments 69,283.68
Option fees received 3,000.36
Interest received 474.05
Net cash flow from /(used in) investing activities (B) 3,396.95

Cash flow from financing activities

Proceeds from issue of share capital 5.00

Net cash flow from /(used in) financing activities (c) 5.00

Net decrease in cash and cash equivalents (A + B + C) (5,070.02)

Cash and cash equivalents transferred on demerger (refer note 31) 5,154.04
Cash and cash equivalents at the end of the year 84.02

94 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 CAS H F L O W S TAT E M E N T
For the period January 01, 2015 to March 31, 2016

Components of cash and cash equivalent

(Rs. in Lacs)
As at
March 31, 2016
Cash on hand 0.77
Cheques/drafts on hand 0.65
Balances with banks
on current account 82.60
Total cash and cash equivalents 84.02

Summary of significant accounting policies 3

The accompanying notes are an integral part of the financial statements

As per our report of even date

For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 95

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

1. Corporate information
Max India Limited (the Company) is a public limited company registered under Companies Act, 2013 and incorporated on January 01, 2015.
Its shares are in the process of listing on stock exchanges in India.
The Company is primarily engaged in making business investments in its subsidiaries and providing shared services to the group companies.
2. Basis of preparation
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian
GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified
under Section 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts) Rules 2014. The financial
statements have been prepared on accrual basis and under the historical cost convention.
3. Summary of significant accounting policies
3.1 Use of estimates
The preparation of financial statements in conformity with Indian GAAP requires the management to make judgments, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent
liabilities, at the end of the reporting period. Although these estimates are based on the management's best knowledge of current
events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment
to the carrying amounts of assets or liabilities in future periods.
3.2 Tangible fixed assets
Fixed assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises
purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.
Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the
existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-
day repair and maintenance expenditure and cost of replacing parts, are charged to the statement of profit and loss for the period
during which such expenses are incurred.
Gains or losses arising from derecognition of fixed assets are measured as the difference between the net disposal proceeds and the
carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.
3.3 Depreciation on tangible fixed assets
Leasehold improvement is amortized on straight line basis over the period of lease.
Depreciation on fixed assets is calculated on straight-line basis using the rates arrived at based on the useful lives estimated by the
management. The company has used the following rates to provide depreciation on its fixed assets:
Useful life (years)
Furniture and Fixtures 10 years
Office Equipment 5 years
IT Equipment (End user devices) 3 years
IT Equipment (Servers and network) 6 years
Vehicles 3-8 years
3.4 Leases
Where the Company is lessee
Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item are classified as
operating leases. Operating lease payments are recognized as an expense in the statement of profit and loss on a straight line basis
over the lease term.
Where the Company is lessor
Leases in which the company does not transfer substantially all the risks and benefits of ownership of the asset are classified as
operating leases. Assets subject to operating leases are included in fixed assets. Lease income on an operating lease is recognized in
the statement of profit and loss on a straight-line basis over the lease term. Costs, including depreciation, are recognized as an
expense in the statement of profit and loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in
the statement of profit and loss.
3.5 Impairment of tangible assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or
when annual impairment testing for an asset is required, the Company estimates the asset's recoverable amount. An asset's

96 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

recoverable amount is the higher of an asset's or cash-generating unit's (CGU) net selling price and its value in use. 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. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is
considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are
discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money
and the risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no
such transactions can be identified, an appropriate valuation model is used.
The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each
of the Company's cash-generating units to which the individual assets are allocated. These budgets and forecast calculations are
generally covering a period of five years. For longer periods, a long term growth rate is calculated and applied to project future cash
flows after the fifth year.
Impairment losses of continuing operations are recognized in the statement of profit and loss.
After impairment, depreciation is provided on the revised carrying amount of the assets over its remaining useful life.
An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no
longer exist or may have decreased. If such indication exists, the company estimates the asset’s or cash-generating unit’s recoverable
amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the
asset’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of the asset
does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no
impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statement of profit and loss.
3.6 Investments
Investments, which are readily realizable and intended to be held for not more than one year from the date on which such investments
are made, are classified as current investments. All other investments are classified as long-term investments.
On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition
charges such as brokerage, fees and duties.
Current investments are carried in the financial statements at lower of cost and fair value determined on an individual investment
basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than
temporary in the value of the investments.
On disposal of an investment, the difference between its carrying amount and net disposal proceed is charged or credited to the
statement of profit and loss.
3.7 Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be
reliably measured. The following specific recognition criteria must also be met before revenue is recognized:
Income from services
Revenues from shared services contracts are recognized over the period of the contract as and when services are rendered. The
company collects service tax on behalf of the government and, therefore, it is not an economic benefit flowing to the company. Hence,
it is excluded from revenue.
Interest
Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable interest rate.
3.8 Foreign currency transactions
Initial recognition
Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate
between the reporting currency and the foreign currency at the date of the transaction.
Conversion
Foreign currency monetary items are retranslated using the exchange rate prevailing 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; and non-monetary items which are carried at fair value or other similar valuation denominated in a foreign currency are
reported using the exchange rates that existed when the values were determined.
Exchange differences
Exchange differences arising on the settlement of monetary items, or on reporting such monetary items at rates different from those
at which they were initially recorded during the year, or reported in previous financial statements, are recognized as income or as

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 97

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

expenses in the year in which they arise.

3.9 Employee Benefits
Provident Fund
The Company contributes to employees provident fund benefits through a trust "Max India Limited Provident Fund Trust" managed by
Max Financial Services Limited (erstwhile Max India Limited) whereby amounts determined at a fixed percentage of basic salaries of
the employees are deposited to the trust every month. The benefit vests upon commencement of the employment. The minimum
interest rate payable by the trust to the beneficiaries every year is notified by the government and the Company has an obligation to
make good the shortfall, if any, between the return from the investments of the trust and the notified interest rate. The Company has
obtained actuarial valuation to determine the shortfall, if any, as at the Balance Sheet date.
Gratuity
Employee benefit in form of gratuity plan is a defined benefit obligation. The cost of providing benefit under this plan are determined
on the basis of actuarial valuation at end of each year using projected unit credit method. Actuarial gains and losses for the defined
benefit plan are recognized in full in the period in which they occur in the statement of profit and loss.
Compensated Absences
Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee benefit. The
company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused
entitlement that has accumulated at the reporting date.
The company treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit for
measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the
projected unit credit method at the year-end. Actuarial gains/losses are immediately taken to the statement of profit and loss and are
not deferred. The company presents the leave as a current liability in the balance sheet, to the extent it does not have an unconditional
right to defer its settlement for 12 months after the reporting date. Where company has the unconditional legal and contractual right
to defer the settlement for a period beyond 12 months, the same is presented as non-current liability.
3.10 Income taxes
Tax expense comprises current and deferred tax. Current income-tax is measured at the amount expected to be paid to the tax
authorities in accordance with the Income-tax Act, 1961 enacted in India. The tax rates and tax laws used to compute the amount are
those that are enacted or substantively enacted, at the reporting date. Current income tax relating to items recognized directly in
equity is recognized in equity and not in the statement of profit and loss
Deferred income taxes reflect the impact of timing differences between taxable income and accounting income originating during the
current year and reversal of timing differences for the earlier years. Deferred tax is measured using the tax rates and the tax laws
enacted or substantively enacted at the reporting date. Deferred income tax relating to items recognized directly in equity is
recognized in equity and not in the statement of profit and loss.
Deferred tax liabilities are recognized for all taxable timing differences. Deferred tax assets are recognized for deductible timing
differences only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which
such deferred tax assets can be realized. In situations where the company has unabsorbed depreciation or carry forward tax losses,
all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized
against future taxable profits.
At each reporting date, the company re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax asset to
the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be
available against which such deferred tax assets can be realized.
The carrying amount of deferred tax assets are reviewed at each reporting date. The company writes-down the carrying amount of
deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future
taxable income will be available against which deferred tax asset can be realized. Any such write-down is reversed to the extent that it
becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set-off current tax assets against current tax
liabilities and the deferred tax assets and deferred tax liabilities relate to the same taxable entity and the same taxation authority.
3.11 Employee stock compensation cost
Employees (including directors) of the company receive remuneration in the form of share based payment transactions, whereby
employees render services as consideration for equity instruments (equity-settled transactions).
In accordance with the Securities and Exchange Board of India (SEBI) (Share based Employee Benefits) Regulations, 2014 and the
Guidance Note on Accounting for Employee Share-based Payments, the cost of equity-settled transactions is measured using the

98 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

intrinsic value method and recognized, together with a corresponding increase in the “Stock options outstanding account” in
reserves. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the
extent to which the vesting period has expired and the company’s best estimate of the number of equity instruments that will
ultimately vest. The expense or credit recognized in the statement of profit and loss for a period represents the movement in
cumulative expense recognized as at the beginning and the end of that period and is recognized in employee benefits expense.
3.12 Earnings Per Share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the
weighted average number of the equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and
the weighted average number of shares outstanding during the period are adjusted for the effects of all potential dilutive equity shares
3.13 Provisions
A provision is recognized when the Company has a present obligation as a result of past event. It is probable that an outflow of
resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of
the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle
the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best
estimates.
3.14 Contingent liability
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-
occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized
because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does
not recognize a contingent liability but discloses its existence in the financial statements.
3.15 Cash and cash equivalents
Cash and cash equivalents for the purposes of cash flow statement comprise cash at bank and in hand and short term investments
with an original maturity of three months or less.

4.0 Share capital

(Rs. in Lacs)
As at
March 31, 2016

Authorised shares (Nos.)

300,000,000 equity shares of Rs. 2/- each 6,000.00
6,000.00
Issued, subscribed and fully paid-up shares (Nos.)
250,000 equity shares of Rs. 2/- each fully paid up 5.00
5.00

4.1 Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

March 31, 2016

No. of shares (Rs. in Lacs)
Equity Shares

At the beginning of the period - -

Issued during the period - Fresh Allotment 250,000 5.00
Outstanding at the end of the year 250,000 5.00

4.2 Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 2/- per share. Each holder of equity shares is entitled to one vote
per share. The company has not declared any dividend. In the event of liquidation of the Company, the holders of equity shares will be
entitled to receive remaining assets of the Company after distribution of all preferential amount. The distribution will be in proportion to the
number of equity shares held by the shareholders.

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 99

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

4.3 Details of shareholder holding more than 5% shares is set out below (legal ownership)

March 31, 2016

Name of the Shareholder
No. of shares % held
Equity shares of Rs. 2/- each fully paid
- Max Financial Services Limited (formerly known as Max India Limited) 250,000 100%
(Including 6 shares held by nominees of MFSL)

Subsequent to the year end, the Company has received the Foreign Investment Promotion Board (FIPB) approval vide its letter dated May
06, 2016. to issue and allot shares to MFS's shareholders as on the record date i.e. January 28, 2016. The Company has issued and
allotted 26,69,83,999 equity shares of Rs. 2/- each on May 14, 2016 and the existing equity capital of the Company of Rs. 5.00 laces
which was fully held by MFS, has been cancelled pursuant to the provisions of the Scheme.

5 Reserve and surplus

(Rs. in Lacs)
As at
March 31, 2016

Capital reserve
Balance at beginning of the period -
Add: Arising out of Scheme of demerger (refer note 31) 156,917.06
156,917.06

Employee stock option outstanding

Balance at beginning of the period -
Add: Arising out of Scheme of demerger (refer note 31) 198.38
Add/(less): compensation options granted during the period 28.96
Closing balance 227.34

Surplus in the statement of profit and loss

Balance at beginning of the period -
Profit for the period 1,433.58

Net surplus in the statement of profit and loss 1,433.58

Total reserves and surplus 158,577.98

6 Deferred tax assets

(Rs. in Lacs)
As at
March 31, 2016
Deferred tax assets
Impact of expenditure charged to the statement of profit and loss but allowed for tax purposes in subsequent years 129.92
Fixed Assets: Impact of difference between tax depreciation and depreciation/amortisation charged for 39.43
the financial reporting
Gross deferred tax assets 169.35
Deferred tax liabilities -
Net deferred tax liabilities / (assets) (169.35)
Net deferred tax liabilities / (assets) recognised (refer note below) -

Note: The Company follows Accounting Standard (AS-22) “Accounting for taxes on Income”, as notified by Companies Accounting Standards
Rules, 2006. However, deferred tax asset has been recognized only to the extent of deferred tax liability since there is no convincing
evidence which demonstrates virtual certainty of realization of such deferred tax asset in the near future, accordingly Company has
prudently decided not to recognize deferred tax asset on such timing differences.

100 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

7 Provisions
(Rs. in Lacs)
Long - term Short - term
As at As at
March 31, 2016 March 31, 2016
Provision for employee benefits
Provision for leave benefits - 107.10
Provision for gratuity (Refer note 17.2) 210.08 16.52
210.08 123.62

8 Other current liabilities

(Rs. in Lacs)
As at
March 31, 2016

Trade payables
• Total outstanding dues of micro enterprises and small enterprises -
• Total outstanding dues of creditors other than micro enterprises and small enterprises 247.80

Other liabilities
Others
Security deposit received 20.16
Statutory dues payable 342.18
Capital creditors 1.36
363.70
611.50

8.1 There is no Micro, Small and Medium Enterprise to which the Company owes dues, which are outstanding for more than 45 days
during the period January 01, 2015 to March 31, 2016. This information as required to be disclosed under Micro, Small and Medium
Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information
available with the Company.

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 101

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

9 Non - current investments

(Rs. in Lacs)
As at
March 31, 2016
Trade investments (valued at cost unless stated otherwise)
Investment in subsidiaries
Unquoted equity instruments
Max Bupa Health Insurance Co. Limited
664,520,000 Equity shares of Rs.10 each fully paid up 66,452.01
Pharmax Corporation Limited
47,122,747 Equity shares of Re.1 each fully paid up 1,420.81
Antara Senior Living Limited
8,000,000 Equity shares of Rs. 10 each fully paid up 800.00
Max UK Limited
299,742 Equity shares of GBP 1 each fully paid up 213.00
Less: provision for diminution (213.00) -
Max Ateev Limited
31,443,600 Equity shares of Rs. 10 each fully paid up 3,144.36
Less: provision for diminution (3,144.36) -
Max Skill First Limited
(formerly known as Max Healthstaff International Limited)
9,095,000 Equity shares of Rs. 10 each fully paid up 1,022.87
Less: provision for diminution (447.87) 575.00
Unquoted preference instruments
Pharmax Corporation Limited
1,500,000 9% Preference shares of Rs.100 each fully paid up 1,500.00
Antara Senior Living Ltd.
14,471,417 Zero Coupon Compulsorily Convertible Preference shares of 14,471.42
Rs. 100 each fully paid up

Investment in Joint Ventures

Max Healthcare Institute Limited
246,848,537 Equity shares of Rs.10 each fully paid up 49,412.68
134,631.92
134,631.92
Aggregate amount of unquoted investments 138,437.15
Aggregate provision for diminution in value of investments (3,805.23)

Pursuant to the Scheme of arrangement, investments amounting to Rs. 111,356.92 lacs have been transferred to the Company from
demerged undertaking i.e. Max Financial Services Limited (erstwhile Max India Limited).

Post transfer on account of demerger the Company has made following further investments in its subsidiary companies and joint ventures:
Entity Relationship Amount
(Rs. in Lacs)

Max Bupa Health Insurance Company Limited Subsidiary 7,955.00

Max Skill First Limited Subsidiary 320.00
Max Healthcare Institute Limited Joint venture 15,000.00

102 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

10 Tangible assets
(Rs. in Lacs)
Leasehold Furniture Office Computers
Improvment & Fixture Equipments Vehicles Total

Cost
Opening balance - - - - - -
Assets acquired on demerger (refer note 31) 355.51 53.52 88.22 110.88 267.17 875.30
Additions - 0.73 3.25 15.75 136.97 156.70
Deletions/ Adjustments - - 0.85 2.59 115.44 118.88
At March 31, 2016 355.51 54.25 90.62 124.04 288.70 913.12

Depreciation
Opening balance - - - - - -
Depreciation on assets acquired on 355.51 40.63 49.72 70.47 133.52 649.85
demerger (refer note 31)
Charge for the year - 1.77 9.83 16.76 44.74 73.10
Deletions/ Adjustments - - 0.24 1.67 79.86 81.77
At March 31, 2016 355.51 42.40 59.31 85.56 98.40 641.18

Net Block
At March 31, 2016 - 11.85 31.31 38.48 190.30 271.94

11 Loans and advance

(Rs. in Lacs)
Non - Current Current
As at As at
March 31, 2016 March 31, 2016
Capital advances
Unsecured, considered good 7,320.00 -
A 7,320.00 -

Security deposits
Unsecured, considered good 1.50 -
B 1.50 -

Loans and advances to related parties (refer note 25)

Unsecured, considered good (unless stated otherwise)
Advances recoverable in cash or kind
Considered doubtful 2,615.74 -
Security deposit 84.56 -
Inter corporate deposit 4,475.00 -
7,175.30 -
Provision for doubtful advances (2,615.74) -
C 4,559.56 -

Advances recoverable in cash or kind

Unsecured, considered good - 4.45
D - 4.45

Other loans and advances (unsecured, considered good unless stated otherwise)

Balances with statutory/government authorities - 17.83

Prepaid expenses - 46.77
Loans to employees 10.74 11.38
Advance income tax (net of provisions) 8.44 -
E 19.18 75.98
Total (A+B+C+D+E) 11,900.24 80.43

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 103

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

12 Current Investments
(Rs. in Lacs)
As at
March 31, 2016

Current investments (valued at lower of cost and fair value)

Unquoted mutual funds
Tata Money Market Fund - Direct Fund Growth 16,162.81
701,846 units of Face value Rs. 1000/- per unit fully paid
16,162.81
Aggregate amount of unquoted investments 16,162.81

13 Cash and bank balances

(Rs. in Lacs)
Non - Current Current
As at As at
March 31, 2016 March 31, 2016
Cash and cash equivalents
Balances with banks
on current accounts - 82.60
Cheques/drafts on hand - 0.65
Cash on hand - 0.77
- 84.02

14 Other assets
(Rs. in Lacs)
Non - Current Current
As at As at
March 31, 2016 March 31, 2016
Unsecured, considered good unless stated otherwise
Others
Option fee receivable - 814.73
Amount recoverable for cost allocation - 914.58
- 1,729.31

15 Revenue from operations

(Rs. in Lacs)
For the period from January
01, 2015 to March 31, 2016

Other operating revenue

Income from shared services 1,554.70

Income from investment activities

Interest income on
Inter corporate deposits 366.29
Fixed deposits 97.29
Profit on sale of current investments 1,691.32
Option fee (refer note 15.1) 3,104.79
5,259.69
Total Other operating revenue 6,814.39

104 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

15.1 The Company has a put option to transfer upto 24% of its shareholding in Max Bupa Health Insurance Co. Limited and Bupa Singapore
Pte. Limited (Bupa Singapore) has a call option under which the Company would be required to transfer 24% of its shareholding in Max
Bupa Health Insurance Co. Limited to Bupa Singapore subject to approval under applicable laws and regulations. As a consideration
of the call option granted by the Company, Bupa Singapore is obliged to pay an option fee, which is disclosed as above.

16 Other Income
(Rs. in Lacs)
For the period from January
01, 2015 to March 31, 2016

Interest income 1.16

Liabilities/provisions no longer required written back 0.09
Revenue from operations (net) 1.25

17 Employee benefit expenses

(Rs. in Lacs)
For the period from January
01, 2015 to March 31, 2016

Salaries, wages and bonuses 2,058.33

Contribution to provident and other funds 78.29
Employee stock option scheme 23.99
Gratuity expense (refer note 17.2) 33.89
Staff welfare expenses 56.37
2,250.87

17.1 Effective January 15, 2016, the Company has appointed a Managing Director for a term of 5 years. In absence of adequate profits, the
Nomination and Remuneration Committee and the Board of Directors in terms of Section 196 and 197 of the Companies Act, 2013
(‘the Act’) read with the limits prescribed under the Act has approved remuneration of Rs. 240.00 lacs per annum; during the period
beginning January 15, 2016 to March 31, 2016, the Company has paid remuneration of Rs. 49.41 lacs for which the Company is in
the process of obtaining the necessary approval from the shareholders of the Company. Till the time the approval is obtained excess
remuneration of Rs. 24.41 lacs paid to managing director, will be held in trust.

17.2 Gratuity

The Company has a defined benefit gratuity plan. Every employee who has completed 5 years or more of service gets a gratuity on
departure at 15 days salary (last drawn salary) for each completed year of service.

The following table summarises the component of net benefit expense recognised in statement of profit and loss and the amount
recognised in the balance sheet in respect of defined benefit plans.

Statement of profit and loss

Net employee benefit expense recognized in employee cost
(Rs. in Lacs)
Gratuity
As at
March 31, 2016

Current service cost 27.76

Interest cost on benefit obligation 16.93
Net actuarial( gain) / loss recognized in the year (10.80)
Net benefit expense 33.89
Actual return on plan assets -

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 105

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Balance sheet
Benefit asset/ liability
(Rs. in Lacs)
Gratuity
As at
March 31, 2016

Defined benefit obligation 226.60

Funded Status (226.60)
Plan asset / (liability) (226.60)

Changes in the present value of the defined benefit obligation are as follows:
(Rs. in Lacs)
Gratuity
As at
March 31, 2016
Opening defined benefit obligation -
Value of obligation transferred on demerger 217.08
Interest cost 16.93
Current service cost 27.76
Benefits paid by employer (24.37)
Actuarial (gains) / losses on obligation (10.80)
Closing defined benefit obligation 226.60

The principal assumptions used in determining benefit obligations for the Company’s plans are shown below:

Gratuity
As at
March 31, 2016
Discount rate 7.80%
Expected rate of return on assets NA
Retirement Age 58 years
Employee turnover 5 %

The estimates of future salary increases considered in actuarial valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market. Further, the overall expected rate on assets is determined
based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. There has been
no significant change in expected rate of return on assets.

Amounts for the current period are as follows:

(Rs. in Lacs)
As at
March 31, 2016
Defined benefit obligation 226.60
Plan assets -
Surplus / (deficit) (226.60)
Experience adjustments on plan liabilities (10.80)
Experience adjustments on plan assets -

17.3 Provident Fund

The Company is contributing in a provident fund trust "Max India Limited Employees Provident Trust Fund" which is a common fund for
Max Financial Services Limited (MFSL), its subsidiaries and associate companies. The provident fund trust requires that interest
shortfall shall be met by the employer, accordingly it has been considered as a defined benefit plan as per AS-15 (Revised).”
The interest rate payable to the members of the Trust shall not be lower than the statutory rate of interest declared by the Central
Government under the Employees’ Provident Funds and Miscellaneous Provisions Act, 1952, and shortfall, if any, shall be made good
by MFSL, its subsidiaries and associate companies.

106 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

The actuary has accordingly provided a valuation for "Max India Limited Employees Provident Trust Fund" which is a common fund for
MFSL, its subsidiaries and associate companies. based on assumptions provided below.

The details of fund and plan asset position as at March 31, 2016 as per the actuarial valuation of active members are as follows:
(Rs. in Lacs)
As at
March 31, 2016
Plan assets at year end at fair value 741.53
Present value of defined benefit obligation at year end 736.37
Surplus as per actuarial certificate 5.16
Shortfall recognised in balance sheet -
Active members as at year end (Nos) 48

Assumptions used in determining the present value obligation of the interest rate guarantee under the deterministic approach:

March 31, 2016

Discount rate for the term of the obligation 7.72%

Average historic yield on the investment portfolio 9.06%
Discount rate for the remaining term to maturity of the investment portfolio 7.72%
Expected investment return 9.06%
Guaranteed rate of return 8.75%

18 Other expenses
(Rs. in Lacs)
For the period from January
01, 2015 to March 31, 2016

Recruitment and training expenses 136.45

Rent 95.04
Insurance 60.38
Repairs and maintenance:
Others 85.92
Electricity and water 17.32
Printing and stationery 8.17
Travelling and conveyance 188.35
Communication 26.40
Legal and professional (refer note 18.1) 715.42
Management service charges 744.72
Directors' fee 44.22
Advertisement and publicity 24.76
Net loss on sale/disposal of fixed assets 8.04
Loss on sale of investments-long term 505.78
Less: write back of provision for diminution in investment-long term (505.78) -
Provision for doubtful advances in subsidiary 6.91
Fixed assets written off 0.07
Charity and donation 0.02
Net loss on foreign exchange fluctuation 7.61
Miscellaneous 59.17
2,228.97

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 107

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

18.1 Payment to auditor (excluding service tax) (included in legal and professional)
(Rs. in Lacs)
For the period from January
01, 2015 to March 31, 2016

As auditor:
Audit fee 15.00
In other capacity:
Other services -
15.00

19 Depreciation and amortisation

(Rs. in Lacs)
For the period from January
01, 2015 to March 31, 2016

Depreciation of tangible assets 73.10

73.10

20 Calculation of Earnings per share (EPS) - Basic and Diluted

For the period from January

01, 2015 to March 31, 2016

Basic EPS
Profit after tax (Rs. in Lacs) 1,433.58
Net profit for calculation of basic EPS (Nos) 1,433.58
Weighted average number of equity shares outstanding during the period (Nos.)* 266,998,381
Basic Earnings Per Share (Rs.) 0.54

Dilutive EPS
Equivalent weighted average number of employee stock options outstanding (Nos.) 2,769,196
Weighted average number of equity shares outstanding during the period for dilutive earnings per share (Nos) * 269,767,577
Diluted Earnings Per Share (Rs.) 0.53

Note:Weighted average number of shares considered for the purpose of calculation of EPS are those which are required to be issued as per t h e
scheme of demerger approved by the Hon'ble High Court of Punjab and Haryana on the record date i.e. January 28, 2016. The
Company received the FIBP approval on May 14, 2016 and has issued and alloted 26,69,83,999 equity shares of Rs. 2/- each on May
14, 2016. However for true reflection of EPS has been calculated assuming these shares would have been issued on appointed date
i.e. April 01, 2015.
21. Employee Stock Option Plan
21.1 Employee Stock Option Plan – 2003 (“the 2003 Plan”):
Max Financial Services Limited-"MFSL" (formerly known as Max India Limited) had instituted the 2003 Plan, which was approved by
the Board of Directors in August 25, 2003 and by the shareholders in September 30, 2003. The 2003 Plan provides for grant of stock
options aggregating not more than 5% of number of issued equity shares of MFSL to eligible employees of MFSL. The 2003 Plan is
administered by the Nomination and Remuneration Committee appointed by the Board of Directors. Under the plan, the employees
receive shares upon completion of vesting conditions such as rendering of services across vesting period. Vesting period ranges from
one to five years and options can be exercised within two years from vesting date. As amended in the 2003 Plan and approved by the
shareholders in the Annual General Meeting held on September 30, 2014, the Option Price will be determined by the Nomination and
Remuneration Committee, from time to time, in accordance with the provisions of applicable law, provided that the Option Price shall
not be below the face value of the equity shares of MFSL.
Pursuant to the Scheme of demerger, with respect to the employee’s stock options granted by the de-merged company i.e. MFS to its
employees (irrespective of whether they continue to be employees of MFS or become employees of the Company) shall be allotted one
stock option by the Company under the new ESOP scheme for every stock option held in MFS. Accordingly, ESOP outstanding as on the
effective date in MFS shall be allocated between the demerged company and resulting companies. The Company is in the process of
implementation of an ESOP scheme on terms and conditions similar to the relevant ESOP plan of MFSL. Accordingly, 2,503,560
stock options granted to the employees of MFSL and outstanding as on Effective date i.e. January 15, 2016 are eligible for stock
options of the Company under new ESOP scheme on similar terms and conditions. These ESOPs have intrinsic value of Rs. 198.38
laces, which got transferred to the Company.

108 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

22. Leases
Operating lease: Company as lessee
The Company has entered into operating leases for its office spaces and accommodation for its employees under operating lease
agreements. The lease rental expense recognized in the statement of profit and loss for the year is Rs. 95.04 Lacs. The Company has
not entered into sublease agreements in respect of these leases and there are no restrictions placed upon the Company by entering
into these leases.
The detail of total of future minimum lease payments under non-cancellable leases are as follows:
(Rs. in Lacs)
As at
March 31, 2016

Not later than one year 92.14

Later than one year and not later than five year -
Later than five year -
92.14

23. Interest in a joint venture

During the period, the Company has subscribed to 22,222,222 equity shares @ Rs. 67.50 per share at an aggregate consideration of
Rs. 15,000.00 lacs in Max Healthcare Institute Limited (MHIL) resulting in an increase in its stake from 45.95% to 46.28% as on
March 31, 2016.
The Company’s share of the assets, liabilities, income and expenses of the jointly controlled entity for the period from March 31,
2016 are as follows:
(Rs. in Lacs)
As at
March 31, 2016

Current assets 13,373.88

Non current assets 89,223.83
Current liabilities (19,385.74)
Non Current liabilities (31,080.48)
Equity 52,131.49
Revenue 68,256.58
Cost of material consumed (18,444.61)
Depreciation (4,007.91)
Finance cost (3,380.49)
Employee benefit expenses (13,971.23)
Other Expenses (29,113.55)
Loss before tax (661.21)
Tax expense -
Loss after tax (661.21)
Capital commitments 2,077.99
Contingent liabilities 15,275.58

24. Segment Reporting

Being a holding company, the Company is having investments in various subsidiaries and joint ventures and is primarily engaged in
growing and nurturing these business investments and providing shared services to group companies. Accordingly, the Company
views these activities as one business segment, therefore there are no separate reportable segments as per Accounting Standard 17
prescribed under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014.

25. Capital and other commitments

a) Capital Commitments
(Rs. in Lacs)
As at
March 31, 2016
Estimated amount of contracts remaining to be executed on capital account and not provided for 7,320.00
Less: Capital advances 7,320.00
Net capital commitment for acquisition of capital assets -

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 109

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

b) The Company will provide financial support to Max Ateev Limited, Max One Distribution and Services Limited and Antara Senior Living
Limited a wholly owned subsidiaries of the Company in order to meet their future financial obligations.

26 Related parties disclosures

Names of related parties where control exists irrespective of whether transactions have occurred or not
Subsidiary companies
Step down subsidiary companies
Names of other related parties with whom transactions have taken place during the year
Joint Venture
Key Management Personnel (KMP)
Enterprises owned or significantly influenced by key
management personnel or their relatives
Employee benefit funds
1 Max Bupa Health Insurance Company Limited
2 Max UK Limited
3 Pharmax Corporation Limited
4 Max Ateev Limited
5 Max Skill First Limited
6 Antara Senior Living Limited
7 Max Neeman Medical International Limited (Subsidiary till April 30, 2015)
8 Max Neeman Medical International Inc. (Subsidiary till April 30, 2015)
1 Antara Purukul Senior Living Limited
2 Antara Gurgaon Senior Living Limited
3 Max One Distribution and Services Limited
1 Max Healthcare Institute Limited
2 Alps Hospial Limited
1 Mr. Mohit Talwar (Managing Director) - Effective January 15, 2016
2 Mr. Jatin Khanna (Chief Financial Officer) - Effective January 15, 2016
3 Mr. V Krishnan (Company Secretary) Effective January 15, 2016
1 Max Life Insurance Company Limited
2 Max Financial Services Limited
3 Max Venture and Industries Limited
4 New Delhi House Services Limited
1 Max India Ltd. Employees’ Provident Fund Trust

110 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Transactions with related parties during the year:

(Rs. in Lacs)
Subsidiaries Joint Key Relatives of Enterprises Employee Total
Ventures Management KMP owned or benefit funds
personnel significantly
(Directors influenced by
CEO & CFO) key management
personnel or
their relatives
2016 2016 2016 2016 2016 2016 2016
Income from shares services
Max Healthcare Institute Limited 139.00 139.00
Pharmax Corporation Limited 99.00 99.00
Max Financial Services Limited 897.00 897.00
Max Life Insurance Company Limited 313.00 313.00
Max Skill First Limited 50.70 50.70
Max Venture and Industries Limited 56.00 56.00
Reimbursement of expenses (Received from)
Max Financial Services Limited 709.63 709.63
New Delhi House Services Limited 14.19 14.19
Reimbursement of expenses (Paid to)
Max UK Limited 32.36 32.36
Max Bupa Health Insurance Company Limited 10.17 10.17
New Delhi House Services Limited 19.48 19.48
Services Received
Healthcare Services
Alps Hospital Ltd 0.09 0.09
Max Healthcare Institute Limited 0.06 0.06
Management service charges
Max Financial Services Limited 741.38 741.38
Rent paid
Pharmax Corporation Limited 92.30 92.30
Alps Hospital Ltd 2.73 2.73
Repair & Maintenance
New Delhi House Services Limited 62.58 62.58
Managerial Remuneration
Mohit Talwar 49.41 49.41
Jatin Khanna 15.49 15.49
V Krishnan 31.22 31.22
Company's contribution to Provident Fund Trust 69.76 69.76
Provision for Diminution
Max Ateev Limited. 6.91 6.91
Loans given
Pharmax Corporation Limited 225.00 225.00
Antara Purukul Senior Living Limited 4,250.00 4,250.00
Interest income
Antara Purukul Senior Living Limited 357.51 357.51
Pharmax Corporation Limited. 8.78 8.78
Investments made
Max Healthcare Institute Limited. 15,000.00 15,000.00
Max Skill First Limited 320.00 320.00
Max Bupa Health Insurance Company Limited. 7,955.00 7,955.00
Sale of assets
Max Healthcare Institute Limited. 14.26 14.26
Investments sold
Max Neeman Medical International Limited 942.90 942.90

Balance outstanding as at the year end

Corporate Guarantee
Antara Purukul Senior Living Limited 15,025.19 15,025.19

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 111

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Transactions with related parties during the year:

(Rs. in Lacs)
Subsidiaries Joint Key Relatives of Enterprises Employee Total
Ventures Management KMP owned or benefit funds
personnel significantly
(Directors influenced by
CEO & CFO) key management
personnel or
their relatives
2016 2016 2016 2016 2016 2016 2016
Loans and advances given
Max Ateev Limited 699.39 699.39
Antara Purukul Senior Living Limited 4,250.00 4,250.00
Pharmax Corporation Limited 225.00 225.00
Max Skill First Limited 1,916.34 1,916.34
Provision made against above
Max Ateev Limited (699.39) (699.39)
Max Skill First Limited (1,916.34) (1,916.34)
Other receivable
Max Healthcare Institute Limited 145.29 145.29
Max Skill First Limited 52.98 52.98
Max Life Insurance Company Limited 358.39 358.39
Max Financial Services Limited 195.95 195.95
Max Venture and Industries Limited 58.52 58.52
Pharmax Corporation Limited 103.45 103.45
Security Deposit receivable
Pharmax Corporation Limited 84.56 84.56
Amount Payable
New Delhi House Services Limited (3.87) (3.87)
Alps Hospital Ltd - (0.69) (0.69)
Investment in Equity Share Capital
Max Ateev Limited 3,144.36 3,144.36
Max Healthcare Institute Limited. 49,412.68 49,412.68
Max Bupa Health Insurance Company Limited 66,452.01 66,452.01
Antara Senior Living Limited 800.00 800.00
Pharmax Corporation Limited 1,420.81 1,420.81
Max Skill First Limited 1,022.87 1,022.87
Max UK Limited 213.00 213.00
Provision made against above
Max Ateev Limited (3,144.36) (3,144.36)
Max Skill First Limited (447.87) (447.87)
Max UK Limited (213.00) (213.00)
Investment in Preference Share Capital
Antara Senior Living Limited 14,471.42 14,471.42
Pharmax Corporation Limited 1,500.00 1,500.00

27 Contingent liabilities not provided for

(Rs. in Lacs)
As at
S. No. Particulars March 31, 2016
I Corporate guarantee given to Axis Bank Limited in respect of financial assistance availed by 15,025.19
Antara Purukul Senior Living Limited, a subsidiary company.

28 Particulars of Unhedged Foreign Currency Exposure

(Rs. in Lacs)
As at March 31, 2016
Particulars Foreign Currency Exchange Rate Indian Rupee

Trade payables (GBP) 0.63 95.09 59.61

Investments - - 213.00

112 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

29 Expenditure in Foreign Currency (on accrual basis)

(Rs. in Lacs)
As at
Particulars March 31, 2016

Legal and professional 75.00

Others 35.00
Total 110.00

30 Disclosure under section 186 (4) of the Companies Act 2013

a) Particulars of Loans given:

(Rs. in Lacs)
Sr. Name of the Loanee Transferrd on Loan given Loan repaid Outstanding Purpose
No. a/c of demerger during the during the Balance as on
as on April 1, year year 31.03.16
2015*

1 Pharmax Corporation Limited - 225.00 - 225.00 Operational cash flow requirement

2 Antara Purukul Senior Living Limited - 4,250.00 - 4,250.00 Operational cash flow requirement
- 4,475.00 - 4,475.00

b) Particulars of Guarantee given:

(Rs. in Lacs)
Sr. Name of the Entity Transferrd on Loan given Loan repaid Outstanding Purpose
No. a/c of demerger during the during the Balance as on
as on April 1, year year 31.03.16
2015*

1 Max Healthcare Institute Limited 2,100.00 - 2,100.00 - Collateral security for term
loan for Project
2 Antara Purukul Senior Livings Limited 8,080.00 15,025.19 8,080.00 15,025.19 Collateral security for term
loan for Project
10,180.00 15,025.19 10,180.00 15,025.19
Note: The above amounts are outstanding balances with term lenders against the total guarantee given for the respective

c) Particulars of Investments made:

(Rs. in Lacs)
Sr. Name of the Loanee Transferrd on Investment Investment Outstanding Purpose
No. a/c of demerger made sold Balance as on
as on April 1, 31.03.16
2015*

Investment in Equity Share Capital

1 Max Ateev Limited 3,144.36 - - 3,144.36 Strategic investment
2 Max Healthcare Institute Limited. 34,412.68 15,000.00 - 49,412.68 Strategic investment
3 Max Bupa Health Insurance Company Limited 58,497.01 7,955.00 - 66,452.01 Strategic investment
4 Antara Senior Living Limited 800.00 - - 800.00 Strategic investment
5 Pharmax Corporation Limited 1,420.81 - - 1,420.81 Strategic investment
6 Max Neeman Medical International Limited 1,448.68 - 1,448.68 - Strategic investment
7 Max Skill First Limited 702.87 320.00 - 1,022.87 Strategic investment
8 Max UK Limited 213.00 - - 213.00 Strategic investment
Investment in Preference Share Capital
1 Antara Senior Living Limited 14,471.42 - 14,471.42 Strategic investment
2 Pharmax Corporation Limited 1,500.00 - - 1,500.00 Strategic investment
116,610.83 23,275.00 1,448.68 138,437.15
*Balances transferred from MFSL as per demerger scheme (refer note 31)

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 113

(Formerly known as Taurus Ventures Limited)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

31 Scheme of Arrangement (Demerger) between Max Financial Services Limited (MFS), the Company and Max Venture and Industries
Limited (MVIL)
The Board of Directors of Max Financial Services Limited (‘MFS’, erstwhile Max India Limited) in their meeting held on January 27, 2015 had
approved the Corporate Restructuring plan to vertically split MFS through a Composite scheme of arrangement (‘Scheme’), into three
separate listed companies.
a) The Hon’ble High Court of Punjab and Haryana vide its order dated December 14, 2015, sanctioned the Scheme under Sections 391
to 394 read with Sections 100 to 104 of the Companies Act, 1956 between Max Financial Services Limited (‘MFS’ - erstwhile Max
India Limited), Max India Limited ("the Company" - erstwhile Taurus Ventures Limited) and Max Ventures and Industries Limited
(‘MVIL’- erstwhile Capricorn Ventures Limited). The Scheme is effective from January 15, 2016 i.e. the date of filing of the certified
copy of the order of the Hon’ble High Court of Punjab and Haryana with the Registrar of Companies, Chandigarh and Shimla. Pursuant
to the Scheme, all the assets and liabilities pertaining to the Demerged Undertaking (as defined in the Scheme) have been transferred
to and vested in the Company with retrospective effect from the appointed date i.e. April 1, 2015 at their respective book values
appearing in the books of demerged company i.e., MFS. Accordingly, the Scheme has been given effect to in the financial statements.
b) The consideration for the demerger to the equity shareholders of the demerged company i.e., MFS is discharged by the Company i.e.,
Max India Limited wholly by issue of equity shares of the Company. Pursuant to the Scheme coming into effect, every shareholder
holding fully paid up equity shares of Rs. 2/- each in MFS as on the Record Date i.e., January 28, 2016 will be allotted one equity share
of Rs. 2/- each in the Company for every one equity share of Rs. 2/- each held in MFS as on the Record Date. As a result of this and
pursuant to the provisions of the Scheme, the existing share capital of Rs. 5 lacs of the Company shall stand cancelled. Further, with
respect to employee’s stock options granted by the demerged company i.e. MFS to its employees (irrespective of whether they
continue to be employees of MFS or become employees of the Company or not) shall be allotted one stock option by the Company
under the new ESOP scheme for every stock option held in MFS. Accordingly, ESOP outstanding as on the Effective Date in MFS shall
be allocated between the demerged company and resulting companies. The surplus of net assets acquired by the Company over the
aggregate face value of share capital to be issued shall be credited to capital reserve. The value of net assets acquired effective from
April 1, 2015 and the calculation of differential consideration and value of net identifiable assets acquired is set out below:
(Rs. in Lacs)

Particulars Amount in Lacs

Assets acquired
- Fixed assets (net of accumulated depreciation) 225.45
- Investments (Non-current and current) 149,152.09
- Loans and advances (Non-current and current) 7,645.99
- Cash and bank balance 5,154.04
- Other current assets 1,227.73
Sub-total (A) 163,405.30
Liabilities assumed
- Trade payables and other current liabilities 575.63
- Provisions (Non-current and current) 374.55
Sub-total (B) 950.18
Net assets acquired (A-B) 162,455.12
Share capital to be issued 5,339.68
ESOP to be issued 198.38
Capital Reserve 156,917.06

c) The reconciliation of share capital to be issued pursuant to the scheme is given below and disclosed as ‘Shares capital pending
allotment’ in the financial statements:
(Rs. in Lacs)

Particulars Amount in Lacs

Shares capital to be issued (refer point b above) 5,339.68

Less: Existing share capital pending cancellation (5.00)
Share capital pending allotment 5,334.68

d) Subsequent to the year end, the Company has received the Foreign Investment Promotion Board (FIPB) approval to issue and allot
shares to MFS's shareholders as on the record date i.e. January 28, 2016, vide its letter dated May 06, 2016. The Company has issued
and allotted 26,69,83,999 equity shares of Rs. 2/- each on May 14, 2016 and the existing equity capital of the Company of Rs. 5.00
lacs which was fully held by MFS, has been cancelled pursuant to the provisions of the Scheme and the Company ceases to be a
subsidiary of MFS effective May 14, 2016.

114 Max India Limited A N N U A L R E P O RT 2 0 1 5 - 1 6

(Formerly known as Taurus Ventures Limited)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

e) This Scheme is a non-cash transaction and hence, has no impact on the cash flow of the Company for the current period.
32 Pursuant to the scheme of demerger investments in Max Neeman Medical International Limited having carrying value of Rs. 942.90 lacs
(net of provision for impairment) were transferred in the name of the Company which has been sold to JSS Medical Research for a
consideration of Rs. 942.90 lacs. This has no financial impact on current period financial statement.
33 Subsequent to the year end, on April 29, 2016, Max India Limited executed an agreement with Bupa Singapore Pte. Limited (Bupa
Singapore) to divest its 23% stake in Max Bupa Health Insurance Limited to Bupa Singapore at par value, for a consideration of Rs.
20,654.00 lacs.
34 Being the first year of the Comapny, the accounts have been drawn up for a period of January 01, 2015 (i.e. date of incorporation) to March
31, 2016. Accordingly, there are no comparitive previous period figures.

As per our report of even date

For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max India Limited 115

(Formerly known as Taurus Ventures Limited)
 MAX INDIA LIMITED
(Formerly known as Taurus Ventures Limited)

CONSOLIDATED
To the Members of Max India Limited (formerly Taurus Ventures
Limited)
Report on the Consolidated Financial Statements
We have audited the accompanying consolidated financial
statements of Max India Limited (formerly Taurus Ventures Limited)
(hereinafter referred to as “the Holding Company”), its subsidiaries
(the Holding Company and its subsidiaries together referred to as
“the Group”) its associates and joint controlled entities, comprising
of the consolidated Balance Sheet as at March 31, 2016, the
consolidated Statement of Profit and Loss and consolidated Cash
Flow Statement for the year then ended, and a summary of
significant accounting policies and other explanatory information
(hereinafter referred to as ‘the consolidated financial statements’).
Management’s Responsibility for the Consolidated Financial
Statements
The Holding Company’s Board of Directors is responsible for the
preparation of these consolidated financial statements in terms with
the requirement of the Companies Act, 2013 (“the Act”) that give a
true and fair view of the consolidated financial position, consolidated
financial performance and consolidated cash flows of the Group in
accordance with 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.
The respective Board of Directors of the companies included in the
Group and of its associates and jointly controlled entities are
responsible for maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding of the
assets of the Group and for preventing and detecting frauds and
other irregularities; the selection and application of appropriate
accounting policies; making judgments and estimates that are
reasonable and prudent; and the design, implementation and
maintenance of adequate internal financial control that were
operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error, which
have been used for the purpose of preparation of the consolidated
financial statements by the Directors of the Holding Company, as
aforesaid.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated
financial statements based on our audit. While conducting the audit,
we have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder. We conducted our audit in accordance with
the Standards on Auditing, issued by the Institute of Chartered
Accountants of India, as specified under Section 143(10) of the Act.
Those Standards require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material
misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the consolidated financial
statements. The procedures selected depend on the auditor’s
judgment, including the assessment of the risks of material
misstatement of the consolidated financial statements, whether due
to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Holding
Company’s preparation of the consolidated financial statements that
give a true and fair view in order to design audit procedures that are
appropriate in the circumstances. An audit also includes evaluating
the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by the Holding
Company’s Board of Directors, as well as evaluating the overall
A N N U A L R E P O RT 2 0 1 5 - 1 6
presentation of the consolidated financial statements. We believe
that the audit evidence obtained by us and the audit evidence
obtained by the other auditors in terms of their reports referred to in
paragraph (a) of the Other Matters below, is sufficient and
appropriate to provide a basis for our audit opinion on the
consolidated financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the consolidated financial statements give
the information required by the Act in the manner so required and
give a true and fair view in conformity with the accounting principles
generally accepted in India of the consolidated state of affairs of the
Group, , its associates and jointly controlled entities as at March 31,
2016, their consolidated loss, and their consolidated cash flows for
the year ended on that date.
Report on Other Legal and Regulatory Requirements
As required by section 143 (3) of the Act, we report, to the extent
applicable, that:
(a) We / the other auditors whose reports we have relied upon have
sought and obtained all the information and explanations which
to the best of our knowledge and belief were necessary for the
purpose of our audit of the aforesaid consolidated financial
statements;
(b) In our opinion proper books of account as required by law
relating to preparation of the aforesaid consolidation of the
financial statements have been kept so far as it appears from
our examination of those books and reports of the other
auditors;
(c) The consolidated Balance Sheet, consolidated Statement of
Profit and Loss, and consolidated Cash Flow Statement dealt
with by this Report are in agreement with the books of account
maintained for the purpose of preparation of the consolidated
financial statements;
(d) In our opinion, the aforesaid consolidated financial statements
comply with the Accounting Standards specified under section
133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014;
(e) According to the information and explanations given to us and
as reported by the other auditors whose reports we have relied
upon, investments in insurance business have been valued in
accordance with the provisions of the Insurance Act, the IRDAI
Financial Statements Regulation and/ or orders/ directions/
circulars issued by IRDAI in this regard.
(f) On the basis of the written representations received from the
directors of the Holding Company as on March 31, 2016 taken
on record by the Board of Directors of the Holding Company and
the reports of the auditors who are appointed under Section
139 of the Act, of its subsidiary companies, associate
companies and jointly controlled companies incorporated in
India, none of the directors of the Group’s companies, its
associates and jointly controlled companies incorporated in
India is disqualified as on 31st March, 2016 from being
appointed as a director in terms of Section 164 (2) of the Act.
(g) With respect to the adequacy and the operating effectiveness of
the internal financial controls over financial reporting of the
Holding Company and its subsidiary companies, associate
companies and jointly controlled companies incorporated in
India, refer to our separate report in “Annexure 1” to this report;
(h) With respect to the other matters to be included in the Auditor’s
Report in accordance with Rule 11 of the Companies (Audit and
Auditors) Rules, 2014, in our opinion and to the best of our
information and according to the explanations given to us:
Max India Limited
(Formerly known as Taurus Ventures Limited) 119
(Consolidated Statement of Accounts)
 i. The consolidated financial statements disclose the impact of
pending litigations on its consolidated financial position of the
Group, its associates and jointly controlled entities – Refer
Note 36 to the consolidated financial statements;
ii. The Group, its associates and jointly controlled entities did
not have any material foreseeable losses in long-term
contracts including derivative contracts;
iii. There were no amounts which were required to be transferred
to the Investor Education and Protection Fund by the Holding
Company, its subsidiaries, associates and jointly controlled
companies incorporated in India.
Other Matter
(a) The accompanying consolidated financial statements include
total assets of Rs. 48,195 Lacs as at March 31, 2016, and total
revenues and net cash outflows of Rs 10,279 lacs and Rs 466
Lacs for the year ended on that date, in respect of subsidiaries and
one joint venture which have been audited by other auditors,
which financial statements, other financial information and
auditor’s report have been furnished to us by the management.
Our opinion on the consolidated financial statements, in so far as
it relates to the amounts and disclosures included in respect of
these subsidiaries / joint venture and our report in terms of sub-
sections (3) and (11) of Section 143 of the Act, in so far as it
relates to the aforesaid subsidiaries is based solely on the
report(s) of such other auditors.
(b) The accompanying consolidated financial statements include
total assets of Rs 1,364 lacs as at March 31, 2016, and total
revenues and net cash outflows of Rs 512 lacs and Rs 41 Lacs for
the year ended on that date, in respect of one jointly controlled
entity, which have not been audited, which unaudited financial
statements and other unaudited financial information have been
furnished to us. Our opinion, in so far as it relates amounts and
disclosures included in respect of this jointly controlled entity and
our report in terms of sub-sections (3) and (11) of Section 143 of
the Act in so far as it relates to the jointly controlled entity, is based
Max India Limited
120 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
solely on such unaudited financial statement and other unaudited
financial information. In our opinion and according to the
information and explanations given to us by the Management,
these financial statements and other financial information are not
material to the Group.
(c) The auditors of Max Bupa Health Insurance Company Limited
(Max Bupa), a subsidiary company, have reported that the
actuarial valuation of liabilities in respect of claims Incurred but
Not Reported (‘IBNR) including claims Incurred but Not Enough
Reported (‘IBNER) as at March 31, 2016 is the responsibility of the
Company’s Appointed Actuary (“Appointed Actuary”) and has
been duly certified by the Appointed Actuary. The Appointed
Actuary has also certified that in his opinion, the assumptions for
such valuation are in accordance with the guidelines and norms, if
any, issued by Insurance Regulatory Development Authority of
India (“IRDAI”) and the Actuarial Society of India in concurrence
with the IRDAI. The auditors of Max Bupa have relied upon the
Appointed Actuary’s certificate in this regard for forming their
opinion on the financial statements of Max Bupa.
Our opinion on the consolidated financial statements, and our
report on Other Legal and Regulatory Requirements above, is not
modified in respect of the above matter with respect to our
reliance on the work done and the reports of the other auditors
and the financial statements and other financial information
certified by the Management.
For S.R. BATLIBOI & CO LLP
Chartered Accountants
ICAI Firm registration number: 301003E / E300005
per Manoj Kumar Gupta
Partner
Membership No.: 83906
Place: Gurgaon
Date: May 25, 2016
ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN
DATE ON THE CONSOLIDATED FINANCIAL STATEMENTS OF MAX
INDIA LIMTED (FORMERLY TAURUS VENTURES LIMITED)
Report on the Internal Financial Controls under Clause (i) of Sub-
section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
In conjunction with our audit of the consolidated financial
statements of Max India Limited (formerly Taurus Ventures Limited)
(‘the Company’) as of and for the year ended March 31, 2016, we
have audited the internal financial controls over financial reporting of
Max India Limited (hereinafter referred to as the “Holding Company”)
and its subsidiary companies, its associate companies and jointly
controlled companies, which are companies incorporated in India, as
of that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Holding Company, its
subsidiary companies, its associate companies and jointly controlled
companies, which are companies incorporated in India, are
responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria
established by the Holding Company considering the essential
components of internal control stated in the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting issued by the
Institute of Chartered Accountants of India. These responsibilities
include the design, implementation and maintenance of adequate
internal financial controls that were operating effectively for ensuring
the orderly and efficient conduct of its business, including adherence
to the respective company’s policies, the safeguarding of its assets,
the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation
of reliable financial information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the company's internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting (the
“Guidance Note”) and the Standards on Auditing, both, issued by
Institute of Chartered Accountants of India, and deemed to be
prescribed under section 143(10) of the Act, to the extent applicable
to an audit of internal financial controls. Those Standards and the
Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls over financial reporting
was established and maintained and if such controls operated
effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained and the audit
evidence obtained by the other auditors in terms of their reports
referred to in the Other Matters paragraph below, is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
A N N U A L R E P O RT 2 0 1 5 - 1 6
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls Over Financial
Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of
changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion
In our opinion, the Holding Company, its subsidiary companies, its
associate companies and jointly controlled companies, which are
companies incorporated in India, have, maintained in all material
respects, an adequate internal financial controls system over
financial reporting and such internal financial controls over financial
reporting were operating effectively as at March 31, 2016, based on
the internal control over financial reporting criteria established by the
Holding Company considering the essential components of internal
control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India.
Other Matters
a) Our report under Section 143(3)(I) of the Act on the adequacy and
operating effectiveness of the internal financial controls over
financial reporting of the Holding Company, insofar as it relates to
7 subsidiary companies and 1 subsidiary of a jointly controlled
entity, which are companies incorporated in India, is based on the
corresponding reports of the auditors of such subsidiary and
jointly controlled company incorporated in India.
b) Our report under Section 143(3)(I) of the Act on the adequacy and
operating effectiveness of the internal financial controls over
financial reporting of the holding company insofar it relates to a
joint venture, which is unaudited, is based on management
assessment of internal controls over financial reporting furnished
to us by the management. In our opinion and according to the
information and explanations given to us by the Management, the
joint venture is not material to the Group.
c) The auditors of Max Bupa Health Insurance Company Limited
(Max Bupa), a subsidiary company, have reported that actuarial
valuation of liabilities in respect of claims Incurred but Not
Reported (‘IBNR) including claims Incurred but Not Enough
Reported (‘IBNER) is required to be certified by the Appointed
Actuary as per the Insurance Regulatory and Development
Authority (Preparation of Financial Statements and Auditor’s
Report of Insurance Companies) Regulations, 2002 (the “IRDA
Financial Statements Regulations”), and has been relied upon by
them as mentioned in “Other Matter” para of their audit report on
the financial statements of the Company as at and for the year
Max India Limited
(Formerly known as Taurus Ventures Limited) 121
(Consolidated Statement of Accounts)
 ended March 31, 2016. Accordingly the internal financial controls For S.R. BATLIBOI & CO LLP
over financial reporting in respect of the valuation and accuracy of Chartered Accountants
the aforesaid actuarial valuation is also certified by the Appointed ICAI Firm registration number: 301003E / E300005
Actuary and accordingly, the auditors of Max Bupa have relied
upon the Appointed Actuary’s certificate. per Manoj Kumar Gupta
Partner
Our opinion is not modified in respect of the above matters with
Membership No.: 83906
respect to our reliance on the work done and the reports of the
other auditors and management assessment of internal controls Place: Gurgaon
over financial reporting in respect of unaudited joint venture Date: May 25, 2016
certified by the Management

Max India Limited

122 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 Consolidated Balance Sheet
AS AT MARCH 31, 2016

(Rs. in Lacs)
As at
Notes
March 31, 2016
Equity and liabilities
Shareholders' funds
Share capital 4 5.00
Share application pending allotment (refer note 38) 5,334.68
Reserves and surplus 5 109,896.68
115,236.36
Preference shares 98.72
Minority interest 5,979.38
Non-current liabilities
Long-term borrowings 6 45,443.98
Deferred tax liabilities (net) 7 207.89
Other long-term liabilities 8 11,099.45
Long-term provisions 9 906.40
57,657.72
Current liabilities
Short-term borrowings 10 5,583.76
Trade payables 11
• Total outstanding dues of micro enterprises and small enterprises -
• Total outstanding dues of creditors other than micro enterprises and small enterprises 20,517.55
Other current liabilities 11 11,942.25
Short-term provisions 9 27,930.32
65,973.88
TOTAL 244,946.06

Assets
Non-current assets
Fixed assets
Tangible assets 12 50,683.00
Intangible assets 13 2,422.68
Capital work-in-progress 24,803.51
Intangible assets under development 23.88
Goodwill on consolidation 40,541.15
Non-current investments 14 36,307.79
Loans and advances 15 28,011.71
Trade receivables 16 1,688.13
Other non-current assets 17 49.18
184,531.03
Current assets
Current investments 18 37,450.52
Inventories 19 1,087.48
Trade receivables 16 10,634.62
Cash and bank balances 20 3,698.15
Loans and advances 15 2,921.78
Other current assets 17 4,622.48
60,415.03
TOTAL 244,946.06
Summary of significant accounting policies 3
The accompanying notes are an integral part of the financial statements
As per our report of even date
For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 123
(Consolidated Statement of Accounts)
Consolidated Statement of profit and loss
FOR THE PERIOD JANUARY 01, 2015 to MARCH 31, 2016

(Rs. in Lacs)
For the period from
Notes January 01, 2015 to
March 31, 2016

Income
Revenue from operations 21 121,186.83
Other income 22 1,562.92
Total revenue (I) 122,749.75

Expenses
Purchase of pharmacy and pharmaceuticals supplies 18,570.21
(Increase)/ decrease in inventories of traded goods 23 (122.54)
Employee benefits expense 24 31,933.12
Other expenses 25 71,556.44
Depreciation and amortisation expense 26 5,553.95
Finance costs 27 4,096.09
Total expenses (II) 131,587.27

Loss before tax (I-II) (8,837.52)

Tax expense
Current tax 1,245.75
MAT Credit Entitlement (271.75)
Deferred tax 45.96
Total tax expense 1,019.96

Loss after tax (9,857.48)

Minority Interest 1,782.92
Net Loss (after adjusting minority interest) (8,074.56)

Earnings per equity share 28

[Nominal value of shares Rs. 2
Basic (Rs.) (3.03)
Diluted (Rs.) (3.03)

Summary of significant accounting policies 3

The accompanying notes are an integral part of the financial statements

As per our report of even date

For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

Max India Limited

124 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 CAS H F L O W S TAT E M E N T
For the period January 01, 2015 to March 31, 2016

(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Cash flow from operating activities
Net (loss) before tax (8,837.52)

Non cash adjustments to reconcile profit / (loss) before tax to net cash flows:
Depreciation / amortisation 5,553.95
Interest expense 3,488.87
Interest income (4,004.80)
Option fees (3,104.79)
Amortisation of discount/(premium) on investments (372.76)
Dividend income from investments (3.38)
Net loss on sale of fixed assets 33.16
Net profit on sale of investments (2,844.05)
Fixed assets written off 0.08
Doubtful advances written off 251.18
Provision for doubtful debts and advances 628.66
Liabilities/provisions no longer required written back (218.41)
Employee stock option expense 30.88
Operating profit before working capital changes (9,398.93)
Movement in working capital :
Increase in short-term trade payables 6,470.98
Increase in long-term provisions 23.80
Increase in short-term provisions 6,345.11
Increase in other current liabilities 2,254.91
Increase in other long-term liabilities 2,843.13
Decrease in long-term trade receivables 105.54
Increase in short-term trade receivables (663.16)
Increase in inventories (224.21)
Increase in long-term loans and advances (4,869.82)
Increase in short-term loans and advances (160.59)
Increase in other current assets (2,268.13)
Cash generated from/(used in) operations 458.62
Direct taxes paid (net of refunds) (2,654.40)
Net cash flow from /(used in) operating activities (A) (2,195.78)

Cash flow from investing activities

Purchase of fixed assets, including intangible assets, CWIP and capital advances (52,615.99)
Proceeds from sale of fixed assets 173.54
Purchase of investments (165,963.91)
Proceeds from sale of investments 183,353.21
Redemption in deposits (having original maturity of more than three months)and margin money 5,348.77
Option fee received 3,104.79
Interest received 4,004.80
Net cash flow from /(used in) investing activities (B) (22,594.79)

Cash flow from financing activities

Proceeds from issue of shares capital 5.00

Issue of shares by subsidiary to minority 2,795.00
Proceeds from long -term borrowings 27,326.97
Repayment of long -term borrowings (5,243.73)
Net proceeds from short -term borrowings 3,219.26
Interest paid (3,488.87)
Net cash flow from /(used in) financing activities (C) 24,613.63

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 125
(Consolidated Statement of Accounts)
CAS H F L O W S TAT E M E N T
For the period January 01, 2015 to March 31, 2016

(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Net Increase/(decrease) in cash and cash equivalents (A + B + C) (176.94)
Cash and cash equivalents transferred on demerger 3,822.85
Cash and cash equivalents at the end of the year 3,645.91

Components of cash and cash equivalent

As at
March 31, 2016
(Rs. in Lacs)
Cash on hand 69.83
Cheques/drafts on hand 280.14
Balance with banks
On current account 2,283.70
Deposits with original maturity of less than three months 855.00
on escrow accounts* 157.24
Total cash and cash equivalents 3,645.91

Summary of significant accounting policies 3

As per our report of even date

For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

Max India Limited

126 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

1. Basis of preparation
Max India Limited (the Company) is a public company registered under Companies Act, 2013 and incorporated on January 01, 2015. Its
shares are in the process of listing on stock exchanges in India.
The Consolidated Financial Statements (CFS) comprises the financial statements of Max India Limited (“the Company”) and its Subsidiaries
and Joint Ventures (hereinafter referred to as "Group Companies" and together as "Group". The CFS of the Group have been prepared in
accordance with generally accepted accounting principles in India (Indian GAAP) under historical cost convention on an accrual basis in
compliance with all material aspects of Accounting Standards (AS) notified section 133 of the Companies Act 2013, read together with
paragraph 7 of the Companies (Accounts) Rules 2014, in case of insurance companies, the guidelines issued by the Insurance Regulatory and
Development Authority (IRDAI).
The financial statements of Max Bupa Health Insurance Company Limited, subsidiary of the company, which are included in these CFS, are
prepared the financial statements in compliance with the accounting standards notified under section 133 of the Companies Act 2013, read
together with paragraph 7 of the Companies (Accounts) Rules 2014 and in accordance with the provisions of the Insurance Act, 1938
(amended by the Insurance Laws (Amendment) Act, 2015),read with Insurance Regulatory and Development Authority of India circular
IRDAII/F&A/059/03/2015 dated March 31, 2015 (The Insurance Act) Insurance Regulatory and Development Authority Act, 1999,read
with IRDAI/F&A/CIR/232/12/2013 and the regulations framed there under, various circulars issued by the IRDAI and the practices
prevailing within the insurance industry in India.
2. Principles of Consolidation
The financial statements of the Company and its subsidiaries have been consolidated on a line-by-line basis by adding together the book values
of like items of assets, liabilities, income and expenses after eliminating all intra-Group balances and transactions and resulting unrealized
gains/losses as per AS-21 "Consolidated Financial Statements" using the uniform accounting policies for like transactions and other events in
similar circumstances and are presented to the extent possible, in the same manner as the Company's separate financial statements.
Investment in Joint Ventures have been accounted by using the proportionate consolidation method as per AS - 27; "Financial Reporting of
Interest in Joint Ventures".
Minority interest in the net assets of Subsidiaries consist of :
(a) The amount of equity attributable to the minorities at the date on which investment in Subsidiary is made;
(b) The minorities' share of movements in equity since the date the parent-subsidiary relationship came into existence.
The excess/deficit of cost to the Company of its investment over its portion of net worth in the consolidated entities at the respective dates
on which the investment in such entities was made is recognised in the CFS as Goodwill/ Capital Reserve. The goodwill arising on
consolidation is not amortised but tested for impairment on periodic basis.
All the subsidiaries and joint ventures follow financial year as accounting year. However, the financial statmeents of subsidiaries and joint
ventures have been consolidated considering results from April 01, 2015 to March 31, 2016 since the financial statements from January
01, 2015 to March 31, 2015 have already been consolidated in the financial statements of Max Financial Services Limited (erstwhile Max
India Limited) while preparing financial statements for the year ended March 31, 2015.
2.1 The list of subsidiary companies considered in consolidated financial statements (as per AS-21):
Proportion of
SI. Name of the Subsidiary Country of
ownership as at
No. Incorporation
March 31, 2016

1 Max Bupa Health Insurance Company Limited India 74.00%

2 Antara Senior Living Limited India 100.00%
3 Antara Purukul Senior Living Limited (i) India 100.00%
4 Antara Gurgaon Senior Living Limited (i) India 100.00%
5 Pharmax Corporation Limited India 85.21%
6 Max Ateev Limited India 100.00%
7 Max Skill First Limited India 100.00%
8 Max One Distribution and Services Limited (ii) India 100.00%
9 Max Neeman Medical International Limited (iii) India -
10 Max Neeman Medical International Inc (iii) India -
11 Max UK Limited United Kingdom 100.00%

The list of joint venture of company considered in consolidated financial statements (as per AS-27):

Proportion of
SI. Name of Joint Venture Country of
ownership as at
No. Incorporation
March 31, 2016

1 Forum I Aviation Limited (iv) India 20.00%

2 Max Healthcare Institute Limited (MHIL) India 46.28%

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 127
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Notes:
(i) The entities are held through Antara Senior Living Limited
(ii) The entity is held through Max Skill First Limited
(iii) Subsidiaries till April 30, 2015
(iv) The entity is a Joint Venture of Pharmax Corporation Limited

2.2 Additional information

Net Assets i.e total Share in profit or loss

assets total liabilities
SI. Name of the Subsidiary
Amount As % of Amount As % of
No.
consolidated consolidated
net assets profit or loss
Parent
1 Max India Limited 156,517.03 135.82% 1,496.72 -18.54%
Indian Subsidiaries
2 Max Bupa Health Insurance Company Limited (45,484.33) -39.47% (5,068.85) 62.78%
3 Antara Senior Living Limited 1,616.60 1.40% (1,793.90) 22.22%
4 Antara Purukul Senior Living Limited (I) (9,563.16) -8.30% (2,127.86) 26.35%
5 Antara Gurgaon Senior Living Limited (I) (1.56) 0.00% (0.47) 0.01%
6 Pharmax Corporation Limited 1,499.16 1.30% 147.67 -1.83%
7 Max Ateev Limited (3,131.15) -2.72% (5.72) 0.07%
8 Max Skill First Limited (397.64) -0.35% 123.99 -1.54%
9 Max One Distribution and Services Limited (ii) (441.35) -0.38% (186.18) 2.31%
Foreign Subsidiaries
10 Max UK Limited (57.73) -0.05% 9.87 -0.12%

Minority interest in all subsidiaries (5,979.38) -5.19%

Joint Ventures
1 Forum I Aviation Limited 357.57 0.31% (34.08) 0.42%
2 Max Healthcare Institute Limited 20,302.30 17.62% (635.75) 7.87%
Total 115,236.36 100% (8,074.56) 100%

3. Summary of significant accounting policies

3.1 Use of estimates
The preparation of consolidated financial statements in conformity with Indian GAAP requires the management to make judgments,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of
contingent liabilities, at the end of the reporting period. Although these estimates are based on the management's best knowledge of
current events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material
adjustment to the carrying amounts of assets or liabilities in future periods.
3.2 Tangible fixed assets
Fixed assets are stated at cost, net of accumulated depreciation and accumulated impairment loss, if any. The cost comprises
purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price. Capital work- in
progress is stated at cost.
Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the
existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-
day repair and maintenance expenditure and cost of replacing parts, are charged to the statement of profit and loss for the period
during which such expenses are incurred.
Gains or losses arising from derecognition of fixed assets are measured as the difference between the net disposal proceeds and the
carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

Max India Limited

128 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

3.3 Depreciation on tangible fixed assets

Depreciation on fixed assets is calculated on a straight-line basis using the rates arrived at based on the useful lives estimated by the
management. The Group has used the following rates to provide depreciation on its fixed assets:
Assets Useful life (years)
Factory Building 30
Other Building 60
Fences, Wells & Tubewells 5
Electrical Installations and Equipment 10
Plant and Equipment 15-25
Medical Equipment 13
Lab Equipment 10
Furniture and fixtures 5-10
Office equipment 3-5
IT Equipments (End user devices) 3
IT Equipments (Servers and network) 3-6
Vehicles including Ambulances 3-8
Leasehold improvement is amortized on a straight line basis over the period of lease
The management has estimated the useful life of the following classes of asset supported by internal technical assessment:
•MHIL - The useful life of MRI machine is estimated as 7 years which is included in medical equipment.
3.4 Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are
carried at cost less accumulated amortization and accumulated impairment loss, if any. Internally generated intangible assets,
excluding capitalized development costs, are not capitalized and expenditure is reflected in the statement of profit and loss in the year
in which the expenditure is incurred.
Intangible assets are amortized on a straight line basis over the estimated useful economic life. Such intangible assets and intangible
assets not yet available for use are tested for impairment annually, either individually or at the cash-generating unit le vel. All other
intangible assets are assessed for impairment whenever there is an indication that the intangible asset may be impaired.
Intangible assets comprising of computer software and technical know-how are amortized over a period of two to six years based on
management’s estimate of economic useful life of the individual assets.
Cost of internally generated intangible assets
Development expenditure incurred on an individual project is recognized as an intangible asset when the Group can demonstrate all the following:
(i) the technical feasibility of completing the intangible asset so that it will be available for use.
(ii) its intention to complete the asset
(iii) its ability to use the asset
(iv) how the asset will generate future economic benefits
(v) the availability of adequate resources to complete the development and to use the asset
(vi) the ability to measure reliably the expenditure attributable to the intangible asset during development.
The cost of internally generated intangible asset includes sum of expenditure incurred from the time the intangible asset first meet the
development criteria and comprises all expenditure that can be directly attributed, or allocated on a reasonable and consistent basis,
to create, produce and make the asset ready for its intended use.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds
and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.
3.5 Leases
Where the Group is lessee
Finance leases, which effectively transfer to the Group substantially all the risks and benefits incidental to ownership of the leased
item, are capitalized at the inception of the lease term at the lower of the fair value of the leased property and present value of
minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to
achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognized as finance costs in the
statement of profit and loss. Lease management fees, legal charges and other initial direct costs of lease are capitalized.
A leased asset is depreciated on a straight-line basis over the useful life of the asset or the useful life envisaged in Schedule II to the
Companies Act, 2013, whichever is lower. However, if there is no reasonable certainty that the Group will obtain the ownership by the
end of the lease term, the capitalized asset is depreciated on a straight-line basis over the shorter of the estimated useful life of the
asset, the lease term or the useful life envisaged in Schedule II to the Companies Act. 2013.

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 129
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Leases, where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as
operating leases. Operating lease payments are recognized as an expense in the statement of profit and loss on a straight-line basis
over the lease term.
Where the Group is the lessor
Leases in which the Group transfers substantially all the risks and benefits of ownership of the asset are classified as finance leases.
Assets given under finance lease are recognized as a receivable at an amount equal to the net investment in the lease. After initial
recognition, the Group apportions lease rentals between the principal repayment and interest income so as to achieve a constant
periodic rate of return on the net investment outstanding in respect of the finance lease. The interest income is recognized in the
statement of profit and loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the statement
of profit and loss.
Leases in which the Group does not transfer substantially all the risks and benefits of ownership of the asset are classified as
operating leases. Assets subject to operating leases are included in fixed assets. Lease income on an operating lease is recognized in
the statement of profit and loss on a straight-line basis over the lease term. Costs, including depreciation, are recognized as an
expense in the statement of profit and loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in
the statement of profit and loss.
3.6 Borrowing costs
Borrowing cost includes interest, amortization of ancillary costs incurred in connection with the arrangement of borrowings and
exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost.
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial
period of time to get ready for its intended use are capitalized as part of the cost of the respective asset. All other borrowing costs are
expensed in the period they occur.
3.7 Impairment of tangible and intangible assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or
when annual impairment testing for an asset is required, the Group estimates the asset's recoverable amount. An asset's recoverable
amount is the higher of an asset's or cash-generating unit's (CGU) net selling price and its v alue in use. 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. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered
impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to
their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such
transactions can be identified, an appropriate valuation model is used.
The Group bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of
the Group's cash-generating units to which the individual assets are allocated. These budgets and forecast calculations are generally
covering a period of five years. For longer periods, a long term growth rate is calculated and applied to project future cash flows after
the fifth year.
Impairment losses of continuing operations are recognized in the statement of profit and loss.
After impairment, depreciation is provided on the revised carrying amount of the assets over its remaining useful life.
An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may
no longer exist or may have decreased. If such indication exists, the Group estimates the asset’s or cash-generating unit’s recoverable
amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine
the asset’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of
the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of
depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statement of
profit and loss.
3.8 Investments
Investments, which are readily realizable and intended to be held for not more than one year from the date on which such investments
are made, are classified as current investments. All other investments are classified as long-term investments.
On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition
charges such as brokerage, fees and duties.
Current investments are carried in the financial statements at lower of cost and fair value determined on an individual investment
basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than
temporary in the value of the investments.
On disposal of an investment, the difference between its carrying amount and net disposal proceed is charged or credited to the
statement of profit and loss.
Insurance businesses:
Investments are made in accordance with the Insurance Act, 1938 and the Insurance Regulatory & Development Authority
(Investment) Regulations, 2000, and as amended subsequent circulars/notifications issued by the IRDAI from time to time.
Investments are recorded at cost on date of purchase, which includes brokerage and statutory levies, if any and excludes interest

Max India Limited

130 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

paid, if any, on purchase. Diminution in the value of investment (non-linked), other than temporary decline, is charged to revenue and
profit and loss account as applicable.
a) Classification
Investments intended to be held for a period less than twelve months or maturing within twelve months from the balance sheet
date are classified as short term investments. All other investments are classified as long-term investments.
b) Valuation - shareholders' investments and policyholders' investments
Debt securities, which include government securities, and redeemable preference shares are considered as 'held to maturity'
and measured at historical cost subject to amortization. The premium/discount, if any, on purchase of debt securities including
money market instruments is recognized and amortized in the revenue account/profit and loss account, as applicable, over the
remaining period to maturity on the basis of their intrinsic yield.
Listed shares, as at balance sheet date, are valued at fair value, being the last quoted closing price on National Stock Exchange
(NSE) and in case the same is not available, then on the BSE Ltd (BSE). Unlisted equity shares (including awaiting listing) are
stated at historical cost subject to diminution, if any, determined separately for each individual investment. Investments in
Mutual fund units are valued at previous day's net asset value of the respective funds.
Rights are valued at fair value, being last quoted closing price on National Stock Exchange (NSE) and in case the same is not
available, then on Bombay Stock Exchange (BSE). Unlisted rights are valued at a price computed as a difference between offer
price and valuation price of the parent security.
Reverse repos are valued at cost. Fixed deposits are valued at cost till the date of maturity.
Bonus entitlements are recognized as investments on the ‘ex- bonus date’.
c) Transfer of Investments
Investments in debt securities are transferred from shareholders to policyholders at net amortized cost. Investments other than
debt securities are transferred from shareholders to policyholders at lower of book value or market value. Transfers of
investments between unit linked funds are effected at prevailing market price. No transfer of assets (investments) between
different policyholders’ funds shall be allowed.
d) Impairment of Investments
The Group assesses at each Balance Sheet date, using internal and external sources, whether there is any indication that any
investment may be impaired. In case of impairment, the amortized cost/acquisition cost in case of debt/equity securities of such
investment is reduced to its fair value and the impairment loss is recognised in the Revenue/Profit and Loss account. However, at
the Balance Sheet date if there is any indication among debt securities, that a previously recognized impairment loss no longer
exists, then such loss is reversed and the investment is restated to that extent.
3.9 Inventories
Traded goods are valued at lower of cost and net realizable value. Cost includes purchase price including duties, taxes and other cost
incurred in bringing the inventories to the present location and condition. Cost is determined on first-in-first out basis.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and
estimated costs necessary to make the sale.
3.10 Revenue Recognition
Revenue is recognised to the extent it is probable that the economic benefits will flow to the Group and the revenue can be reliably
measured.
Sale of goods
Revenue from sale of goods is recognized when all the significant risks and rewards of ownership of the goods have been passed to the
buyer, usually on delivery of the goods. The Group collects sales taxes and value added taxes (VAT) on behalf of the government and,
therefore, these are not economic benefits flowing to the Group. Hence, they are excluded from revenue.
Interest
Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable interest rate.
Dividend
Dividend income is recognized when the Group's right to receive dividend is established by the reporting date.
Health Insurance Business
Premium Income
Premium income and cessation thereof are recognized over the contract period or period of risk whichever is appropriate, on a gross basis
(net of service tax). Any subsequent revision of premium or cancellation of the policies is accounted for in the year in which they arise.
Commission on Reinsurance Premium
Commission income on reinsurance ceded is recognized in the year of cessation of reinsurance premium.
Profit share under reinsurance treaties, wherever applicable, is recognised as income in the year of final determination of the profits
and as intimated by the reinsurer.

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(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Interest/Dividend income
Interest income is recognised on accrual basis. Accretion of discount and amortization of premium relating to debt securities is
recognized as per constant yield method. Dividend is recognised when right to receive the dividend is established.
Premium/discount on purchase of investments
Accretion of discount and amortization of premium relating to debt securities is recognized as per constant yield method over the
period of maturity/holding.
Profit/loss on Sale/Redemption of investments
Profit or loss on sale/redemption of investments, being the difference between sale consideration/redemption value and carrying
value of investments is credited or charged to statmeent of profit and loss. The profit/loss on sale of investment include accumulated
changes in the fair value previously recognized in 'Fair Value Change Account' in respect of a particular security.
Healthcare Business
Revenue from healthcare services are recognised on the performance of related services and includes service for patients
undergoing treatment and pending for billing, which is shown as unbilled under other current assets. Revenues from other healthcare
service providers and sponsorship and educational income are recognized on the performance of related services as per the terms of
contracts.
Revenue from sale of pharmacy and pharmaceutical supplies is recognised when all the significant risks and rewards of ownership of
the goods have been passed to the buyer. The Company collects sales tax and value added taxes on behalf of the government and,
therefore, these are not economic benefits flowing to the Company. Hence, they are excluded from revenue.
Benefits under "Served from India Scheme" available for foreign exchange earned under prevalent scheme of Government of India are
accrued when the right to receive these benefits as per the terms of the scheme is established and accrued to the extent there is no
significant uncertainty about the measurability and ultimate utilization.
Lease Rentals
In respect of lease rentals on non cancellable operating leases, revenue is recognized on the straight line basis and In respect of lease
rental on cancellable operating lease, revenue is recognised on time proportionate basis as per related agreements. Contingent lease
rent is recognized based on the occurrence of the contingency.
3.11 Foreign exchange transactions
Initial recognition
Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate
between the reporting currency and the foreign currency at the date of the transaction.
Conversion
Foreign currency monetary items are retranslated using the exchange rate prevailing 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; and non-monetary items which are carried at fair value or other similar valuation denominated in a foreign currency are
reported using the exchange rates that existed when the values were determined.
Exchange differences
Exchange differences arising on the settlement of monetary items, or on reporting such monetary items at rates different from those
at which they were initially recorded during the year, or reported in previous financial statements, are recognized as income or as
expenses in the year in which they arise.
Forward exchange contracts not intended for trading or speculation purposes
The premium or discounts arising at the inception of forward exchange contracts is amortised and recognised as an expense or
income over the life of the contract. Exchange difference on such contracts is recognized in the statement of profit and loss in the
period in which the exchange rate changes. Any profit or loss arising on cancellation or renewal of forward exchange contracts is
recognized as income or expense for the period.
Translation of non-integral foreign operations
The Group classifies all its foreign operations as "non-integral foreign operations." The assets and liabilities of a non-integral foreign
operation are translated into the reporting currency at the exchange rate prevailing at the reporting date. Their statement of profit and
loss are translated at average exchange rates which approximates the exchange rates at the date of transaction. The exchange
differences arising on translation are accumulated in the foreign currency translation reserve. On disposal of a non-integral foreign
operation, the accumulated foreign currency translation reserve relating to that foreign operation is recognised in the statement of
profit and loss.
3.12 Employee Benefits
Provident Fund
The Group contributes to employees provident fund benefits through a trust "Max India Limited Provident Fund Trust" managed by Max
Financial Services Limited (erstwhile Max India Limited) whereby amounts determined at a fixed percentage of basic salaries of the
employees are deposited to the trust every month. The benefit vests upon commencement of the employment. The minimum interest
rate payable by the trust to the beneficiaries every year is notified by the government and the Company has an obligation to make good

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 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

the shortfall, if any, between the return from the investments of the trust and the notified interest rate. The Company has obtained
actuarial valuation to determine the shortfall, if any, as at the Balance Sheet date.
Gratuity
Employee benefit in form of gratuity plan is a defined benefit obligation. The cost of providing benefit under this plan are determined
on the basis of actuarial valuation at end of each year end using projected unit credit method. Actuarial gains and losses for the
defined benefit plan is recognized in full in the period in which they occur in the statement of profit and loss.
Group has a recognised gratuity trust “Max India Limited Employees Gratuity Fund” which in turn has taken a insurance policy to cover
the gratuity liability of the employees.
Long term incentive plan (MHIL & Max Bupa)
Employee benefit in form of long term incentive plan is a other long term employee benefit. The cost of providing benefit under this
plan are determined on the basis of actuarial valuation at end of each year end using projected unit credit method. Actuarial gains and
losses for the defined benefit plan is recognized in full in the period in which they occur in the statement of profit and loss.
Long term incentive plan (Other companies)
Employee benefit in form of long term incentive plan is a other long term employee benefit. The cost of providing benefit under this
plan are determined on the actual basis.
Compensated Absences
Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee benefit. Group
measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement
that has accumulated at the reporting date.
Group treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit for
measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the
projected unit credit method at the year-end. Actuarial gains/losses are immediately taken to the statement of profit and loss and are
not deferred. Group presents the leave as a current liability in the balance sheet, to the extent it does not have an unconditional right to
defer its settlement for 12 months after the reporting date. Where Group has the unconditional legal and contractual right to defer the
settlement for a period beyond 12 months, the same is presented as non-current liability.
3.13 Income Taxes
Tax expense comprises current and deferred tax. Current income-tax is measured at the amount expected to be paid to the tax
authorities in accordance with the Income-tax Act, 1961 enacted in India. The tax rates and tax laws used to compute the amount are
those that are enacted, at the reporting date. Current income tax relating to items recognized directly in equity is recognized in equity
and not in the statement of profit and loss.
Deferred income taxes reflect the impact of timing differences between taxable income and accounting income originating during the
current year and reversal of timing differences for the earlier years. Deferred tax is measured using the tax rates and the tax laws
enacted or substantively enacted at the balance sheet date. Deferred income tax relating to items recognized directly in equity is
recognized in equity and not in the statement of profit and loss.
Deferred tax liabilities are recognized for all taxable timing differences. Deferred tax assets are recognized for deductible timing differences
only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax
assets can be realized. In situations where the group has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are
recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits.
At each reporting date, the Group re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax asset to the
extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be
available against which such deferred tax assets can be realized.
The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Group writes down the carrying amount of a
deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future
taxable income will be available against which deferred tax asset can be realized. Any such write down is reversed to the extent that it
becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set-off current tax assets against
current tax liabilities and the deferred tax assets and deferred taxes relate to the same governing taxation laws.
Minimum alternate tax (MAT) paid in a year is charged to the statement of profit and loss as current tax. The Group recognizes MAT
credit available as an asset only to the extent that there is convincing evidence that the Group will pay normal income tax during the
specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the year in which the Group recognizes MAT
credit as an asset in accordance with the Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax
under the Income-tax Act, 1961, the said asset is created by way of credit to the statement of profit and loss and shown as “MAT Credit
Entitlement. The Group reviews the “MAT credit entitlement asset at each reporting date and writes down the asset to the extent the
company does not have convincing evidence that it will pay normal tax during the specified period.
3.14 Employee Stock Option Scheme
Equity settled
Employees (including directors) of Max India Limited receive remuneration in the form of share based payment transactions, whereby

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 133
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

employees render services as consideration for equity instruments (equity-settled transactions).

In accordance with the Securities and Exchange Board of India (SEBI) (Share based Employee Benefits) Regulations, 2014 and the
Guidance Note on Accounting for Employee Share-based Payments, the cost of equity-settled transactions is measured using the
intrinsic value method and recognized, together with a corresponding increase in the “Stock options outstanding account” in
reserves. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the
extent to which the vesting period has expired and the company’s best estimate of the number of equity instruments that will
ultimately vest. The expense or credit recognized in the statement of profit and loss for a period represents the movement in
cumulative expense recognized as at the beginning and end of that period and is recognized in employee benefits expense.
Cash settled
Employees of MHIL receive remuneration in the form of share based payment transaction, whereby employees render services as a
consideration for equity instruments or cash (equity settled transactions with a cash alternative).
Stock options are measured in accordance with the Guidance Note on Accounting for Employee Share-based Payments using the intrinsic
value method and recognised, together with a corresponding increase in the "Provision for employee stock options outstanding" in
Provisions. The expense or credit recognised in the statement of profit and loss account for a year represents the movement in the
cumulative expense recognised as at the beginning and end of that year and is recognised in employee benefit expense.
3.15 Segment reporting policies
Identification of segments
The Group’s operating businesses are organized and managed separately according to the nature of products and services provided,
with each segment representing a strategic business unit that offers different products and serves different markets. The analysis of
geographical segments is based on area of operations.
Inter-segment transfers
The Group generally accounts for intersegment sales and transfers at cost plus appropriate margins.
Allocation of common costs
Common allocable costs are allocated to each segment in proportion to the relative revenue of each segment.
Unallocated items
All the common income, expenses, assets and liabilities, which are not possible to be allocated to different segments, are treated as
unallocated items.
Segment policies
The Group prepares its segment information in conformity with the accounting policies adopted for preparing and presenting financial
statements of the Group as a whole.
3.16 Earnings Per Share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders (after
deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during the
period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and
the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity
shares.
3.17 Provisions
A provision is recognized when the Group has a present obligation as a result of past event and it is probable that an outflow of
resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of
the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle
the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best
estimates.
3.18 Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-
occurrence of one or more uncertain future events beyond the control of the Group or a present obligation that is not recognized
because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Group does not
recognize a contingent liability but discloses its existence in the financial statements.
3.19 Cash and Cash equivalents
Cash and cash equivalents for the purposes of cash flow statement comprise cash at bank and in hand and short term investments
with an original maturity of three months or less.
3.20 Other Health insurance business specific accounting policies
(a) Premium Deficiency
Premium deficiency is recognized whenever the sum of expected amount of claims cost, related expenses and maintenance

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134 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
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 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

costs exceeds related premium carried forward to the subsequent accounting period as reserve for unexpired risk.
(b) Claims Incurred but Not Reported (IBNR) and Claims Incurred but Not Enough Reported (IBNER)
IBNR represents that amount of claims that may have been incurred prior to the end of the current accounting year but have not
been reported or claimed. The IBNER provision also includes provision, if any, required for claims incurred but not enough
reported and claim equalisation reserve for benefits which may accrue after a deferment period. IBNR and IBNER liabilities are
provided based on actuarial principles and certified by the Appointed Actuary of the Max Bupa. The methodology and
assumptions on the basis of which the liability has been determined has also been certified by the Appointed Actuary to be
appropriate, in accordance with guidelines and norms issued by the Institute of Actuaries of India and in concurrence with the
IRDAI.
(c ) Reinsurance ceded
Reinsurance cost, in respect of proportional reinsurance ceded, is accrued at policy inception. Non-proportional reinsurance
cost is recognized when incurred and due. Any subsequent revision to, refunds or cancellations of premium are recognized in the
year in which they occur.
(d) Allocation of Investment Income
Investment income on Investments backing the policyholders liability has been allocated to statement of profit and loss.
(e) Fair Value Change Account
Fair Value Change Account’ represents unrealized gains or losses due to change in fair value of traded securities and mutual
fund units outstanding at the close of the year. The balance in the account is considered as a component of shareholder’s funds
and not available for distribution as dividend. Unrealized loss on listed and actively traded investments held for long term are not
considered to be of a permanent nature and hence not considered as impaired. However, at each balance sheet date, assesses
investments for any impairment and necessary provisions are made for the same where required.
(f) Acquisition Cost of Insurance Contracts
Costs relating to acquisition of new and renewal of insurance contracts viz commission, policy issue expenses are expensed in
the year in which they are incurred.
(g) Advance Premium
Advance premium represents premium received in respect of those policies issued during the year where the risk commences
subsequent to the balance sheet date.
(h) Claims Incurred
Claims are recognized as and when reported. Claims are recorded in the revenue account, net of claims recoverable from
reinsurers / co-insurers to the extent there is a reasonable certainty of realization. These estimates are progressively re-valued
on availability of further information.
Estimated liability in respect of claims is provided for the intimations received upto the year end, information/estimates provided
by the insured/ surveyors and judgment based on the past experience and other applicable laws and practices.
(i) Reserve for unexpired risk
Reserve for unexpired risk represents net premium (i.e Premium, net of reinsurance ceded) which is attributable to, and set
aside for subsequent risks to be borne by the company under contractual obligations on contract period basis or risk period
basis, whichever is appropriate subject to minimum reserve to be created on Miscellaneous – “Health” business under Section
64V (1) (ii) (b) of the Insurance Act, 1938.
(j) Allocation of Operating Expenses
Operating expenses relating to insurance business are allocated to specific classes of business on the following basis:
• Expenses that are directly identifiable to a business class are allocated on actuals
• Other expenses, that are not directly identifiable, are allocated on the basis of Gross Written Premium (GWP) in each
business class.

4. Share capital
(Rs. in Lacs)
As at
March 31, 2016

Authorised shares (Nos.)

300,000,000 equity shares of Rs. 2/- each 6,000.00
6,000.00

Issued, subscribed and fully paid-up shares (Nos.)

250,000 equity shares of Rs. 2/- each fully paid up 5.00
5.00

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 135
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

4.1 Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

March 31, 2016

No. of shares (Rs. in Lacs)
Equity Shares
At the beginning of the period - -
Issued during the period - Fresh allotment 250,000 5.00
Outstanding at the end of the year 250,000 5.00

4.2 Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 2/- per share. Each holder of equity shares is entitled to one
vote per share. The company has not declared any dividend. In the event of liquidation of the Company, the holders of equity shares
will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in
proportion to the number of equity shares held by the shareholders.

4.3 Details of shareholder holding more than 5% shares is set out below (legal and beneficial ownership)

March 31, 2016

Name of Shareholder
No. of shares (Rs. in Lacs)
Equity shares of Rs. 2/- each fully paid
- Max Financial Services Limited (formerly known as Max India Limited) 250,000 100.00%
(Including 6 shares held by nominees of MFSL)
Subsequent to the year end, the Company has received the Foreign Investment Promotion Board (FIPB) approval to issue and allot
shares to MFS's shareholders as on the record date i.e. January 28, 2016, vide its letter dated May 06, 2016. The Company has issued
and allotted 26,69,83,999 equity shares of Rs. 2/- each on May 14, 2016 and the existing equity capital of the Company of Rs. 5.00
laces which was fully held by MFS, has been cancelled pursuant to the provisions of the Scheme.

5 Reserve and surplus

(Rs. in Lacs)
As at
March 31, 2016
Capital reserve
Balance at beginning of the period -
Add: arising out of scheme of demerger (refer note 38) 117,701.43
117,701.43

Employee stock option outstanding

Balance at beginning of the period -
Add: arising out of scheme of demerger (refer note 38) 198.38
Add/(less): compensation options granted during the year 28.96
Closing Balance 227.34

Foreign Currency Translation Reserve

Balance at beginning of the period -
Add: arising out of scheme of demerger (refer note 38) 38.74
Increase/(decrease) during the year 3.73
Closing Balance 42.47

Surplus/ (deficit) in the statement of profit and loss

Balance at beginning of the period -
Add: loss for the year (8,074.56)
Net Surplus in the statement of profit and loss (8,074.56)

Total reserves and surplus 109,896.68

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136 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

6 Long term borrowings

(Rs. in Lacs)
Non-current portion Current maturities
As at As at
March 31, 2016 March 31, 2016
Term loans (Secured)
From banks 35,382.98 273.96
From financial institutions 4,593.05 -
From non-banking financial companies 4,454.12 633.38

Deferred payment liabilities (Unsecured)

Deferred payment liabilities 764.19 248.48

Financial lease obligation (Secured) 203.33 105.28

Vehicle loans (Secured) 46.31 37.16

45,443.98 1,298.26

The above amount includes

Secured borrowings 44,679.79 1,049.78
Unsecured borrowings 764.19 248.48
Amount disclosed under the head "other current liabilities" (note 11) - (1,298.26)
45,443.98 -

6.1 Term loans from banks

Max Healthcare Institute Limited (MHIL)
i) Loan of Rs. 3,184.82 lacs from ICICI Bank Limited obtained by MHIL repayable in 36 quarterly instalments from June 2014 is
secured by way of: Exclusive charge over the immovable property located at Shalimar Bagh, first pari passu charge on the whole
of movable fixed assets (excluding vehicles) including medical equipments (except assets having exclusive charge in favour of
SREI Equipment Finance Private Limited), movable plant and machinery, spares etc of MHIL, second pari passu charge on all the
entire current assets including book debts, operating cash flows, receivables, revenue subject to prior charge in favour of
working capital bankers restricted to working capital limits of Rs.7500 lacs, first pari passu charge on the whole of movable fixed
assets of Max Medical Services Limited MMS), a subsidiary of MHIL and pledge of MHIL’s 26% shareholding in MMS and pledge
of MMS’s 26% shareholding in its subsidiary Alps Hospital Limited.
ii) Loan of Rs. 462.78 lacs from IDFC Bank obtained by MHIL repayable in 52 quarterly installments from April, 2018. First pari-
passu mortgage and charge over the immovable property located at Shalimar Bagh and Saket. First pari-passu charge on the
whole of movable fixed assets (excluding vehicles/ equipment finance loans) including medical equipments, movable plant and
machinery, spares etc and intangible asset of MHIL and its subsidiary namely Max Medical Services Limited. Charge on all the
entire current assets including book debts, opearting cash flows, receivables, revenue, raw material, stock in trade and inventory
of MHIL and MHIL's wholly owned subsidiary (Max Medical Services Limited) subject to prior charge in favour of working capital
lenders restricted to working capital limit of Rs. 7,500 lacs in aggregate. First pari-passu charge on the whole of movable and
intangible fixed assets of MHIL's wholly owned subsidiary (Max Medical Services Limited). Pledge on pari-passu basis of MHIL’s
30% shareholding in its subsidiary, namely Max Medical Services Limited. Charge creation of IDFC Bank is in process as per the
terms defined in sanction letter.
iii) Loan of Rs. 925.56 lacs from HDFC Bank Limited repayable in 28 quarterly installments from August 2017 is secured by way of:
First charge on movable fixed assets including movable plant and machinery, machinery spares, tools and accessories,
furniture, fixtures and all other movable assets of ALPS Hospital Limited (ALPS). First charge on all the book debts, operating
cash flows, receivables and revenue from the project, all current assets, commissions and revenue, present and future (subject
to a prior first pari-passu charge in favour of working capital bankers restricted to the present working capital limits of Rs.500
Lacs). First charge on all intangibles. Corporate guarantee given by MHIL.
iv) Term loan of Rs. 4,381.56 lacs from Axis Bank having moratorium period of 2.25 years repayable in 38 quarterly installments
from December 2017 is secured by way of first charge on the entire movable/ immovable fixed Assets, of Crosslay Remedies
Limited, both present and future, excluding vehicles specifically charged to other lenders, both present and future and first
charge on all the current assets of Crosslay Remedies Limited and collaterally secured by way of Corporate Guarantee of MHIL.
One of the newly acquired subsidiary, Crosslay Remedies Limited (CRL), approached Corporate Debt Restructuring (CDR) cell
through Punjab National Bank for restructuring of its debts availed from Canara Bank and Punjab National Bank. The final
restructuring package was approved by CDR Empowered Group in August 2011. The restructuring package includes moratorium
of 20 months starting from February 1, 2011 i.e. effective date of CDR for repayment of loans, reduction in rate of interest,
funding of interest of moratorium period, waiver of penal interest, liquidated damages on all loans and increase in working
capital limit along with additional term loan. However, during the year CRL has repaid the entire amount of term loans taken from

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A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 137
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Canara bank and Punjab National Bank covered under the CDR. Now, after the repayments of the abovesaid term loans, CRL is
out of CDR Scheme.
v) Term loan of Rs.5,843.94 lacs from Yes Bank Limited repayable in 48 structured quarterly installments from December 2018 is
secured by way of: First pari passu charge over Max Super Smart Speciality Hospital, all present and future, moveable and
immoveable, tangible and intangible fixed assets excluding vehicles and current assets. The charge, however, is yet to be
registered with ROC. Pledge of 25.50% share capital of the Max Super Smart Speciality Hospital. Unconditional and Irrevocable
corporate guarantee by MHIL for the loan period.
vi) Term loan of Rs. 5,833.10 lacs from Axis Bank Limited repayable in 52 structured quarterly installments from January 2019 is
secured by way of: First pari-passu charge over Max Super Smart Speciality Hospital all present and future, moveable and
immoveable, tangible and intangible fixed assets excluding vehicles and current assets. Pledge of 25.50% share capital of the
Max Super Smart Speciality Hospital held by the Company. Further, there is negative lien for 21% shareholding of Max Super
Smart Speciality Hospital. Unconditional and Irrevocable corporate guarantee by MHIL for the loan period.
Antara Purukul Senior Living Limited (APSL)
(i) Term Loan from Axis Bank of Rs. 15,025.18 Lacs obtained by APSL is repayable in 12 quarterly instalment commencing from
June 15, 2017 with an option to prepay. The loan is secured by a exclusive charge by way of mortgage of the land on which APSL is
building a senior living commnity" ('Project') admeasuring 19 acres (including project land of 13 acres and surplus land of 6
acres) situated at Village Chak Soloniwala, Dehradun, owned by APSL. Exclusive charge by way of hypothecation on entire current
assets and movable fixed assets (excluding vehicles hypothecated to the financiers of the vehicles) of APSL and Antara Senior
Living Limited ('ASL'), both present and future. Exclusive charge over designated account and over all cash flows of APSL and ASL
including but not limited to cash flows arising out of sales / leasing of area / project receipts / all other cash flows pertaining to
project. Exclusive charge on all the receivables of APSL and ASL by way of hypothecation of scheduled receivables both present
and future. Exclusive charge by way of hypothecation / mortgage / assignment as the case may be of all the FSI, rights, title,
interest, benefits, claims and demands whatsoever of APSL and ASL in respect of the project, in the project documents, all as
amended, varied or supplemented from time to time; subject to applicable Law, all the rights, title, interest, benefits, claims and
demands whatsoever of APSL and ASL in the clearances, and all the rights, title, interest, benefits, claims and demands
whatsoever of APSL and ASL in any letter of credit, guarantee, performance bond, guarantee, bank guarantee provided by any
vendor/contractor/party to APSL and ASL in relation to the project. Corporate Guarantees given by Max India Limited and ASL.
6.2 Term loans from financial institutions
MHIL
i) Rs. 4,593.05 lacs from Housing Developing Finance Corporation Limited (HDFC) repayable in 36 quarterly installments
from February, 2015.The above loans are secured by First pari-passu charge on the whole of movable fixed assets
(excluding vehicles) including medical equipments (except assets having exclusive charge in favour of SREI Equipment
Finance Private Limited), movable plant and machinery, spares etc of MHIL and its subsidiary namely Max Medical
Services Limited. First pari-passu charge on all book debts, operating cash flows, receivables, revenue of what-so-ever
nature and wherever arising of MHIL, present and future (subject to a prior charge in favour of working capital lenders
restricted to working capital limits of Rs. 7,500 Lacs in aggregate). Pledge of MHIL’s 26% shareholding in its subsidiar y,
namely Max Medical Services Limited and pledge of Max Medical Services Limited’s 26% shareholding in Alps Hospital
Limited.The term loans is secured by equitable mortgage of MHIL's immovable property at Plot no 1 , Press Enclave Road,
Saket, New Delhi. MHIL has also created charge in favour of Canara Bank, which is acting as a security trustee for term loan.
6.3 Term loan from non-banking financial companies
MHIL and its Subsidiaries
(i) Term loan of Rs. 460.00 Lacs from SREI Equipment Finance Private Limited repayable in 28 quarterly instalments from
December 2011 is secured by way of exclusive charge over the medical equipment acquired from through this facility.
(ii) Term loan from L&T Infrastructure Finance Company Limited of Rs. 4,627.50 Lacs is repayable in 32 quarterly instalment
commencing from December 2014 obtained by MHIL is secured by way of assignment by way of security of all rights, titles,
interests, benefits, claims and demands under the concession agreement, project documents and other contracts, first
charge on movable fixed assets excluding vehicles, including movable plant and machinery, machinery spares, tools and
accessories, furniture, fixtures and all other movable assets, first pari passu charge on all the book debts, operating cash
flows, receivables and revenue from the project, all current assets, commissions and revenue, present and future (subject
to a prior charge in favour of working capital bankers restricted to the present working capital limits of Rs.1,000 Lacs each
in HEPL and Rs. 500.00 Lacs in HBPL) and first charge on all intangibles.
6.4 Deferred payment liabilities represent amount payable for the acquisition of capital goods and are repayable over a period of
three years.
6.5 Finance lease obligation is secured by hypothecation of medical equipments underlying the leases repayable in 20 quarterly
installments commencing from December 2011.
6.6 Vehicle Loans Rs. 83.47 Lacs are secured by way of hypothecation of respective vehicles. The loans are repayable in 1 to 5 years.

Max India Limited

138 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

7 Deferred tax liabilities (net)

(Rs. in Lacs)
As at
March 31, 2016

Deferred tax liability

Fixed Assets: Impact of difference between tax depreciation and depreciation/amortisation charged for 214.90
the financial reporting
Gross deferred tax liability 214.90

Deferred tax assets

Impact of expenditure charged to the statement of profit and loss in the current year but allowed for tax 7.01
purposes on payment basis
Gross deferred tax assets 7.01

Net deferred tax liability 207.89

There are few subsidiaries/joint ventures have a net deferred tax asset with brought forward losses and unabsorbed depreciation as a
major component. Consequently, deferred tax asset has been required only to the event of deferred tax liabilities in those
subsidiaries/joint ventures, since these in no convincing evidence which demonstrates virtual certainly of realisation of such deferred
tax asset in the near future.

8 Other long term liabilities

(Rs. in Lacs)
As at
March 31, 2016

Other liabilities
Advances from customers 10,129.77
Lease equalisation reserve 807.23
Others 162.45
11,099.45

9 Provisions
(Rs. in Lacs)
Long - term Short - term
As at As at
March 31, 2016 March 31, 2016
Provision for employee benefits
Provision for leave benefits - 952.27
Provision for gratuity (note 24) 906.40 111.45
Provision for employee stock options - 21.33
Provision for long term incentive plan - 575.01

Other provisions
Provision for reserve for unexpired risk - 26,244.60
Provision for income tax (net of advance tax) - 25.66
906.40 27,930.32

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 139
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

10 Short term borrowings

(Rs. in Lacs)
As at
March 31, 2016

Loans repayable on demand

Cash credit from banks (secured) 4,426.82
Short term loan from banks (unsecured) 1,156.94
5,583.76

The above amount includes

Secured borrowings 4,426.82
Unsecured borrowings 1,156.94
5,583.76

MHIL
Cash credit facilities availed by MHIL and ALPS are secured by way of prior pari – passu charge on stocks, book debts and other current assets,
present and future of the company prior to charge in favour of term lenders of MHIL and ALPS. The cash credit is repayable on demand.
HEPL and HBPL
Cash credit facility availed by HEPL and HBPL from bank is secured by:
First charge by way of hypothecation of the entire current assets of the respective companies, present and future (prior to charge in favour
of term lenders), except escrow account with the Government of Punjab. Second charge on the entire movable fixed assets (excluding
vehicles) both present and future.
Crosslay Remedies Limited (CRL)
Working capital facilities from Axis bank is secured by way of first charge on entire movable / immovable fixed assets of CRL both present
and future, excluding vehicles specially charged to other lenders, both present and future and first charge on all the current assets of
Crosslay Remedies Limited and collaterally secured by way of Corporate Guarantee of the MHIL.
Saket City Hospital Private Limited (SCHPL)
Cash credit taken by SCHPL, Max Smart Super Speciality Hospital "MSSH", is secured by way of first pari passu charge over MSSH all
present and future, moveable and immoveable, tangible and intangible fixed assets excluding vehicles and current assets. Pledge of
25.50% share capital of the MSSH held by the MHIL, unconditional and irrevocable corporate guarantee by the MHIL for the loan period.
The charge, however, is yet to be registered with ROC.

11 Current Liabilities
(Rs. in Lacs)
As at
March 31, 2016

Trade payables
• Total outstanding dues of micro enterprises and small enterprises -
• Total outstanding dues of creditors other than micro enterprises and small enterprises 20,517.55

Other liabilities
Current maturities of long-term borrowings (note 6) 1,192.98
Current maturity of finance lease obligation (note 6) 105.28
Interest accrued but not due on borrowings 130.29
Advance from customers and policyholders 1,521.07
Claims outstanding (includes claims pending investigation) 4,956.49
Unclaimed amount - policyholders 266.65
Other liabilities
Security deposit received 194.08
Statutory dues payable 1,734.24
Unexpired discount on forward contracts 0.99
Capital creditors 1,624.21
Others 215.97
11,942.25
32,459.80

Max India Limited

140 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

11.1 Details of dues to Micro and Small Enterprises as per MSMED Act, 2006
(Rs. in Lacs)
As at
March 31, 2016

The principal amount due and remaining unpaid to any supplier as at the end of each accounting year. Nil
The interest due on unpaid principal amount remaining as at the end of each accounting year. NiL
The amount of interest paid by the buyer in terms of Section 16, of the Micro, Small and Medium Nil
Enterprise Development Act, 2006 along with the amounts of the payment made to the supplier beyond
the appointed day during each accounting year.
The amount of interest due and payable for the period of delay in making payment (which have been Nil
paid but beyond the appointed day during the year) but without adding the interest specified under
Micro, Small and Medium Enterprise Development Act, 2006.
The amount of interest accrued and remaining unpaid at the end of each accounting year; and, Nil
The amount of further interest remaining due and payable even in the succeeding years, until such date Nil
when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a
deductible expenditure under Section 23 of the Micro, Small and Medium Enterprise Development Act, 2006

12 Tangible assets
(Rs. in Lacs)
Electrical Computer &
Land Land Building Plan & Furniture Office Leasehold
Vehicles Installation Data processing Total
(Freehold) (Leasehold) equipment* & fixture equipments Improvements
& Equipments Units

Cost
Opening balance - - - - - - - - - - -
Assets acquired on demerger (refer note 38) 5,879.17 2,896.86 15,311.06 22,622.31 2,305.25 1,452.16 905.98 5,584.45 1,660.90 2,888.84 61,506.98
Additions 5.50 - 137.44 1,697.56 79.77 120.94 208.97 67.37 78.67 157.33 2,553.55
Deletions/ Adjustments - - - (237.82) (28.50) (62.41) (262.29) (49.49) (0.93) (175.02) (816.46)
Adjustment on account of acquisition - 881.13 3,469.43 6,765.79 480.36 60.62 52.76 - 6.02 153.18 11,869.29
March 31, 2016 5,884.67 3,777.99 18,917.93 30,847.84 2,836.88 1,571.31 905.42 5,602.33 1,744.66 3,024.33 75,113.36

Depreciation
Depreciation on acquired assets on demerger (refer note 38) - - 1,680.24 9,047.07 1,205.44 817.02 338.33 2,452.07 592.82 1,874.98 18,007.97
Charge for the year - - 509.69 2,396.43 260.18 244.69 121.31 459.38 178.63 481.70 4,652.01
Deletions/ Adjustments - - - (221.97) (21.45) (40.16) (133.63) (31.05) (0.46) (160.96) (609.68)
Adjustment on account of acquisition - - 274.43 1,732.17 205.47 30.08 15.73 - 2.78 119.40 2,380.06
Opening balance - - - - - - - - - - -
March 31, 2016 - - 2,464.36 12,953.70 1,649.64 1,051.63 341.74 2,880.40 773.77 2,315.12 24,430.36

Net Block
March 31, 2016 5,884.67 3,777.99 16,453.57 17,894.14 1,187.24 519.68 563.68 2,721.93 970.89 709.21 50,683.00

12.1 Max Healthcare Institute Limited (MHIL)

Land pertaining to hospital situated in Noida, Pitampura, Panchsheel and Shalimar Bagh is under perpetual lease.
Land measuring 3.15 acres each pertaining to hospital situated in Mohali & Bathinda has been provided by Punjab Government on
long term lease of 50 years without consideration.
The Group has in its favour a sub lease for plot measuring 1.23 acres of land in Gurgaon for an initial period of 97 years, which can be
further renewed for two terms of 97 years each.

12.2 Medical Equipment includes medical equipment taken on finance lease:

(Rs. in Lacs)
As at
March 31, 2016

Gross Block 906.28

Depreciation charge for the year 86.34
Accumulated depreciation 279.52
Net book value 626.76

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 141
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Pharmax Corporation Limited

Land under perpetual lease Rs. 1.82 Lacs
The following assets given on an operating lease:
(Rs. in Lacs)
Building Plant & Equipment
As at As at
March 31, 2016 March 31, 2016
Gross Block 361.54 138.59
Depreciation charge for the year 5.68 6.12
Accumulated depreciation 75.63 122.40
Net book value 285.91 16.19
12.4 During the year, one of subsidiary of joint venture company, HBPL has charged on depreciation of Rs. 36.55 lacs on radiology assets.
12.5 Letter of credit facility of Rs. 200 lacs sanctioned to subsidiary of joint venture company, MMSL by Yes Bank Ltd. is secured by second
charge on movable fixed assets of MMSL amounting to Rs 4,391 lacs.
13. Intangible Assets (Rs. in Lacs)
Non compete Computer Technical Total
fee Software know how
Cost
Opening balance - - - -
Assets acquired on demerger (refer note 38) - 4,795.50 57.29 4,852.79
Additions 585.41 990.79 - 1,576.20
Deletions/ Adjustments - (125.93) (57.29) (183.22)
Adjustment on account of acquisition - 139.76 - 139.76
March 31, 2016 585.41 5,800.12 - 6,385.53

Amortization
Opening balance - - - -
Depreciation on acquired assets on demerger (refer note 38) - 3,076.32 57.29 3,133.61
Charge for the year 61.09 840.85 - 901.94
Deletions/ Adjustments - (112.59) (57.29) (169.88)
Adjustment on account of acquisition - 97.18 97.18
March 31, 2016 61.09 3,901.76 - 3,962.85

Net Block
March 31, 2016 524.32 1,898.36 - 2,422.68
13.1 Non compete fees represents amount paid to erstwile owners of CRPL as per the terms of share purchase agreement dated May 28,
2015. The non compete fees is amortised over a period of seven years.

14 Non-current investments
(Rs. in Lacs)
As at
March 31, 2016

Non-trade investments (valued at cost unless stated otherwise)

Health Insurance Business:
Bonds (quoted) 5,046.78
Government and trust securities (quoted) 14,967.93
Term deposits (unquoted) 1,896.00
Investment in infrastructure & social sector (quoted) 11,144.41
Other approved securities (quoted) 3,083.69
36,138.81

Pharmax Corporation Limited

Max Speciality Films Limited
3,38,350 Equity Share of Rs 50/- fully paid up 168.98
168.98
36,307.79
Aggregate market value of quoted investments 34,871.90
Aggregate amount of quoted investments 34,242.81
Aggregate amount of unquoted investments 2,064.98

Max India Limited

142 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

15 Loans and Advances

(Rs. in Lacs)
Non - Current Current
As at As at
March 31, 2016 March 31, 2016
Capital Advances
Secured, considered good 715.35 -
Unsecured, considered good 8,882.97 -
A 9,598.32 -
Security Deposits
Secured, considered good -
Unsecured, considered good 14,780.32 7.72
Doubtful 10.73 -
14,791.05 7.72
Provision for doubtful security deposit (10.73) -
B 14,780.32 7.72
Advances recoverable in cash or in kind
Secured, considered good
Unsecured, considered good - 879.08
Doubtful - 1,084.26
- 1,963.34
Provision for doubtful advances - (1,084.26)
C - 879.08
Intercorporate deposits
Secured, considered good -
Unsecured, considered good 419.54 -
D 419.54 -
Other loans and advances (unsecured, considered good unless stated otherwise)
Balances with statutory/government authorities 26.61 390.25
Prepaid expenses 9.11 648.17
Loans to employees 10.74 20.45
MAT credit entitlement 99.11 274.34
Advance income tax (net of provisions) 3,067.96 701.77
E 3,213.53 2,034.98
Total (A+B+C+D+E) 28,011.71 2,921.78

i) The Group has till date recognised Rs. 373.45 lacs as Minimum Alternate Tax (MAT) credit entitlement which represents that portion
of the MAT Liability, the credit of which would be available based on the provision of Section 115JAA of the Income Tax Act, 1961. The
management based on the future profitability projections is confident that there would be sufficient taxable profits in future which
will enable the Group to utilize the above MAT credit entitlement.
ii) Vide Termination agreement dated November 27,2015, SCHPL has converted the loan amount including interest thereon along with
trade receivables from Gujarmal Modi Hospital and Research Centre for Medical Sciences (Society) to refundable security deposit. The said
security deposit shall be repayable out of the surplus funds available with the society along with the interest agreed (upto 12% per annum).

16. Trade Receivables (Rs. in Lacs)

Non - Current Current
As at As at
March 31, 2016 March 31, 2016
Unsecured, considered good unless stated otherwise
Outstanding for a period exceeding six months from the date they are due for payment
Unsecured, considered good - 952.84
Doubtful - 2,202.36
- 3,155.20

Provision for doubtful receivables - (2,202.36)

A - 952.84

Other receivables
Unsecured, considered good 1,688.13 9,681.78
B 1,688.13 9,681.78
Total (A+B) 1,688.13 10,634.62

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 143
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Notes:
a) As at December 10, 2001, MMS a subsidiary of joint venture entity (MHIL) had entered into an agreement with a healthcare service
provider to construct a hospital building. The phase I of the construction was completed and handed over in financial year 2004-05 for
a consideration of Rs. 2,431 Lacs. The said consideration is repayable in equal instalments over 26.5 years from the handover date.
Further, "MMS" has completed phase II of the construction in financial year 2010-11 and handed over the possession for a
consideration of Rs. 3,520 Lacs. The said consideration is repayable in equal instalments over 20.5 years from the handover date.
Accordingly, the non current portion represents the Group share of Joint Venture with respect to this transaction.
b) Since the receipt of the consideration is spread over 26.5 years and 20.5 years respectively for phase I and phase II, an income
amounting to Rs. 422.68 Lacs has been recognized based on a fixed percentage of the turnover of the healthcare service provider
and disclosed under “Other Income” as income from deferred credit.

17 Other assets
(Rs. in Lacs)
Non - Current Current
As at As at
March 31, 2016 March 31, 2016
Unsecured, considered good unless stated otherwise
Non-current bank balances (note 20)
Deposit with original maturity for more than 12 months 10.00 -
Marginal money deposit 29.87 -

Others
Interest accrued on fixed deposits 9.31 14.40
Interest accrued on investments - 1,906.50
Others - 696.58
Unbilled revenue - 1,190.27
Option fee receivable 814.73
49.18 4,622.48

Max India Limited

144 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

18 Current Investments
(Rs. in Lacs)
As at
March 31, 2016
Current investments
Health Insurance Business:
Bonds (quoted) 2,729.66
Term deposits (unquoted) 10,345.28
Unit in mutual funds (unquoted) 5,520.95
Commercial paper (quoted) 1,880.22
20,476.11

Other Business (valued at lower of cost and fair value, unless stated otherwise)
Unquoted Mutual funds
Tata Money Market Fund - Direct Fund Growth 16,162.81
701,846 units of Face value Rs. 1000/- per unit fully paid
Tata Liquid Fund Direct Plan - Growth 151.44
6,242 units of Face value Rs. 1000/- per unit fully paid
Tata Money Market Fund - Direct Fund Growth 550.00
24,425 units of Face value Rs. 1000/- per unit fully paid
Birla Sun Life Cash Plus - Direct Plan 100.00
47,885 units of Face value Rs. 1000/- per unit fully paid
SBI Ultra Short Term debt Fund-Regular plan-Growth 10.00
2,702 units of Face value Rs. 1000/- per unit fully paid
Axis Liquid fund - Direct Plan 0.16
9 units of Face value Rs. 1000/- per unit fully paid
16,974.41
37,450.52
Aggregate market value of quoted investments 4,635.86
Aggregate amount of quoted investments 4,609.88
Aggregate amount of unquoted investments 32,840.64

19 Inventories (at lower of cost and net realisable value)

(Rs. in Lacs)
As at
March 31, 2016

Stores and spares 13.19

Traded goods of pharmacy and pharmaceuticals supplies 1,074.29
1,087.48

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 145
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

20 Cash and Bank Balances

(Rs. in Lacs)
Non - Current Current
As at As at
March 31, 2016 March 31, 2016
Cash and cash equivalents
Balances with banks
on current accounts - 2,283.70
on escrow accounts - 157.24
Deposits with original maturity of less than three months - 855.00
Cheques/drafts on hand - 280.14
Cash on hand - 69.83
- 3,645.91

Other Bank Balances

Deposits with remaining maturity for more than 3 months but less than 12 months - 3.69
Deposits with remaining maturity for more than 12 months 10.00 -
Margin money deposits 29.87 48.55
39.87 52.24
Amount of non current assets disclosed under other current assets (note 17) 39.87
- 3,698.15
Other bank balances includes deposits given as security
Rs. 4.16 Lacs to secure bank guarantee given to sales tax authorities.
Rs. 41.94 Lacs to secure performance bank guarantee issued to customer.
Rs. 46.01 Lacs to secure performance bank guarantee in favour of Government Authorities.

21 Revenue from operations

(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Sale of products
Traded goods
Pharmacy and pharmaceuticals supplies 6,730.94
6,730.94
Sale of services
Healthcare services 58,558.11
Health insurance premium (net) 39,310.96
Lease rentals 1,310.37
Training Income 3,295.66
Shared services income 1,456.37
Others 509.51
104,440.98
Other Operating revenue
Income from investment activities
Interest income on
Government securities 1,045.96
Bonds 1,152.50
Fixed deposits 1,409.98
Amortisation of discount/(premium) 372.76
Profit on sale of investments 2,472.08
Option fees 3,104.79
9,558.07
Other
Other operating revenue from Healthcare services
- Sponsorship and educational income 179.56
- Income from laundry services 65.25
- Income from ancillary activities 125.88
Export benefits 86.15
456.84
Total Other operating revenue 10,014.91
Revenue from operations (net) 121,186.83

Max India Limited

146 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

21.1 The Company has a put option to transfer upto 24% of its shareholding in Max Bupa Health Insurance Co. Limited and Bupa Singapore
Pte. Limited (Bupa Singapore) has a call option under which the Company would be required to transfer 24% of its shareholding in Max
Bupa Health Insurance Co. Limited to Bupa Singapore subject to approval under applicable laws and regulations. As a consideration
of the call option granted by the Company, Bupa Singapore is obliged to pay an option fee, which is disclosed as above.

22 Other Income
(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Dividend income on long term investment 3.38
Interest income on
Inter corporate deposits 212.72
Fixed deposits 88.52
Others 95.12
Profit on sale of current investments 371.97
Liabilities/provisions no longer required written back 218.41
Income from deferred credit 422.68
Other non operating income 150.12
1,562.92

23. (Increase) / decrease in work-in-progress, finished goods and traded goods

(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Inventories at end of period
Traded goods - pharmacy and pharmaceuticals supplies 1,074.29
1,074.29
Inventories at beginning of the period
Traded goods - pharmacy and pharmaceuticals supplies -
-
(Increase)/ decrease in work-in-progress and finished goods and traded goods (1,074.29)
Less: acquired during the year 99.85
Less: arising on account of demerger (refer note 38) 851.90
Net (Increase)/ decrease in work-in-progress, finished goods and traded goods (122.54)

Details of inventory
Traded goods
Pharmacy and pharmaceuticals supplies 1,074.29
1,074.29

24 Employee benefit expenses

(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Salaries, wages and bonus 29,598.09
Contribution to provident and other funds 1,044.59
Employee stock option scheme (note 29) 30.88
Gratuity expense (note 24.1) 321.04
Staff welfare expenses 938.52
31,933.12
24.1 Gratuity
The group has a defined benefit gratuity plan. Every employee who has completed 5 years or more of service gets a gratuity on
departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with Life Insurance
Corporation of India and Max Life Insurance Company Ltd. in form of a qualifying insurance policy. The scheme of the compnay is
unfunded presently.

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 147
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

The following table summarises the component of net benefit expense recognised in statement of profit and loss, the funded status
and the amount recognised in the balance sheet in respect of defined benefit plans.

Statement of profit and loss

Net employee benefit expense recognized in employee cost
(Rs. in Lacs)
Gratuity
As at
March 31, 2016
Current service cost 243.24
Interest cost on benefit obligation 72.71
Expected return on plan assets (29.75)
Net actuarial (gain) / loss recognized in the period 34.84
Net benefit expense 321.04
Actual return on plan assets (2.31)

Balance sheet
Benefit asset/ liability
(Rs. in Lacs)
Gratuity
As at
March 31, 2016
Defined benefit obligation 1,233.31
Fair value of plan assets 215.46
Funded Status (1017.85)
Plan asset / (liability) (1017.85)

Changes in the present value of the defined benefit obligation are as follows:
(Rs. in Lacs)
Gratuity
As at
March 31, 2016
Value of obligation transferred on demerger 898.65
Interest cost 72.71
Current service cost 243.24
Benefits paid by fund (72.82)
Benefits paid by employer (64.78)
Adjustment of account of acquisition 134.69
Actuarial (gains) / losses on obligation 21.62
Closing defined benefit obligation 1233.31

Changes in the fair value of plan assets are as follows:

(Rs. in Lacs)
Gratuity
As at
March 31, 2016
Fair value of plan assets transferred on demerger 218.43
Expected return 17.16
Contributions by employer 65.91
Benefits paid (72.82)
Actuarial gains / (losses) (13.22)
Closing fair value of plan assets 215.46

Max India Limited

148 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

The principal assumptions used in determining benefit obligations for the Company’s plans are shown below:

Gratuity
As at
March 31, 2016
Discount rate 7.25%-8.00%
Expected rate of return on assets 7.00%-23.13%
Retirement Age 58-67 years
Employee turnover 3%-55%

The estimates of future salary increases considered in actuarial valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market. Further, the overall expected rate on assets is determined
based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. There has been
no significant change in expected rate of return on assets.

Amounts for the current are as follows:

(Rs. in Lacs)
As at
March 31, 2016
Defined benefit obligation 1,233.31
Plan assets 215.46
Surplus / (deficit) (1,017.85)
Experience adjustments on plan liabilities (11.12)
Experience adjustments on plan assets (1.85)

24.2 Provident Fund

The Group has contributed in provident fund trust "Max India Limited Employees Provident Trust Fund" which is a common fund for
Max India Limited and its group companies. The provident fund trust requires that interest shortfall shall be met by the employer,
accordingly it has been considered as a defined benefit plan as per AS-15 (Revised).
The interest rate payable to the members of the Trust shall not be lower than the statutory rate of interest declared by the Central
Government under the Employees’ Provident Funds and Miscellaneous Provisions Act, 1952, and shortfall, if any, shall be made good
by the Group.
The actuary has accordingly provided a valuation for "Max India Limited Employees Provident Trust Fund" which is a common fund for
Max India Limited and its subsidiaries based on assumptions provided below.

The details of fund and plan asset position as at March 31, 2016 as per the actuarial valuation of active members are as follows:
(Rs. in Lacs)
As at
March 31, 2016
Plan assets at year end at fair value 11,111.83
Present value of defined benefit obligation at year end 11,034.59
Surplus as per actuarial certificate 77.24
Shortfall recognised in balance sheet -

Active members as at year end (Nos) 5,005

Assumptions used in determining the present value obligation of the interest rate guarantee under the deterministic approach:
(Rs. in Lacs)
As at
March 31, 2016
Discount rate for the term of the obligation 7.72%
Average historic yield on the investment portfolio 9.06%
Discount rate for the remaining term to maturity of the investment portfolio 7.72%
Expected investment return 9.06%
Guaranteed rate of return 8.75%

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 149
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

25 Other expenses
(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Claims and other benefits payout 23,267.29
Agents' commission for health insurance business 4,479.73
Policy issuance cost 690.05
Professional and Consultancy Fees 15,164.58
Legal and professional 4,527.66
Concession Fee 568.42
Management service charges 744.72
Power and fuel 2,162.50
Recruitment and training expenses 1,319.21
Outside lab investigation 400.43
Patient catering expenses 785.05
Rent 2,750.25
Insurance 440.69
Rates and taxes 247.54
Repairs and maintenance:
Building 586.57
Plant and equipments 1,305.65
Others 3,227.63
Printing and stationery 538.71
Travelling and conveyance 1,875.31
Communication 833.17
Directors' sitting fee 151.85
Commission to other than sole selling agents 18.99
Branding, advertisement and publicity 4,221.53
Provision for doubtful debts and advances 628.66
Net loss on sale/disposal of fixed assets 33.16
Doubtful advances written off 251.18
Fixed assets written off 0.08
Charity and donation 0.77
Net loss on foreign exchange fluctuation 25.62
Miscellaneous expenses 309.44
71,556.44

26 Depreciation and amortisation

(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Depreciation of tangible assets 4,652.01
Amortization of intangible assets 901.94
5,553.95

27 Finance Cost
(Rs. in Lacs)
For the period from
January 01, 2015 to
March 31, 2016
Interest 3,488.87
Bank charges 607.22
4,096.09

Max India Limited

150 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

28 Earnings per share (EPS)

(Rs. in Lacs)
For the period
March 31, 2016
Basic EPS (Nominal value of share Rs 2 each)
Profit after tax (after adjusting minority interest) (Rs. in Lacs) (8,074.56)
Net profit for calculation of basic EPS (8,074.56)
Weighted average number of equity shares outstanding during the year (Nos.) 266,998,381
Basic Earnings Per Share (Rs.) (3.02)

Dilutive EPS (Nominal value of share Rs 2 each)

Equivalent weighted average number of employee stock options outstanding 2,769,196
Weighted average number of equity shares outstanding during the year for dilutive earnings per share (Nos) 269,767,577
Diluted Earnings Per Share (Rs.) (2.99)
*Note: The conversion effect of potential dilutive equity shares for previous year were anti dilutive in nature, hence the effect of potential equity
shares are ignored in calculating diluted earnings per share.

29. Employee Stock Option Plan

29.1 Max India Limited
Employee Stock Option Plan – 2003 (“the 2003 Plan”):
Max Financial Services Limited-"MFSL" (formerly known as Max India Limited) had instituted the 2003 Plan, which was approved by
the Board of Directors in August 25, 2003 and by the shareholders in September 30, 2003. The 2003 Plan provides for grant of stock
options aggregating not more than 5% of number of issued equity shares of MFSL to eligible employees of MFSL. The 2003 Plan is
administered by the Nomination and Remuneration Committee appointed by the Board of Directors. Under the plan, the employees
receive shares of MFSL upon completion of vesting conditions such as rendering of services across vesting period. Vesting period
ranges from one to five years and options can be exercised within two years from vesting date. As amended in the 2003 Plan and
approved the shareholders in Annual General Meeting held on September 30, 2014, the Option Price will be determined by the
Nomination and Remuneration Committee, from time to time, in accordance with the provisions of applicable law, provided that the
Option Price shall not be below the face value of the equity shares of MFSL.
Pursuant to the Scheme of demerger, with respect to the employee’s stock options granted by the de-merged company i.e. MFS to its
employees (irrespective of whether they continue to be employees of MFS or become employees of the Company) shall be allotted one
stock option by the Company under the new ESOP scheme for every stock option held in MFS. Accordingly, ESOP outstanding as on the
effective date in MFS shall be allocated between the demerged company and resulting companies. The Company is in the process of
implementation of ESOP scheme on terms and conditions similar to the relevant ESOP plan of MFSL. Accordingly, 2,503,560 stock
options granted to the employees of MFSL and outstanding as on Effective date i.e. January 15, 2016 are eligible for stock options of
the Company under new ESOP scheme on similar terms and conditions. These ESOPs have intrinsic value of Rs.198.38 lacs, which got
transferred to the Company.
29.2 Max Healthcare Institute Limited
Employee Stock Option Plan - 2006 ("the 2006 Plan")
The company has instituted the 2006 Plan, which was approved by the Board of Directors on July 31, 2006 and subsequently by the
shareholders on August 10, 2006. The 2006 Plan provides for grant of stock options aggregating not more than 5% of number of
issued equity shares of the Company to eligible employees of the Company. The 2006 Plan is administered by the Remuneration
Committee appointed by the Board of Directors. Vesting period ranges from one to five years and options can be exercised after one
year from vesting date.
The 2006 Plan gives an option to the employee to purchase the share at a price determined by remuneration committee subject to
minimum par value of shares (Rs. 10/-). However employees have a right to choose to settle in cash at a value calculated as a
difference between Fair Market value of Shares and Exercise Price of Share. The Company has valued Employee Stock Option
outstanding as at year end presuming all the employees will exercise their option in favour of cash settlement or equity settlement
based on trend of last two years.

The details of activity under the Scheme are summarized below:

March 31, 2016

Particulars
No. of options Weighted Average
exercise prices (Rs.)
Outstanding at the start of the year 1,613,000 48.32
Granted during the Year 2,286,342 54.39
Forfeited during the year - -
Exercised during the year 200,000 28.75
Outstanding at the end of the year 3,699,342 53.13
Exercisable at the end of the year 240,500 42.73

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 151
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

For options exercised during the year, the weighted average share price at the exercise date was Rs 28.75 per share
The weighted average fair value of stock options granted during the year was Rs 54.39

The weighted average remaining contractual life for the stock options outstanding as at March 31, 2016 are as follows:

March 31, 2016

Grant Date
No. of options Weighted Average
exercise prices (Rs.)
1-Mar-12 220,000 5.14
1-Oct-12 300,000 5.84
25-Mar-14 893,000 7.25
1-Jul-15 1,585,070 7.35
1-Aug-15 508,626 7.44
25-Aug-15 150,646 7.50
3-Feb-15 42,000 6.42

Stock compensation expense under the Fair Value method has been determined based on fair value of the stock options. During the year,
no options have been granted. The fair value of stock options was determined using the Black Scholes option pricing model with the
following assumptions.

Black Scholes Option Pricing model

(Rs. in Lacs)

Particulars As at
March 31, 2016
A. Stock Price Now (in Rupees) 47.65
B. Exercise Price (X) (in Rupees) 53.13
C. Expected Volatility (Standard Dev - Annual) 44.93%
D. Historical Volatility
E. Expected Life of the options granted (Vesting and exercise period) in years 7.08 Years
F. Expected Dividend Nil
G. Average Risk- Free Interest Rate 7.81%
H. Expected Dividend Rate Nil

The expected life of the stock is based on historical data and current expectations and is not necessarily indicative of exercise pattern that
may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is
indicative of future trends, which may also not necessarily be the actual outcome.
The company measures the cost of ESOP using the intrinsic value method. Had the company used the fair value model to determine
compensation, its profit after tax and earnings per share as reported would have changed to the amounts indicated below:

For the period from

Particulars January 01, 2015 to
March 31, 2016
Net Profit after tax and minority interest as reported (Rs. in Lacs) (8,074.56)
Add: Employee stock compensation under intrinsic value method (Rs. in Lacs) 30.88
Less: Employee stock compensation under fair value method (Rs. in Lacs) (122.43)
Performa profit (Rs. in Lacs) (8,166.11)

Earnings Per Share

Basic (Rs.)
- As reported (3.03)
- Performa (3.06)
Diluted (Rs.)
- As reported (3.00)
- Performa (3.03)

Max India Limited

152 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

30. Leases
30.1 Finance lease: group as lessee
The group has finance leases and hire purchase contracts for various items of medical equipments. Upon the expiry of lease term the absolute
and unencumbered ownership of the equipment shall vest with the Group at the guaranteed residual value. Each renewal is at the option of
lessee. Future minimum lease payments (MLP) under finance leases together with the present value of the net MLP are as follows:
(Rs. in Lacs)
March 31, 2016
Minimum Present value
payments of MLP
Within one year 127.72 105.28
After one year but not more than five years 243.42 203.33
More than five years - -
Present value of minimum lease payments 371.14 308.61

30.2 Operating lease: group as lessee

Lease rentals recognized in the statement of profit and loss for the year is Rs. 2,750.25 Lacs
The group has entered into operating leases for its office, hospitals, nurse hostel and for employees’ residence, that are renewable on a
periodic basis. The average life of lease is from 3 to 30 years. The total of future minimum lease payments under non-cancellable leases
are as follows:
(Rs. in Lacs)

Particulars As at
March 31, 2016
Not later than one year 1,709.11
Later than one year and not later than five year 5,942.39
Later than five year 9,511.62
Total 17,163.12

31. Capitalisation of Expenditure

(Rs. in Lacs)

Particulars As at
March 31, 2016
Arising on account of demerger 8.33
Less: Capitalised during the year (3.24)
Preoperative expenses pending capitalisation 5.09

32. Interest in a joint venture

The Group holds, 46.28% interest in Max Healthcare Institute Limited (MHIL) (incorporated in India), a joint controlled entity which is
involved in the business of healthcare services and 20.00% interest in Forum I Aviation Limited (FIAL) (incorporated in India), a joint
controlled entity which is involved in the business of aircraft chartering services to its members.
(Rs. in Lacs)
Max Healthcare Forum I Aviation Limited
As at As at
March 31, 2016 March 31, 2016
Current assets 13,373.88 122.49
Non current assets 89,223.83 1,241.63
Current liabilities (19,385.74) (13.70)
Non Current liabilities (31,080.48) (282.12)
Equity 52,131.49 1,068.30
Revenue 68,256.58 512.27
Cost of material consumed (18,444.61) -
Depreciation (4,007.91) (64.63)
Finance cost (3,380.49) (4.44)
Employee benefit expenses (13,971.23) (97.24)
Other expenses (29,113.55) (338.89)
Profit/(Loss) before tax (661.21) 7.06
Tax expense - 45.96
Profit/(Loss) after tax (661.21) (38.89)
Capital commitments 2,077.99
Contingent liabilities 15,275.58

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 153
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

33. Segment Information

33.1 Business Segments
The Company has considered business segment as the primary segment for disclosure. The products/ services included in each of
the reported business segments are as follows:
a) Healthcare Business – Some of the Company’s subsidiaries/joint ventures are engaged in the delivery of healthcare services in
North India through its primary and tertiary healthcare centers. This also includes revenue from leasing of medical and other
equipment.
b) Business Investments – This segment is represented by treasury investments.
c) Health Insurance - This segment relates to the health insurance business carried out pan India, by one of the Company’s subsidiary.
d) Senior Living – One of the Company’s subsidiaries is engaged in the business of senior living.
e) Others - The leasing activities undertaken by one of the Company’s subsidiary are classified under this segment.
The above business segments have been identified considering:
(i) The nature of products and services
(ii) The differing risks and returns
(iii) Organizational structure of the group, and
(iv) The internal financial reporting systems
Segment Revenue consists of segment revenue from external customers and revenue from other segments.
Segment Result is the difference of segment revenue and segment operating expenses.
Unallocated Assets include assets pertaining to the holding company’s corporate office such as, loans, advance and deposits.
Unallocated Liabilities include tax provisions and interest bearing loans not directly related to any business segment.
Unallocated Expenses - Expenses incurred at corporate office of the holding company relate to various business segments. As there is
no reasonable basis of allocating this expenditure to various segments, the same are shown as unallocated reconciling expenses.
Interest expense is not treated as part of a segment expense and is reflected as a separate line item.
33.2 Geographical Segments
The Company has considered geographical segment as secondary reporting segment for disclosure. For this purpose, the revenues
are bifurcated based on location of customers in India and outside India.
33.3 Segment Information
(Rs. in Lacs)
Healthcare Health Senior Business Others Total
Insurance Living Investments
Business Business
2016 2016 2016 2016 2016 2016
a. Segment Revenue from
Sales to external customers 6,730.94 - - - - 6,730.94
Service Income 59,567.80 39,310.96 - 1,340.67 4,221.55 104,440.98
Service/Interest Income from inter segments 134.97 - 57.27 580.33 193.16 965.73
Income from investment activities - 4,303.30 - 5,254.77 - 9,558.07
Other operating revenue 456.84 - - - - 456.84
Total Segment Revenue 66,890.55 43,614.26 57.27 7,175.77 4,414.71 122,152.56
Less: Inter segment revenue 134.97 - 57.27 580.33 193.16 965.73
Revenue from operations 66,755.58 43,614.26 - 6,595.44 4,221.55 121,186.83
b. Segments Results 2,510.52 (6,398.06) (3,296.49) 5,388.84 (69.36) (1,864.55)
Interest Income 395.11
Sub-total (1,469.44)
Less:
Unallocated Expenses (Net of unallocated income) 3,271.99
Interest Expenses 4,096.09
Profit before tax (8,837.52)
Provision for taxation (includes provision for Deferred Tax) 1,019.96
Profit after tax (9,857.48)
Minority Interest 1,782.92
Profit after tax (after adjusted minority interest) (8,074.56)
c. Carrying amount of segment assets 74,433.63 64,291.71 35,055.14 16,246.83 7,792.46 197,819.77
Add: Unallocated assets 6,585.14
Goodwill 40,541.15
Total Assets 244,946.06
d. Segment Liabilities 13,009.79 43,324.04 12,680.04 - 8,129.83 77,143.70
Add: Unallocated liabilities 46,487.90
Total Liabilities 123,631.60

Max India Limited

154 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

(Rs. in Lacs)
Healthcare Health Senior Business Others Total
Insurance Living Investments
Business Business
2016 2016 2016 2016 2016 2016
e Cost to acquire tangible and intangible fixed assets 14,337.73 291.73 12,097.44 - 662.49 27,389.38
Unallocated 156.70
Total Addition 27,546.08
f. Depreciation and amortisation expenses 4,008.10 1,145.12 187.77 - 139.86 5,480.85
Unallocated depreciation & amortization 73.10
Total depreciation and amortization 5,553.95
g. Non-cash expenses other than depreciation 6.89 - - - (54.30 (47.41)
and amortisation
Unallocated non cash expenses 78.29
Total 30.88

SECONDARY SEGMENT
(Rs. in Lacs)
India Outside India Total
2016 2016 2016
a. Revenue from external customers 121,186.83 - 121,186.83
b. Carrying amount of segment assets by location of assets 197,648.30 171.47 197,819.77
c. Cost to acquirer tangible and intangible fixed assets by location of assets 27,389.38 0.33 27,389.71

34 Related parties disclosures

Names of other related parties with whom transactions have taken place during the year
Joint Venture 1 Max Healthcare Institute Limited
2 Alps Hospial Limited
Key Management Personnel (KMP) 1 Mr. Mohit Talwar (Managing Director) - Effective January 15, 2016
2 Mr. Jatin Khanna (Chief Financial Officer) - Effective January 15, 2016
3 Mr. V Krishnan (Company Secretary) Effective January 15, 2016
Enterprises owned or significantly influenced by key 1 Max Life Insurance Company Limited
management personnel or their relatives 2 Max Financial Services Limited
3 Max Venture and Industries Limited
4 New Delhi House Services Limited
5 Malsi Estates Limited
6 Max Ventures Private Limited
7 Siva Realty Ventures Private Limited
8 Piveta Estates Private Limited
9 Vana Retreats Private Limited
10 Veeras Kitchen Private Limited
11 Max Speciality Films Limited
Employee benefit funds 1 Max India Ltd. Employees’ Provident Fund Trust

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 155
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

Transactions with related parties during the year:

(Rs. in Lacs)
Joint Key Management Enterprises Employee Total
Ventures Personnel owned or benefit funds
(Managing Director, significantly
Whole time
director, manager influenced by
and other key management
managerial personnel or
personnel) their relatives
2016 2016 2016 2016 2016
Income from shares services
Max Healthcare Institute Limited 74.67 - - - 74.67
Max Financial Services Limited - - 897.00 - 897.00
Max Life Insurance Company Limited - - 313.00 - 313.00
Max Venture and Industries Limited - - 56.00 - 56.00
Reimbursement of expenses (Received from)
Max Financial Services Limited - - 716.21 - 716.21
Max Life Insurance Company Limited - - 3,066.61 - 3,066.61
Malsi Estates Limited 6.12 6.12
Max Ventures Private Limited 2.16 2.16
Siva Realty Ventures Private Limited 0.54 0.54
Piveta Estates Private Limited 2.65 2.65
Vana Retreats Private Limited 28.10 28.10
Max Speciality Films Limited 1.56 1.56
New Delhi House Services Limited - - 15.40 - 15.40
Reimbursement of expenses (Paid to)
Max Financial Services Limited - - 6.23 - 6.23
Max Life Insurance Company Limited 154.46 154.46
New Delhi House Services Limited - - 54.30 - 54.30
Management service charges - -
Max Financial Services Limited - - 744.72 - 744.72
Repair & Maintenance
New Delhi House Services Limited - - 92.31 - 92.31
Insurance paid
Max Life Insurance Company Limited - - 7.12 - 7.12
Managerial Remuneration
Mohit Talwar - 49.41 - - 49.41
Jatin Khanna - 15.49 - - 15.49
V Krishnan - 31.22 - - 31.22
Company's contribution to Max India Ltd Provident Fund Trust - - - 346.96 346.96
Dividend income
Max Speciality Films Limited - - 3.38 - 3.38
Purchase of assets - -
Max Life Insurance Company Limited - - 22.50 - 22.50

Balance outstanding as at the year end

Other receivable
Max Life Insurance Company Limited - - 298.02 - 298.02
Max Financial Services Limited - - 189.72 - 189.72
Malsi Estates Limited 4.37 4.37
Vana Retreats Private Limited 10.89 10.89
Max Venture and Industries Limited - - 58.52 - 58.52
Amount Payable
Veeras Kitchen Private Limited - - (1.91) - (1.91)
New Delhi House Services Limited (0.69) - (6.51) - (7.20)

Max India Limited

156 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

35 Capital and Other Commitments

a. Capital Commitments
(Rs. in Lacs)
As at
March 31, 2016

Estimated amount of contracts remaining to be executed on capital account and not provided for 21,471.98
Less: Capital advances (note 15) 9,598.32
Net capital commitment for acquisition of capital assets 11,873.66

35.1 Commitment with respect to leases refer note 30

36 Contingent Liabilities not provided for

(Rs. in Lacs)
S. As at
Particulars March 31, 2016
No.

i Share of guarantee given by the jointly controlled entity (Max Healthcare Institute Limited) (Refer note (a)) 10,935.26
ii. Claims against the Company not acknowledged as debts (Refer note (b))
- Service tax demands 655.91
- Sales tax 142.54
- Legal cases and claims 3,389.72
iii. Obligation arising from import of capital equipment at concessional rate of duty during the year under 701.57
Export Promotion Capital Goods Scheme
iv. Income Tax cases (note (c) and (d))

Note:
a. Guarantees given by the group on behalf of others is not considered as prejudicial to the interest of the group as it provides
opportunity for growth and increase in operations of the group.
b. Claims against the Group not acknowledged as debts represent the civil cases that are pending with various Consumer Disputes
Redressal Commissions / Courts. Based on expert opinion obtained, the management believes that the Group has good chance of
success in these cases. In addition to this, as a measure of good corporate governance the company has taken Professional
Indemnity Insurance Policy for claims pending against the Group to secure the Group from any financial implication in case of claims
settled against the Group.

c) Max Bupa Health Insurance Company Limited (Max Bupa)

For assessment year 2010-11 and 2011-12 under section 143(3) of the Income Tax Act, 1961, expenses amounting to Rs. 6,137.28
Lacs have been disallowed by the Assessing Officer and the losses allowed to be carried forward by the Assessing Officer for the
purpose of income tax assessment are lower to that extent. Accordingly, this may have effect on the taxability of future income of the
company, depending on the outcome of the appeal. As on date, the matter is pending with CIT (Appeals). The management is
confident that the outcome of these appeals would be in favor of Max Bupa.

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 157
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

d Max Healthcare Institute Limited

Income Tax Cases
(Rs. in Lacs)
Assessment year Pending before ITAT Disallowances Disallowances Demand (If any)
Disallowances Disallowances pending before pending - as at As at March,
deleted by CIT(A) confirmed by CIT(A) CIT (A) March 31, 2016 31, 2016
for which department for which company
has filed an appeal has filed an appeal
before ITAT before ITAT
2003-04 941 213 - 1,154 -
2004-05 641 - - 641 -
2005-06 598 - - 598 -
2006-07 462 - - 462 -
2007-08 907 - - 907 -
2008-09 239 - - 239 -
2009-10 201 - - 201 -
2010-11 410 - - 410 -
2011-12 547 - 450 997 -
2012-13 - - 1,646 1,646 -
2013-14 - - 982 982 -
2010-11* - - - - 9
2012-13 - - - - -
4,946 213 3,078 8,237 9

37 Actuarial Assumptions
Health Insurance Business
Max Bupa's appointed Actuary has determined valuation assumptions in respect of ‘Reserve for Unexpired Risk’ and ‘Claims Incurred But
Not Reported’ (IBNR) that conform with Regulations issued by the IRDAI and professional guidance notes issued by the Institute of
Actuaries of India.
(i) During the year ended March 31, 2016, the Company has changed its estimates related to Deferred Benefit Reserve provisioning
which forms part of IBNR reserves. Consequent to the change in such estimate, IBNR reserve for the year ended March 31, 2016 is
lower by Rs. 880 Lacs.
(ii) As at March 31, 2016, the Company has made a provision of Rs. 1375 Lacs towards provider reconciliation reserve based on
actuarial estimates and the same is included as a part of IBNR reserves.
(iii) As at March 31, 2016, the Company has made a provision of Rs. 540 lacs towards litigation reserve based on actuarial estimates and
the same is included as a part of IBNR reserves.
38 Scheme of Arrangement (Demerger) between Max Financial Services Limited (MFS), the Company and Max Venture and Industries
Limited (MVIL)
The Board of Directors of Max Financial Services Limited (‘MFS’, erstwhile Max India Limited) in their meeting held on January 27, 2015
had approved the Corporate Restructuring plan to vertically split MFS through a Composite scheme of arrangement (‘Scheme’), into three
separate listed companies.
a) The Hon’ble High Court of Punjab and Haryana vide its order dated December 14, 2015, sanctioned the Scheme under Sections 391
to 394 read with Sections 100 to 104 of the Companies Act, 1956 between Max Financial Services Limited (‘MFS’ - erstwhile Max
India Limited), Max India Limited ("the Company" - erstwhile Taurus Ventures Limited) and Max Ventures and Industries Limited
(‘MVIL’- erstwhile Capricorn Ventures Limited). The Scheme is effective from January 15, 2016 i.e. the date of filing of the certified
copy of the order of the Hon’ble High Court of Punjab and Haryana with the Registrar of Companies, Chandigarh and Shimla. Pursuant
to the Scheme, all the assets and liabilities pertaining to the Demerged Undertaking (as defined in the Scheme) have been
transferred to and vested in the Company with retrospective effect from the appointed date i.e. April 1, 2015 at their respective book
values appearing in the books of demerged company i.e., MFS. Accordingly, the Scheme has been given effect to in the financial
statements.
b) The consideration for the demerger to the equity shareholders of the demerged company i.e., MFS is discharged by the Company i.e.,
Max India Limited wholly by issue of equity shares of the Company. Pursuant to the Scheme coming into effect, every shareholder
holding fully paid up equity shares of Rs. 2/- each in MFS as on the Record Date i.e., January 28, 2016 will be allotted one equity
share of Rs.2/- each in the Company for every one equity share of Rs.2/- each held in MFS as on the Record Date. As a result of this
and pursuant to he provisions of the Scheme, the existing share capital of Rs.5 lacs of the Company shall stand cancelled. Further,
with respect to employee’s stock options granted by the demerged company i.e. MFS to its employees (irrespective of whether they
continue to be employees of MFS or become employees of the Company or not) shall be allotted one stock option by the Company
under the new ESOP scheme for every stock option held in MFS. Accordingly, ESOP outstanding as on the Effective Date in MFS shall

Max India Limited

158 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
 NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

be allocated between the demerged company and resulting companies. The surplus of net assets acquired by the Company over the
aggregate face value of share capital to be issued shall be credited to capital reserve. The value of net assets acquired effective from
April 1, 2015 and the calculation of differential consideration and value of net identifiable assets acquired is set out below:

(Rs. in Lacs)
As at
Particulars
March 31, 2016

Assets acquired
- Fixed assets (net of accumulated depreciation) 57,452.60
- Goodwill on consolidation 14,166.59
- Investments (Non-current and current) 88,522.86
- Loans and advances (Non-current and current) 24,060.46
- Trade receivables (Non-current and current) 11,765.14
- Inventories 863.04
- Cash and bank balance 8,428.23
- Other assets (Non-current and current) 3,200.88
Sub-total (A) 208,459.80
Liabilities assumed
- Borrowings (long term and short term) 25,725.24
- Other long term liabilities 8,394.95
- Trade payables and other current liabilities 23,958.98
- Provisions (Non-current and current) 22,467.81
- Minority Interest 4,634.59
Sub-total (B) 85,181.57
Net assets acquired (A-B) 123,278.23
Share capital to be issued 5,339.68
ESOP to be issued 198.38
Foreign currency transalation reserve 38.74
Capital Reserve 117,701.43

c) The reconciliation of share capital to be issued pursuant to the scheme is given below and disclosed as ‘Shares capital pending
allotment’ in the financial statements:
(Rs. in Lacs)
As at
Particulars
March 31, 2016

Shares capital to be issued (refer point b above) 5,339.68

Less: Existing share capital pending cancellation (5.00)
Share capital pending allotment 5,334.68

d) Subsequent to the year end, the Company has received the Foreign Investment Promotion Board (FIPB) approval to issue and allot
shares to MFS's shareholders as on the record date i.e. January 28, 2016, vide its letter dated May 06, 2016. The Company has
issued and allotted 26,69,83,999 equity shares of Rs. 2/- each on May 14, 2016 and the existing equity capital of the Company of
Rs. 5.00 lacs which was fully held by MFS, has been cancelled pursuant to the provisions of the Scheme and the Company ceases to
be a subsidiary of MFS effective May 14, 2016.
e) This Scheme is a non-cash transaction and hence, has no impact on the cash flow of the Company for the current period.

39 Derivative Instruments and Unhedged Foreign Currency Exposure

As at March 31, 2016
Particulars Foreign Currency Exchange Rate India Rupee
(Rs. in Lacs) (Rupee) (Rs. in Lacs)

Import capital creditors (EUR) 0.17 76.59 13.02

Import capital creditors (USD) 4.34 67.61 293.43
Import capital creditors (YEN) 0.66 0.60 0.40
Trade payables (GBP) 0.34 95.09 32.65

Max India Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6 (Formerly known as Taurus Ventures Limited) 159
(Consolidated Statement of Accounts)
NOTES TO FINANCIAL STATEMENTS
For the period January 01, 2015 to March 31, 2016

40 During the year, MHIL has made two major acquisitions:-

Max Super Speciality Hospital, Vaishali
During the year, MHIL, in terms of the Share Subscription and Purchase Agreement dated May 28th, 2015 as amended by Amendment
Agreement dated July 10th 2015 (collectively referred as “Transaction Documents”), acquired, by way of primary and secondary purchase,
in various tranches, 111,625,297 equity shares of Crosslay Remedies Limited @ Rs.22.10 per equity share which contributes to 77.95% of
the equity share capital on a fully diluted basis. Crosslay Remedies Limited owns and operates Max Super Speciality Hospital, Vaishali
(erstwhile Pushpanjali Crosslay Hospital), a 260-bedded hospital (expandable up to 460 beds).
After expiry of 4 years from the Completion date i.e. July 10th, 2015, MHIL shall have a call option right to acquire all remaining shares held
by the existing shareholders (except for 530,000 equity shares) at fair market value subject to a floor price of Rs. 35.10 per equity share, in
accordance with the terms of the Transaction Documents. In accordance with the terms of the Transaction Documents, the existing
shareholders, after expiry of 4 years from the Completion date i.e. July 10th, 2015, the have a put option right to sell all remaining shares
held by the existing shareholders to the MHIL (except for 530,000 equity shares) at fair market value subject to a floor price of Rs. 35.10
per equity share.
Max Smart Super Speciality Hospital "MSSH”
During the year under review, MHIL has, in terms of the Share Purchase Agreement dated November 27th, 2015 (referred as “Transaction
Document”), acquired by way of secondary purchase 14,864,817 equity shares (51% of the paid up capital) of Saket City Hospital Private
Limited (“SCHPL”) @ Rs.218.64 per equity share. SCHPL provides medical services to erstwhile Saket City Hospital (rechristened as Max
Smart Super Speciality Hospital "MSSH"), a unit of Gujar Mal Modi Hospital and Research Centre (“Society”), through a non-cancellable
and exclusive arrangement. MSSSH has 215+85 (under construction) beds currently and is expandable to ~ 1200 beds approximately.
MHIL also has a call option right to acquire all remaining shares held by the existing shareholders in accordance with the terms of the
Transaction Document. Further, after the (i) expiry of 3 (three) years from the Completion Date i.e. November 27th, 2015 or (ii) receipt by
the Society of all the approvals required from Governmental Authority(ies) as may be required for commencement of the construction of
900 additional beds, whichever is later, the existing shareholders shall have a put option right to sell all remaining shares held by the
existing shareholders to the Company in accordance with the terms of the Transaction Document.
41 Pursuant to the scheme of demerger investments in Max Neeman Medical International Limited having carrying value of Rs. 942.90 lacs
(net of provision for impairment) were got transferred in the name of the Company which has been sold to JSS Medical Research for a
consideration of Rs. 942.90 lacs, resulting in a gain of Rs. 361.38 lacs in consolidated financial statements.
42 Subsequent to the year end, on April 29, 2016, Max India Limited executed an agreement with Bupa Singapore Pte. Limited (Bupa
Singapore) to divest its 23% stake in Max Bupa Health Insurance Limited to Bupa Singapore at par value, for a consideration of Rs.
20,654.00 lacs.
43 Max India Limited (formerly known as Taurus Ventures Limited) was incorporated on January 1, 2015. The financials of the Company has
been prepared for first time for 15 months i.e. January 01, 2015 to March 31, 2016. In respect of subsidiary companies / joint ventures
financials has been consolidated for 12 months i.e. April 1, 2015 to March 31, 2016. Accordingly, there are no comparitive preivous period
figures.

As per our report of even date

For S.R.Batliboi & Co. LLP For and on behalf of the Board of Directors of Max India Limited
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Manoj Gupta Mohit Talwar N. C. Singhal

Partner (Managing Director) (Director)
Membership Number: 83906 (DIN 02394694) (DIN 00004916)

Jatin Khanna V. Krishnan

(Chief Financial Officer) (Company Secretary)

Place : Gurgaon Place : New Delhi

Date : May 25, 2016 Date : May 25, 2016

Max India Limited

160 (Formerly known as Taurus Ventures Limited) A N N U A L R E P O RT 2 0 1 5 - 1 6
(Consolidated Statement of Accounts)
MAX BUPA HEALTH INSURANCE
COMPANY LIMITED
DIRECTORS’ REPORT important regulations related to Corporate Agency, Individual
Your Directors are pleased to present the Eighth Board’s Report of Agents and Rural Social Obligations for insurers. These changes
your Company together with the audited accounts for the financial will lead to opening up of new distribution channels and will help
year ended March 31, 2016. insurers increase penetration in a cost effective manner.

BUSINESS HIGHLIGHTS The regulator has also issued a number of draft regulations
including draft health insurance regulations and draft payment of
Highlights for the Financial Year (FY) ended March 31, 2016 are as commission/remuneration to insurance agent regulations.
under: Implementation of some of the recommendations, should lead to
(Rs. in ‘000) tangible benefits and proper industry growth. These include: a)
Particulars Financial Year Financial Year putting curbs on mis-selling, improving transparency through
2015-16 2014-15 standardized norms on disclosures, b) reform enabling ability to
increase premiums in a manner linked to an inflation index and c)
Gross Written Premium 47,60,092 37,26,574 have an entry age based premium pricing model, to enable the
Add Reinsurance Accepted - - industry cater to the elderly.
Less Reinsurance Premium 2,44,564 1,92,172 2. STATE OF COMPANY’S AFFAIRS
Net Premium 45,15,528 35,34,402 Your company posted a Gross Written Premium of Rs. 476.01
Unexpired Risk Reserve 5,84,433 3,82,038 Crores for the year thereby registering a 28% growth over previous
year. The loss for the year at Rs. 68.5 Crore has improved by 27%
Earned Premium 39,31,095 31,52,364 as compared to the previous year.
Total Underwriting Revenue 39,31,095 31,52,364 Financial year 2015-16 has been a year that marked significant
Net Incurred Claims 23,40,226 18,22,037 market-related developments, increasing claims cost, medical
Commission paid (net) 4,47,973 3,21,985 inflation and rising incidence of non-communicable diseases,
thereby resulting in increasing margin pressure on the business.
Expenses of Management 22,12,348 22,43,651
Your company’s key priorities going forward have been shaped by
Premium Deficiency Reserve - (5,653) the changing external environment & our current business
Total Underwriting expenses 50,00,547 43,82,020 performance:
Underwriting Profit/(Loss) (10,69,452) (12,29,656) • Primary focus on B2C segment led by Agency &
Investment Income: Bancassurance, while evaluating a comprehensive digital
strategy
Allocated to Revenue Account 2,54,765 1,79,510
• Improve persistency
Allocated to P&L Account 1,75,565 1,57,610
• Better manage claims through case management, healthcare
Other Income 1,725 2,162
purchasing and fraud control
Other Expenses 11,698 24,296
• Improve the suite of products to meet the needs of the
Provisions 35,884 18,462 customers whilst managing risk and delivering value to the
Profit/(Loss) before Tax (6,84,979) (9,33,132) customers and shareholders
Key Business Parameters • Deliver best-in-class service based on customer segments and
partners
Solvency Ratio 2.16:1 2.10:1
• Continued focus on cost optimization
Share Capital (Rs. crores) 898.00 790.50
• Leadership development and building talent pipeline
Foreign Direct Investment
(Rs. crores) 233.48 205.53 • Robust IT strategy for a stable, secure and scalable
infrastructure
No. of Employees 1,386 1,444
Your Company focuses on affluent segments in the top 20-25
No. of offices 27 26
cities in India and aims to be the preferred family health insurer for
No. of Agents 16,619 11,020 B2C customers. Your company offers quality health insurance
No. of Policies 265,089 232,042 services through its comprehensive distribution network
comprising of Agency, Bancassurance, & Alliances (NBFC’s and
1. INDUSTRY OVERVIEW brokers)& Direct channel (tele-assisted, online sales and direct
sales team).
The Health Insurance sector continues to be the fastest growing
segment in non-life insurance industry. The total health insurance Your Company has reported a good overall performance in FY
premium in Financial Year 2015 – 2016 grew to Rs. 27,362 Crores 2015-16, in line with our strategic priorities, across different
from Rs. 22,580 Crores in Financial Year 2014 – 2015, reflecting operational areas.
a strong growth of 21%. Increase in lifestyle and chronic illnesses A. MULTI CHANNEL DISTRIBUTION SET-UP
like diabetes, cancer and cardiovascular diseases along with
Your company’s strategic priorities focus on profitable and
improved customer awareness and double digit growth in medical
sustainable growth led by Agency and bancassurance. Your
inflation is leading to an increase in demand for health insurance.
company has relentlessly focused on building its distribution
During the year, the regulatory environment has changed network by consistently improving the quality of its Agency sales
significantly due to the amendment of the Insurance Act and force, building bancassurance channel and strengthening its
modifications in some policies of the central government. In Direct channels by evaluating a comprehensive ‘digital’ strategy.
addition to introducing new avenues and distribution like Point of
Sale and Insurance Marketing Firms, the IRDAI has also amended 1. Agency

A N N U A L R E P O RT 2 0 1 5 - 1 6 Max Bupa Health Insurance Company Limited 001

Registration No. 145, Date of Registration with IRDA, February 15, 2010
 Agency is the Company’s largest distribution channel, spanning
26 branches across 16 cities and contributes over 55% of overall
revenue. The Agency sales force comprises of 400 Agency
Managers and13,000 agents. Your Company’s agency force is
one of the most productive agency force amongst SAHIs (Stand
Alone Health Insurers). FY 15-16 saw the Agency channel focus on
process standardization, frontline staffing & retention,
performance management, agent recruitment & activation and
growth through sub-verticals. Going forward, in line with the
strategic priorities, your company has identified 4 focus areas for
Agency channel – agent empowerment through digital
enablement, drive fixed benefit product adoption, launch variable
agency program and focus on capability enhancement of
supervisors.
2. Bancassurance & Alliances
Your Company is the first SAHI player to sign 6 Bancassurance
Corporate Agency relationships in India between Oct’ 2013–June’
2016 with reputed banks like Standard Chartered, Federal,
Deutsche, Ratnakar Bank, SUPGB and Bank of Baroda. Your
Company now has a robust bancassurance infrastructure with
200+ FOS (Feet-on-Street) and around 6700 bank branches.
Banca channel contributed around 40% of Company’s new sales
in FY 15-16. The early relationship with the Banks has enabled
your Company to plan/create segment wise focused initiatives
which will help in consolidation of the relationship. Your company
also has tied up with leading NBFC’s like Bajaj Finserv and
Muthoot under alliances vertical. Growth in this channel would
primarily be driven by focus on branch activation penetration in
different customer segments and opportunities for sale to retail
asset customers. Your Company is also exploring new
opportunities in Bancassurance and Alliances channels.
3. Direct channels (E-sales and Direct sales team)
Direct channels at your company comprises of E-sales (tele-
assisted as well as online sales) and the Direct sales team
contributing to 23% of revenue in FY15-16. Your company has one
of the largest captive telesales team in the health insurance
industry, with ~130 dedicated out-bound tele-callers. The channel
is equipped with state-of-the-art technology infrastructure
(Dialler/CRM) within a secure environment. Your company is
exploring the ‘digital’ opportunity in the Health insurance space in
India which is currently estimated to be ~ Rs 270 cr. new sales and
currently dominated by web aggregators and a select few insurers.
Your company’s digital roadmap will focus on addressing the
category’s unmet needs and leveraging your company’s current
strengths in brand and technology. Your company aims to
maintain profitable direct channels with a focus on building a
comprehensive digital strategy.
4. Business to Business (B2B)& Rural business
Apart from the retail segment, your company also has limited
presence in the Group business where we focus on select
profitable business opportunities. Your Company also has
underwritten rural business under RSBY scheme of Government.
B. IMPROVED CUSTOMER MANAGEMENT
In line with your Company’s commitment towards exemplar
service and being transparent, customer focused, equitable
and fair in its dealing with customers, your Company continued
to focus on raising the standard of customer interaction at
every touch point, right from pre-sales engagement to payment
of claims.
Your Company proactively captures customer feedback
through multiple formal and informal customer listening
initiatives including Customer Transactional Assessments
002 Max Bupa Health Insurance Company Limited
Registration No. 145, Date of Registration with IRDA, February 15, 2010
(CTA) for key customer processes, online customer feedback
through portals and blogs, Max Bupa’s website, and welcome
calling. The top two box CTA score Policy Servicing improved to
52% from 44% as compared to the last financial year. Service
excellence is key to your Company’s success and therefore
there is considerable focus on customer experience and
related metrics. The Customer Experience Index is calculated
annually and for 2015-16 it stood at 65% as compared to 59%
for Financial Year 2014-15.
Your Company’s 30 minutes pre – authorization service
commitment, introduced in the Financial Year 2014 – 15,
continues to out perform in the industry for the Financial Year
2015-16.
In continuation of our Philosophy of service being a key
differentiator, we have launched interactive voice response
which has enabled us to provide 24*7 self service options for
basic queries. Customer Relationship Management (CRM)
system has enabled us to service our customer promptly. Both
our initiatives has helped us to improve our C – SAT scores and
productivity.
C. COST MANAGEMENT
Your Company continues to focus on higher efficiency,
improved productivity and a reduction of expenditure. A Cost
Council has been formed which is driving optimization of
expenses through activity based costing, segmental analysis
and identifying opportunities across functions where
expenses can be reduced. This team leveraged best practices
across the Max India Group and the industry to optimize
spends. The cost optimization focus is reflected in the
management expense ratio which is improved from 72% in
Financial Year 2015to 57% in Financial Year 2016.
D. INVESTMENT PERFORMANCE
Your Company ensures management of investment assets in
accordance with the asset liability management policy of the
company. The performance of the fund has been
commensurate with the risk assumed in the fund.
The fund is invested with 97% of the portfolio in highest safety
instruments (viz. sovereign and AAA or equivalent
instruments). Your Company’s Assets under Management
(AUM) of Rs 566.45 Crores recorded a growth of 32% over the
last year.
During the financial year, your Company generated an
investment yield of 8.6% (9.0% including portfolio rebalancing)
for the financial year ended Mar 31, 2016 versus 9.1% for the
financial year ended Mar 31, 2015.
E. BUSINESS EXCELLENCE
In the Max Performance Excellence Framework (MPEF)
assessment for Financial Year 2014 - 2015 cycle (MPEF
assessment did not happen for Financial Year 2015 - 2016);
your company is working towards moving from early
development stage to early result stage. The MPEF scores
received for Financial Year 2014-15 of 342, was an improved
score from the last assessment. This assessment report
identified that your company has a systematic and effective
program for gathering, analysis and responding to the ‘Voice of
Customer’ (VOC) and using this for strategic and operational
decision making. It also highlighted that your company has
continued to improve brand awareness among employees,
customers and partners. The assessors also believed that your
company has the opportunity to build innovation culture,
improve knowledge management and people practices to
breach the early results stage in the MPEF score bands.
A N N U A L R E P O RT 2 0 1 5 - 1 6
 F. AWARDS AND RECOGNITIONS
During the Financial Year 2015-2016, your Company has been
felicitated with Awards and Recognitions across functional
areas. Some of these were:
1. First Health Insurer to be listed as a Superbrand in India.
Your Company was selected as the most preferred brand in
the Health Insurance segment for 2015 by 7,000
consumers in India.
2. Emerged as the most trusted Health Insurance brand in the
Brand Trust Report 2015. This was the second time that
your company emerged as the no. 1 Health Insurance
Brand chosen through an independent consumer survey
conducted in 6 cities by TRA, a Global research and
advisory firm.
3. Heartbeat Health Insurance Plan recognized as Innovation
of the Year at the Golden Peacock Awards 2015 for its
industry first features like coverage for 14 relationships in a
single family and cashless treatment for critical illnesses
abroad.
4. Recognized as ‘Claim Service Leader of the Year’ at the 5th
Indian Insurance Awards 2015 for superior claims
experience offered to its customers through its 30 minutes
cashless claims promise
5. Max Bupa Walk for Health was awarded ‘Best CSR
Campaign Linked to Loyalty’ at the 8th Loyalty Awards
2015. The initiative was recognized for strengthening our
healthcare agenda and enhancing brand loyalty.
6. Recognized for best solution for Data Management at the E-
Governance BFSI Leadership Awards 2015. This is an
important acknowledgement for our IT expertise and
differentiated approach to customer service with our
WDMS solutions that aims bringing overall improvements
in customer facing metrics.
7. Listed among Asia’s 100 most admired brands for its
differentiated brand positioning and marketing efforts.
3. PHILOSOPHY
Your Company’s mission is to help customer live healthier and
more successful lives. With an aim to build long-term healthcare
partnerships, providing expertise for life, your company is working
towards helping people put their health first.
Your Company’s vision is to become India’s most admired health
insurance company by building capability in people, technology,
infrastructure, delivering high quality products and services to its
customers
4. OPERATIONS
Your Company has invested extensively in building Health Risk
Management (HRM) capabilities over the last two years. HRM, as
a philosophy, aims to strike a balance between treating customers
fairly, enabling product profitability and affordability of
comprehensive health insurance products for the customers i.e.
ensuring access to most appropriate care, in the most appropriate
setting at the most appropriate time and at the most affordable
price to the customers. HRM forms the basis of key business
decisions relating to selection, assessment and management of
health risk. Key operating decisions related to product design,
underwriting & claims philosophy, choice of market segments as
well product and geographical mix are guided by HRM principles
and are enabled by strong health and clinical data analytics. It
also includes partnering with health service providers (especially
hospitals) to not just enhance the access but also the quality of
healthcare to your Company’s customers. Your Company has also
A N N U A L R E P O RT 2 0 1 5 - 1 6
made significant progress in enhancing payment integrity,
reducing overcharging by providers, fraud detection and control to
ensure only genuine claims are paid by mobilizing claims leakage
control measures and thereby maintaining affordable premiums
for its suite of health insurance products.
Your Company brings together Bupa’s global health insurance and
customer service expertise with Max India’s understanding and
experience of the Indian health and insurance sectors. Your
Company has developed a strong network of over 3500 quality
hospitals and services its customers directly through its in-house
team of professionals including doctors who process the claims.
Your Company offers individual and family oriented health
insurance policies for Indians across all age groups.
5. HEALTH INSURANCE PRODUCTS
Your Company has its flagship product, Heartbeat, for retail
customers, offering comprehensive health insurance cover for
both individuals and families. Keeping the customer need at the
core, Heartbeat product offers comprehensive health insurance
coverage which includes in-patient, pre and post hospitalization,
day care treatments, emergency ambulance, maternity benefit,
new born baby cover, organ donor, health check-up, health
relationship loyalty program, etc. Along with these benefits, your
company’s product also covers international medical treatment
and assistance. With its cashless international coverage, the
overall offering is significant. It not only provides treatment for 9
specified illnesses but also covers medical evacuation. While the
product’s unique selling proposition has always been coverage
from 91st day (except for accidents & emergencies) and no
specific waiting period of 24 months for insured persons who are
below 60 years of age.
Further, your company’s Health Companion product primarily
caters to mass affluent and upper affluent segment who are
seeking health insurance cover at a competitive price. Your
company has also used comprehensive and flexible structure of
Group Health Insurance (GHI) to come up with multiple
propositions to meet the needs of bancassurance customers.
Different plans under GHI help our bank and affinity partners to
target their unique customer segments with specific propositions.
In addition to the above, your company also has a comprehensive
bouquet of products in indemnity and fixed benefit segments
which includes Health Assurance (offering 3 in 1 coverage for
personal accident, critical illness, hospital cash), Group Personal
Accident, Employee First Health Insurance Plan, Swasth Parivar –
Health Insurance Plan and Swasthya Pratham – Micro Insurance
Product.
6. BOARD OF DIRECTORS AND ITS COMMITTEES
Conscious efforts were made to continue strengthening the Board
of Directors in terms of its effectiveness and corporate
governance. The Board of Directors is responsible for the approval
of overall corporate strategy and other Board related matters. The
Board of Directors of your Company comprises of Ten (10)
members as on March 31, 2016.
1. During the year, the following Directors were appointed to the
Board of your Company:-
a) Mr. Ashish Mehrotra (DIN 07277318) was appointed as
Chief Executive Officer & Managing Director of the
Company with effect from November 04, 2015.
2. Your Company is proposing to regularize the appointment of
Mr. Ashish Mehrotra (DIN 07277318), being Additional
Director as Director of your Company at the ensuing Annual
General Meeting. Your Company has also received notice from
member pursuant to Section 160 of the Companies Act 2013
 proposing candidature of the above Director at the ensuing
AGM. Mr. Ashish Mehrotra is Managing Director of your
Company. His appointment will be regularized at the
forthcoming AGM in accordance with the provisions of the
Companies’ Act. 2013 for a period of five years since the date
of his appointment, i.e. November 04, 2015 till November 03,
2020.
3. In accordance with the provisions of the Companies Act, 2013
and the Articles of Association of your Company, Mr. Rahul
Khosla (DIN - 03597562) and Mr. Rajesh Sud (DIN -
02395182), being liable to retire by rotation at the ensuing
Annual General Meeting of your Company and being eligible,
offered themselves for reappointment.
4. During the year, following Directors stepped down from the
Directorship of your Company:-
a) Mr. Anthony Maxwell Coleman(DIN 03149224) ceased to
be a Director of your Company with effect from October 27,
2015.
b) Mr. Amit Sharma (DIN 00050254) ceased to be a Director
of your Company with effect from January 15, 2016.
The Company places on record its deep appreciation of the
contribution made by the above referred Directors during
their association with the Company.
5. In accordance with the requirements of the Companies Act
2013, the composition of following Committees of the Board
are as follows :
a) The Audit Committee of the Board was constituted wherein
Mr. K. Narasimha Murthy (Independent Director) as
Chairman of the Committee and Mr. Pradeep Pant
(Independent Director) and Mr. David Fletcher as members
of the Committee. The constitution of the Audit Committee
is in accordance with the provisions of section 177 of the
Companies Act 2013.
b) The Nomination and Remuneration Committee of the
Board was constituted wherein Mr. K. Narasimha Murthy
(Independent Director) as Chairman of the Committee, Mr.
Rajesh Sud, Mr. Pradeep Pant (Independent Director) and
Mr. David Fletcher as members of the Committee. The
constitution of the Nomination and Remuneration
Committee is in accordance with the provisions of section
178 of the Companies Act 2013.
7. KEY MANAGERIAL PERSONNEL(“KMP”) U/S SECTION 203 OF THE
COMPANIES ACT, 2013
Section 2(51) of the Companies Act, 2013 introduced the term
Key Managerial Personnel (“KMP”). KMP, in relation to a company,
means the Chief Executive Officer or the Managing Director or the
Manager, the Company Secretary, the Whole-Time Director and
the Chief Financial Officer of the Company.
During the year, the following employees were holding the position
of KMP :-
a) Mr. Ashish Mehrotra as a Chief Executive Officer and Managing
Director of the Company with effect from November 04, 2015;
b) Mr. R Mahesh Kumar as Company Secretary of the Company
upto April 10, 2016
c) Mr. Vishal Garg as a Chief Financial Officer of the Company
upto May 31, 2015 and
d) Mr. Rahul Ahuja as a Chief Financial Officer of the Company
with effect from June 01, 2015.
e) Mr. Rajat Sharma as Company Secretary of the Company with
effect from May 06, 2016.
A N N U A L R E P O RT 2 0 1 5 - 1 6
8. CORPORATE GOVERNANCE
Your Company follows high standards of corporate governance
and the Directors have embraced this belief and taken various
steps to raise the bar for Corporate Governance. Your Company
has an independent minded Board constituted of domain experts
from diverse functional areas.
The Board of your Company as on March 31, 2016 comprises of
seven Non-Executive Directors, one Executive Director and two
Independent Directors.
As per Corporate Governance Guidelines issued by IRDAI, the
Chief Executive Officer is designated as Whole-Time Director
under the Companies Act. The Company has received Deed of
Covenant and Declaration from Directors appointed during the
year in accordance with the said Corporate Governance Guidelines.
Further, the Board has the following Committees, functioning in
line with IRDAI Corporate Governance Guidelines:
a) Audit Committee
b) Investment Committee
c) Risk Committee
d) Policyholders’ Protection Committee
e) Product and Actuarial Committee
f) Nomination and Remuneration Committee
The disclosures, as per the IRDAI Corporate Governance Guidelines,
form part of the Directors’ Report and are appended as Annexure - 1.
The details regarding number of meetings of the Board and its
Committees as required under Section 134(3) (b) of the Companies
Act 2013 also form part of the aforesaid Annexure - 1.
9. MATERIAL CHANGES AND COMMITMENT, IF ANY
There are no material changes and/or commitments that have
an effect on the financial position of your Company.
10. NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE
ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES
DURING THE YEAR ALONG WITH REASONS THEREOF
Your Company did not have any Subsidiaries, Joint Ventures or
Associate Companies during the year.
11. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING
CONCERN STATUS AND COMPANY’S OPERATIONS IN FUTURE
There were no significant and material orders passed by the
Regulators or Courts or Tribunals which impact the going concern
status or company’s operations during the year as well as in the future.
However, IRDAI on basis of onsite Inspection of Max Bupa Health
Insurance Company Limited has imposed a penalty of INR 20
lacs vide its letter no. IRDA /ENF/ORD/ONS/079/04/2016,
dated 26th April 2016
12. DIVIDEND
The Directors do not recommend any dividend for the financial
year 2015-16.
13. CAPITAL
The authorized share capital of the Company is Rs. 1,000 crores
(One Thousand crores) divided into 100,00,00,000 Equity
Shares of Rs. 10/-_(Rupees Ten only) each. During the financial
year 2015-16, the paid up equity share capital of your Company
was increased from Rs. 790.50 Crore to Rs. 898.00 Crore.
Your Company has issued shares, on Rights basis, four (4) times
during the year to the existing shareholders. Nominee
Shareholders of Max India Limited and Bupa Singapore Holdings
 Pte. Ltd. have renounced their rights entitlement in favor of Max
India Limited and Bupa Singapore Holdings Pte. Ltd. respectively,
which were accepted and subscribed in full by the joint venture
partners.
14. SOLVENCY
Your Company regularly monitors its solvency margins to ensure
that the solvency margin is maintained in line with the
requirements of IRDAI (Assets, Liabilities and Solvency Margin of
Insurers) Regulations, 2000. As on March 31, 2016, the solvency
ratio of your Company stood at 216 % against required solvency
of 150 % (with margin).
15. RESERVES
Your Company has not transferred any amount to reserves,
during the financial year 2015-16.
16. PARTICULARS OF DEPOSITS
Your Company has not accepted any deposits under Section 73
of the Companies Act, 2013.
17. IMPLEMENTATION OF INDIAN ACCOUNTING STANDARD (Ind AS)
IN INSURANCE SECTOR
The Ministry of Corporate Affairs (MCA) has outlined the roadmap
for implementation of Ind AS in the insurance sector.
Consequently, IRDA has set up various working groups to prepare
a roadmap for implementation of Ind AS in the Insurance sector.
Your company has also initiated the process to ensure
preparedness to comply with and implement Ind AS in a time
bound manner. To this effect MBHI CFO and Financial Controller
have attended an IRDAI and GI Council meeting with regard to Ind
AS implementation in March and May 2016.
Your company has initiated the process of preparing the plan for
compliance with Ind AS and the Chief Financial Officer (CFO)
/Finance Controller will actively interact with the Committee
formed by GI Council for implementation of IND AS to keep
abreast of the developments
18. RURAL & SOCIAL SECTOR OBLIGATIONS
Disclosure of sector wise business based on Gross Direct Written
Premium (GWP) as per IRDA (Obligations of Insurers to Rural or
Social Sectors) Regulations, 2002 is as under:
Business Sector Year ended March 31, 2016
GPW % of GPW
Rural 302,506 6.35%
Social 8,022 0.17%
Urban 4,456,863 93.48%
The Company achieved a rural target of 6.35% of GWP against
the prescribed obligation of 5% of GWP. Under the social sector,
the Company covered 197,186 lives against the prescribed
obligation of 85,000 lives thereby fulfilling the social sector
obligation.
19. JOINT STATUTORY AUDITORS
The Statutory Auditors of company namely M/s S. R. Batliboi and
Associates LLP, Chartered Accountants (ICAI FRN – 101049W)
and M/s Nangia & Co. Chartered Accountants, New Delhi, (ICAI
FRN– 002391C) shall retire at the conclusion of the ensuing 8th
Annual General Meeting.
M/s S. R. Batliboi and Associates LLP, Chartered Accountants
(ICAI FRN – 101049W) have expressed their unwillingness to
continue as auditors of the company.
It is proposed to appoint M/s. M.P. Chitale & Co, Chartered
Accountants, (ICAI FRN– 101851W) as joint statutory auditor for
A N N U A L R E P O RT 2 0 1 5 - 1 6
the FY 2016-17 at the ensuing 8th Annual General Meeting.
It is proposed to ratify the appointment of M/s Nangia & Co.
Chartered Accountants, New Delhi as joint statutory auditor for
the FY 2016-17at the ensuing 8th Annual General Meeting. The
appointment of M/s Nangia & Co. Chartered Accountants is valid
till 2016-17.
Your Company has received certificates from M/s M.P. Chitale &
Co, Chartered Accountants and M/s Nangia & Co. Chartered
Accountants that their appointment as Auditors, if made, shall be
in accordance with the conditions laid down in the Companies
(Audit and Auditors) Rules, 2014 and that they are not
disqualified from appointment under Section 141 and Section
144 of the Companies Act, 2013.
Hence, based on the recommendation of the Audit Committee,
the Board further recommends the appointment of M/s Nangia
& Co., Chartered Accountants and M/s M.P. Chitale & Co,
Chartered Accountants as Joint Statutory Auditors of your
Company.
The Report given by the Auditors on the financial statements of
the Company is part of the Annual Report. There has been no
qualification, reservation, adverse remark or disclaimer given by
the Auditors in their Report.
20. DIRECTORS’ RESPONSIBILITY STATEMENT
The Board of Directors of your Company confirms that:-
1. In the preparation of annual accounts for the financial year
ended March 31, 2016, the applicable accounting
standards have been followed along with proper explanation
relating to material departures;
2. The Directors have selected such accounting policies and
applied them consistently and made judgments and
estimates that are reasonable and prudent, so as to give a
true and fair view of the state of affairs of the Company at the
end of the financial year, and of the loss of the Company for
that period;
3. The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013, for
safeguarding the assets of the Company, and for preventing
and detecting fraud and other irregularities;
4. The Directors have prepared the annual accounts on a going
concern basis;
5. The Directors have devised proper systems to ensure
compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively.
21. NUMBER OF CASES FILED AND THEIR DISPOSAL UNDER
SECTION 22 OF THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL)
ACT, 2013)
Your Company is very sensitive towards any complaints related to
sexual harassment and has a well defined Policy on Prevention of
Sexual Harassment against Women at the workplace.
One complaint have been received by the Sexual Harassment
Committee during the Financial Year 2015-16. The investigation
in respect the case have been completed. The cases were
investigated within 30 days from the date of receipt of Complaint.
22. ANNUAL EVALUATION
As per the requirements of the Companies Act, 2013, formal
Annual Evaluation process has been carried out for evaluating
the performance of the Board, the Committees of the Board and
the Individual Directors.
 The performance evaluation was carried out by obtaining
feedback from all directors through a confidential online survey
mechanism. The outcome of this performance evaluation was
placed before the Nomination and Remuneration Committee on
August 01, 2016 and further placed before the Board in the
meeting held on Tuesday August 02, 2016.
23. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO THE FINANCIAL STATEMENTS
Your Company’s internal control system is commensurate with
the size and scale of the business operations.
Your Company has developed and strengthened its internal
financial controls framework over the years. Your Company strives
to create and sustain control conscious culture by creating ‘tone at
the top’ appropriately. The risk and internal controls environment is
governed by two specialized sub-committees of the Board i.e. Audit
Committee and Risk Committee. There are well defined charters
for each committee making them responsible for institutionalizing
and providing oversight to risk assessment and the controls
evaluation processes. An Internal Audit Charter and a Risk
Management Policy are reviewed annually and a quarterly
reporting structure is in place. To ensure independence, the
Internal Audit department has reporting line to the Chairperson of
the Audit Committee of the Board.
Further, an Internal Audit mechanism is in place, wherein various
processes and functions (including finance and accounts) are
audited on an annual basis. Internal audits are carried out at two
levels:
1. Processes are reviewed to ascertain their completeness and
the adequacy of controls in mitigating risks (design); and
2. Compliance documented processes are reviewed
(effectiveness).
Further, detailed financial Standard Operating Procedures
(SOPs) are defined and key controls are mapped in the finance
manual. A limited review is conducted by the Statutory Auditors
on the quarterly financial statements and a detailed annual audit
is conducted at the end of each financial year.
A framework for monitoring of internal controls on financial
reporting has been documented, including structure for
governance around Financial Reporting controls during the year.
Risk and Control matrices have been defined for all identified
internal controls on financial reporting.
A quarterly Director’s questionnaire is furnished to the Audit
Committee to certify that, to the best of management’s
knowledge and belief, the financial results for the quarter do not
contain any false or misleading statements or figures and
nothing material has been concealed or suppressed. The
document is certified by Chief Financial Officer, Appointed
Actuary and Director – Legal and Compliance. This document
covers the following aspects:
- Part 1 : Accounting
- Part 2 : Taxation
- Part 3 : Actuarial
- Part 4 : Risk & Compliance
- Part 5 : Banking Operations
24. CONTRACT OR ARRANGEMENTS WITH RELATED PARTIES
UNDER SECTION 188(1) OF THE COMPANIES ACT, 2013
All related party transactions that were entered into during the
financial year 2015-16 were on an arm’s length basis and in the
ordinary course of business. Therefore, the provisions of sub-
section (1) of Section 188 are not applicable.
A N N U A L R E P O RT 2 0 1 5 - 1 6
Your Company has a Board approved Related Party Transaction
Policy and SOP.
The requisite disclosure of the Related Party Transaction has
been made in the Notes to Accounts of your Company.
In addition, the particulars of contracts or arrangements as
entered in the ordinary course of business on an arm’s length
basis, with related parties of the Company are enclosed herewith
in the prescribed format i.e. Form AOC – 2 as Annexure No – 3.
25. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
UNDER SECTION 186 OF THE COMPANIES ACT, 2013
In accordance with Section 186 (11) (a) together with the
clarification issued by ministry of corporate affairs on February
13, 2015, Section 186 does not apply to an Insurance Company.
Accordingly, your Company does not have any loan given,
investment made or guarantee given or security provided as
required under Section 186 of the Companies Act, 2013.
26. THE EXTRACT OF THE ANNUAL RETURN U/S 92 OF THE
COMPANIES ACT, 2013
The extract of the Annual Return in the prescribed format i.e.
form MGT – 9 as per the requirements of Section 92 of the
Companies Act, 2013 is annexed as Annexure No – 4.
27. COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT AND
REMUNERATION INCLUDING CRITERIA FOR DETERMINING
QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A
DIRECTOR AND OTHER MATTERS UNDER SECTION 178 OF THE
COMPANIES ACT, 2013
Your Company has a duly constituted Nomination and
Remuneration Committee (NRC) which is a sub-committee of the
Board. The NRC has at least 50% of its members as an
Independent Directors.
Your Company has put in place the relevant framework and a
Nomination & Remuneration Policy as required in section 178.
Any shareholder, interested in obtaining a copy of the Policy, may
write to the Company Secretary at the Registered Office of
Company, which in due course will also be put up on your
Company’s website.
28. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING
THE FINANCIAL POSITION OF THE COMPANY
There were no material changes during the year affecting the
financial position of your Company.
29. STATEMENT ON DECLARATION GIVEN BY INDEPENDENT
DIRECTORSUNDER SECTION 149(6) OF THE COMPANIES ACT,
2013
Your Company has received declarations from all the
Independent Directors of your Company confirming that they
meet with the criteria of independence as prescribed under sub
section (6) of Section 149 of the Companies Act, 2013.
30. CODE OF CONDUCT & WHISTLE BLOWER POLICY
In order to uphold the highest standards of ethical behavior, your
Company has a Code of Conduct which is applicable across the
organization.
Your Company also has a Whistle Blower Policy approved by the
Board which empowers and provides a channel to employees for
communicating any breaches of your Company’s Values, Code of
Conduct, Anti Money Laundering Policy and other regulatory and
statutory requirements. Appropriate disciplinary actions are taken
against any violation. In October 2015, your Company also
introduced a EDAP (Employee Disciplinary Action Process) that
serves as a guide for all consequence management actions for
employees
31. CORPORATE SOCIAL RESPONSIBILITY
Currently the provisions of the Companies Act, 2013 relating to
Corporate Social Responsibility (CSR) are not applicable to your
Company.
Even though the Company is not required to mandatorily comply
with the CSR requirements, the Company has been taking
initiatives to promote good health amongst Indians as a good
corporate citizen. The “Walk for Health” initiative of the Company
has been awarded the best CSR initiative in the country.
32. SECRETARIAL AUDIT
Your Company in the meeting held on July 17, 2015 has
appointed M/s Chandrasekaran Associates, Practicing Company
Secretary, New Delhi to conduct Secretarial Audit for the
Financial Year 2015-16 as per the requirements of Section 204
of the Companies Act, 2013.
M/s Chandrasekaran Associates, Practicing Company Secretary,
New Delhi have submitted their report for the financial year
2015-16 in the prescribed format MR-3 which is annexed as
Annexure No – 5.
33. DIRECTORS’COMMENTS ON QUALIFICATIONS, RESERVATIONS,
DISCLAIMERS ANDADVERSE REMARKS
a) STATUTORY AUDIT
Joint Statutory Auditors of your Company for the financial
year 2015-16 i.e. M/s S. R. Batliboi and Associates LLP,
Chartered Accountants, New Delhi (ICAI FRN –
101049W) and M/s Nangia & Co. Chartered Accountants,
New Delhi (ICAI FRN– 002391C) in the Audit Report for FY
2015-16 have given no qualifications, reservations,
disclaimers and/or adverse remarks.
b) SECRETARIAL AUDIT
M/s. Chandrasekaran Associates, Practicing Company
Secretary, Delhi, Secretarial Auditors of your Company for
the Financial Year 2015-16 has given no qualifications,
reservations, disclaimers and adverse remarks in their
report except one which is mentioned below:-
i. Mr. Manasije Mishra, Chief Executive Officer & Whole
Time Director of the Company has resigned on January
09, 2015. Mr. Ashish Mehrotra was appointed as Chief
Executive Officer & Managing Director of the Company
on November 04, 2015.
The Company has taken approval from the IRDAI w.r.t to
appointment of CEO and MD and a letter addressing to
Ministry of Corporate affairs to condone the deviation
from the regulations, due to delay in appointment of CEO
and to provide six months time to comply with the
requirements for appointment of CEO.
The Company also highlighted the reason for delay that :
1. Pursuant to the office of CEO having fallen vacant, company has
undertaken efforts to find a suitable candidate for the position of
CEO and also engaged a reputed executive search firm to initiate
a search for such candidate. After conducting an extensive
review of candidate over the last few months, 3 (three)
candidates were shortlisted for final interview and consideration.
2. Following a rigorous interview process coupled with
psychometric tests, only one of three shortlisted candidates was
found suitable for the position of CEO. Accordingly, the candidate
was finalized for the position of CEO and nomination and
remuneration committee of Max Bupa recommended to the
Board the appointment of such person as CEO by way of its
circular resolution passed on June 01, 2015, subject to approval
A N N U A L R E P O RT 2 0 1 5 - 1 6
of the IRDAI.
3. However, the finalized candidate withdrew his candidature due
to personal reasons shortly before his appointment.
34. RISK MANAGEMENT POLICY FOR THE COMPANY INCLUDING
IDENTIFICATION THEREIN OF ELEMENTS OF RISK THAT MAY
THREATEN THE EXISTENCE OF THE COMPANY
Your Company has adopted the risk management architecture
approved by the Board which is revised and changed from time to
time. The risk management structure is currently undergoing
another revision and update.
The Board and other stakeholders of your Company get
assurance on risk management processes and its effectiveness
from External audit, Internal Audit, Risk Management,
Compliance and Fraud& Investigation Unit. Your Company’s risk
management strategy comprises of the following elements.
1) Three Lines of Defense Model - your company has adopted
the ‘Three Line of Defense’ model. The model defines a clear
set of responsibilities for each group of risk and control
professionals.
a) First Line: Involved in day to day risk management, in
accordance with agreed risk policies, appetite and
controls, at the operational level. This role is performed
by Executive Leadership Team & Functional Heads.
b) Second Line: Responsible for compliance and risk
oversight, guidance and reporting. This role is performed
by Risk Management, Compliance, Fraud &
Investigation teams.
c) Third Line: Independent assurance to the board and
senior management of the effectiveness of risk
management processes. This role is performed by
Internal and External Auditors.
2) Enterprise Risk Management (ERM) Policy – your company
has adopted a robust, consistent and proportionate
approach towards the identification, analysis, mitigation and
control of the key risks that could threaten the assets,
solvency, earning capacity, business objectives or reputation
of our organization through a formally documented and
approved ERM policy.
However, to enhance the effectiveness of the existing risk
management framework and to further develop risk
management culture within the organization, your Company
is in the process of revising the existing framework to include
certain additional elements such as involvement of Risk
management in business planning exercise, Risk control
and assurance standards and risk management design and
effectiveness review. Further, the existing elements related
to Risk strategy, risk appetite, risk registers and risk
categories are also being revisited and aligned with the
current business scenario.
3) Risk Assessment Process – Key risks are identified and
mitigation plans are reviewed, improved and implemented
on a quarterly basis.
Once the revised framework is implemented, detailed risk
registers would be refreshed/maintained for all functions
across organization to capture the inherent risks,
assessment of each risk, control mapping and remediation
plans for the mitigation of identified residual risks.
4) Risk Appetite Statements – As a risk prevention tool, your
company has a set of Risk Appetite Statements which state
in both quantitative and qualitative terms the company’s
maximum risk profile. The statements are reviewed and
 approved by the Board on an annual basis.
The risk appetite statements are currently under revision
and will be aligned with risk strategy and the 3 year Business
Plan approved by the Board.
5) Quarterly Risk Reporting – To ensure comprehensive
monitoring mechanism, deliverables of quarterly risk
assessment exercise are reviewed by the Risk Committee of
the Board. These include :-
a) Key Risks Summary: Top-down view of Leadership team
on key risks faced by the business and their mitigation
plans
b) Risk Templates: Bottoms up assessment of key risks
within each category of risks with residual risk rating
done through risk management team and reported to
the Risk committee of the Board.
c) Risk Heat Map: Summarized view of risk ratings across
all risk categories.
d) Risk appetite status: Evaluation and statement of risk
against risk appetite statements as approved by the
Board. This is done on a quarterly basis.
The Board of Directors believes that there are no risks
that threaten the immediate continuity of the
organization. Health Insurance is receiving special focus
from the Regulator and Government with the objective of
improving the health of the citizens. This will provide
significant opportunities to the Company to increase
penetration of Health Insurance.
35. ADDITIONAL INFORMATION
The information required under Section 197 of the Companies Act,
2013 together with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 as amended
from time to time is annexed herewith as an Annexure - 2
The information in accordance with the provision of section 134
(3)(m) of the Companies Act, 2013 read with the Companies
(Accounts) Rules, 2014 for the year ended March 31, 2015 is
provided hereunder:
CONSERVATION OF ENERGY: NOT APPLICABLE
(i) the steps taken or impact on conservation of energy;
(ii) the steps taken by the company for utilizing alternate
sources of energy
(iii) the capital investment on energy conservation equipments;
As your Company is not a manufacturing Company, the provisions
relating to conservation of energy is not applicable to your
Company.
The Company has installed solar panels which are used for office
lighting as proactive measure to reduce the carbon footprint.
TECHNOLOGY ABSORPTION
1) The efforts made towards technology absorption:
Technology has been leveraged to improve cost/process
efficiency and provide seamless experience to the customer
and service processes. The Company has invested in CRM
and customer communication management (CCM) solution
to provide efficient service to the customers. Bancassurance
partners have been on boarded on to the OTC tablet based
solution to do instant issuance. Investments are being made
in agent mobile apps to enable agents complete a sale and
service to their customers by leveraging technology.
2) The benefits derived from technology improvement, cost
A N N U A L R E P O RT 2 0 1 5 - 1 6
reduction, new technological development and import
substitution:
Technology has enabled faster issuances, lesser
documentation and improved customer experience. The
customer relationship management solution (CRMs) has
enabled us improving our CSATs by increasing the FTRs (first
time right). Customer communication management solution
has helped generating the softcopies of the policy pack
which are being emailed to the customer resulting in cost
reductions. Leveraging the digital platform has helped
onboard multiple banca partners on microsites and tab
based solutions, integration with NBFCs and third party
distributors have helped in improving the top line.
3) In case of imported technology (imported during the last
three years reckoned from the beginning of the financial
year):
i) the details of technology imported – Not Applicable
ii) the year of import – Not Applicable
iii) whether the technology been fully absorbed-Not Applicable
4) The expenditure incurred during the year on Research and
Development: Nil
36. FOREIGN EXCHANGE EARNINGS AND OUTGO
The Foreign Exchange earned in terms of actual inflows during
the year and the Foreign Exchange outgo during the year in terms
of actual outflows.
(Rs. in ‘000)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
i) Foreign Exchange Earnings Nil Nil
ii) Foreign Exchange Outgo
CIF Value of Imports
- Capital Goods Nil Nil
- Trading Goods Nil Nil
Others 28,498 23,281
37. ACKNOWLEDGEMENTS
The Directors wish to place on record their deep appreciation for
the hard work, dedicated efforts, teamwork and professionalism
shown by the employees and the agent advisors, which have
enabled your Company to establish itself amongst the leading
Health Insurance companies in India.
Your Directors take this opportunity to express their sincere
thanks to valued customers for their continued patronage.
Your Directors also express gratitude to the Insurance
Regulatory and Development Authority of India, the Reserve
Bank of India, Central and State Governments and the joint
venture partners, Max India Limited and Bupa Singapore
Holdings Pte. Ltd. for their continued cooperation, support and
assistance.
For and on behalf of the Board of Directors
Ashish Mehrotra Rajesh Sud
Chief Executive Officer & Chairman and Director
Managing Director DIN – 02395182
DIN – 07277318
Place: New Delhi
Date: August 02, 2016
LIST OF ANNEXURES
S.No. Particulars Relevant Rules Relevant form Annexure No.

1. Disclosures for the Financial Year 2015-16 IRDA Corporate Governance Guidelines NA 1
as per Corporate Governance Guidelines
2. Particulars of Employees Section 197 of the Companies Act, 2013 NA 2
read with Rule 5 of the Companies
(Appointment and Remuneration of
Managerial Personnel) Rules, 2014
3. Contracts and arrangements with Related Section 188 of the Companies Act, 2013 Form AOC-2 3
Parties read with Rule 8 of the Companies
(Accounts) Rules, 2014
4. Extract of Annual Return Section 92 of the Companies Act, 2013 Form MGT-9 4
read with Rule 12 of the Companies
(Management and Administration)
Rules, 2014
5. Secretarial Audit Reoprt Section 204 of the Companies Act, 2013 Form MR-3 5
read with Rule 9 of the Companies
(Appointment and Remuneration of
Managerial Personnel) Rules, 2014

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - I

ANNEXURE I
I. Disclosures for the Financial Year 2015-16 as per IRDA Corporate Governance Guidelines
Name of the Committee Date of Holding the Meetings
S.No.
and Board
1. Audit Committee Meeting April 20, June 15, July 16, September 21, October 26, January 18, February 01,
2015 2015 2015 2015 2015 2016 2016
2. Investment Committee Meeting April 20, N.A July 16, N.A October 26, N.A February 01,
2015 2015 2015 2016
3. Policy holder’s Protection April 20, N.A July 16, N.A October 26, N.A February 01,
Committee Meeting 2015 2015 2015 2016
4. Product and Actuarial April 20, N.A July 16, N.A October 26, N.A February 01,
Committee Meeting 2015 2015 2015 2016
5. Risk Committee Meeting April 20, N.A July 16, N.A October 26, N.A February 01,
2015 2015 2015 2016
6. Nomination and Remuneration April 20, N.A July 16, N.A October 26, N.A February 01,
Committee Meeting 2015 2015 2015 2016
7. Board Meeting April 21, June 04, July 17, September 02, October 27, N.A February 02,
2015 2015 2015 2015 2015 2016

2) Constitution of the Board, number of meetings held and attendance by Directors during the year 2015-2016

S.No. Name of the Director No. of Board Meetings held No. of Board Meetings attended
1. Rajesh Sud 6 5
2. Rahul Khosla 6 5
3. David Martin Fletcher 6 5
4. Mohit Talwar 6 6
5. Anthony Maxwell Coleman* 5 3
6. K Narasimha Murthy 6 6
7. Amit Sharma** 5 3
8. Evelyn Brigid Bourke 6 4
9. Pradeep Pant 6 5
10. Marielle Theron 6 6
11. John Lorimer 6 4
12. Ashish Mehrotra*** 1 1
*Cease to be the member of the Board w.e.f October 27, 2015.
** Cease to be the member of the Board w.e.f January 15, 2016.
*** Appointed as member of the Board w.e.f November 04, 2015.
Leave of absence was granted to the Directors who could not attend various Board meetings.
3) Constitution of the Audit Committee, number of meetings held and attendance by Members during the year 2015-2016
Name of the Member No. of meetings held No. of Meetings attended
K. Narasimha Murthy 7 7
Pradeep Pant 7 7
David Martin Fletcher 7 7

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - I

4) Constitution of the Investment Committee, number of meetings held and attendance by the Members during the year 2015-2016

Name of the Member No. of meetings held No. of Meetings attended

Marielle Theron 4 4
Evelyn Brigid Bourke 4 3
Anthony Maxwell Coleman* 3 3
Vishal Garg 4 4
Biresh Giri 4 4
John Howard Lorimer** 1 1
Rahul Ahuja*** 3 3
Ashish Mehrotra**** 1 1
* Ceased to be the member effective October 27, 2015 due to resignation.
** Co-opted as Member effective July 15, 2015 for the Board meeting July 17, 2015.
***Appointed as member effective July 15, 2015.
****Appointed as member effective January 21, 2016.

5) Constitution of the Risk Committee, number of meetings held and attendance by the Members during the year 2015-2016
Name of the Member No. of meetings held No. of Meetings attended
John Howard Lorimer 4 4
Mohit Talwar 4 4
Anthony Maxwell Coleman* 3 3
Marielle Theron 4 4
Amit Sharma** 3 3
K. Narasimha Murthy 4 3
Evelyn Brigid Bourke*** 1 1
* Ceased to be the member effective October 27, 2015 due to resignation.
**Ceased to be the member effective January 15, 2016 due to resignation.
*** Appointed as member effective January 21, 2016.
6) Constitution of the Policyholders’ Protection Committee, number of meetings held and attendance by Members during the year 2015-2016
Name of the Member No. of meetings held No. of Meetings attended
David Martin Fletcher 4 4
Anthony Maxwell Coleman* 3 3
Marielle Theron 4 4
John Howard Lorimer 4 4
Ashish Mehrotra** 1 1
* Ceased to be the member effective October 27, 2015 due to resignation.
**Appointed as member effective January 21, 2016.

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - I

7) Constitution of the Product and Actuarial Committee, number of meetings held and attendance by Members during the year 2015-2016

Name of the Member No. of meetings held No. of Meetings attended

Anthony Maxwell Coleman* 3 3
Marielle Theron 4 4
David Martin Fletcher 4 4
Evelyn Brigid Bourke 4 3
John Howard Lorimer** 1 1
Ashish Mehrotra*** 1 1
Biresh Giri**** 1 1
*Ceased to be the member effective October 27, 2015 due to resignation.
** Co-opted as Member effective July 15, 2015for the Board meeting July 17, 2015.
***Appointed as member effective January 21, 2016.
****Appointed as member effective January 21, 2016.
8) Constitution of the Nomination and Remuneration Committee number of meetings held and attendance by Members
Name of the Member No. of meetings held No. of Meetings attended
K. Narasimha Murthy 4 4
Pradeep Pant 4 4
David Martin Fletcher 4 4
Rajesh Sud 4 4

9) Details of Directors and their status of Directorship and qualifications as on March 31, 2016:

S.No Particular Status of Directorship Qualifications and specialization

1. Rajesh Sud Chairman and Non Executive MBA from FMS, Delhi University, Advanced Management Program
DIN - 02395182 from Wharton Business School, University of Pennsylvania,
Philadelphia, USA

2. Rahul Khosla Co-Vice Chairperson Bachelor degree with honors in Economics from St. Stephen, New
DIN - 03597562 and Delhi and Chartered Accountant
Non Executive

3. Mohit Talwar Non Executive Post Graduation in Arts from St. Stephen’s College and Post
DIN - 02394694 Graduation in Hospitality Management from the Oberoi School.

4. Marielle Theron Non Executive BSC in Statistics and Actuary Science

DIN - 02667356 Fellow of society of Actuary

5. David Martin Fletcher Co-Vice Chairperson BA honors Modern History, Durhan University, UK
DIN - 07004032 and
Non Executive

6. Evelyn Brigid Bourke Non Executive Masters in Business Administration

DIN - 07004041

7. John Lorimer Non Executive Bachelor of Commerce

DIN - 07138581

8. K Narasimha Murthy Independent B.SC, FCA, FCMA

DIN - 00023046

9. Pradeep Pant Independent Master in Management Studies

DIN –00677064

10 Ashish Mehrotra Managing Director and Chief Graduate in Business Management and MBA
DIN - 07277318 Executive Director

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - I

10) Your Company did not pay any remuneration to the Directors other than sitting fees to Independent Directors.
11) Disclosure in respect of Remuneration or Commission, if any, received by Managing or Whole-Time Director of your Company from the
Holding company or Subsidiary company, who is also in receipt of commission from the Company.
No remuneration or Commission were received by Managing Director or Whole Time Director of the Company from the Holding Company or
Subsidiary Company during the year.
12) Sitting Fees
Your Company has paid sitting fees to its Non-Executive - Independent Directors namely Mr. K. Narasimha Murthy and Mr. Pradeep Pant for
attending the Committee & Board meeting during Financial Year 2015 - 2016. As per the requirements of the Companies Act 2013,
payment of sitting fees to independent directors was approved in January 23, 2015 meeting.
Details of which is hereunder:

S.No. Name of Independent Director Total Meetings attended Board Meeting / Total amount paid in INR
Committee Meeting
1. Mr. K Narasimha Murthy 6 Board Meeting 6,00,000/-
2. Mr. K Narasimha Murthy 7 Audit Committee 7,00,000/-
3. Mr. K Narasimha Murthy 3 Risk Committee 3,00,000/-
4. Mr. K Narasimha Murthy 4 Nomination and Remuneration Committee 4,00,000/-
5. Mr. Pradeep Pant 5 Board Meeting 5,00,000/-
6. Mr. Pradeep Pant 7 Audit Committee 7,00,000/-
7. Mr. Pradeep Pant 4 Nomination and Remuneration Committee 4,00,000/-

For and on behalf of the Board of Directors

Ashish Mehrotra Rajesh Sud

Chief Executive Officer Chairman and Director
& Managing Director Address - E-801, Central
Address:- 401, Ann Abode Park-1, Sector-42, Sector
Apartments, St Martin Road, Road, Gurgaon – 122002
Bandra West, Mumbai, 400050, DIN – 02395182
Maharashtra, India.
DIN – 07277318
Place: New Delhi
Date: August 02, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - I

Certification from the Compliance Officer

I, Rajat Sharma, hereby certify that the Company has complied with the requirements of Corporate Governance Guidelines for Insurance
Companies as amended from time to time and nothing has been concealed or suppressed.

Rajat Sharma
Company Secretary
Membership No – F7069
Place: New Delhi
Date: August 02, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 MAX BUPA HEALTH INSURANCE COMPANY LIMITED
INFORMATION AS PER SECTION 197 READ WITH THE COMPANIES ( APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES,2014 AND FORMING PART OF THE BOARDS’ REPORT FOR THE YEAR ENDED
MARCH 31, 2016

Sl. Name Age Designation Nature of duties Remuneration Qualification Date of Experience Last Employment Held DOB
No. (Yrs.) (in Rs.) Commencement (Yrs.)
of employment Organisation Designation

A. Employed throughout the year and were in receipt of remuneration of not less than Rs. 60,00,000/- per annum

1 Mr. Sibaranjan Pattnaik 52 Senior Vice President Sales and Distribution 4,206,598 LLB,MSC 01-Apr-2009 27 Max New York Life Insurance Co. Ltd. Senior Vice President and 11-Feb-1964
- Agency Channel National Head of Group Business

2 Mr. Biresh Giri 36 Vice President and Actuarial 9,547,167 M Stat, FIAI 26-Dec-2011 13 Milliman India Private Limited Consulting Actuary 19-Nov-1979
Appointed Actuary

3 Mr. Manasije Mishra 51 Chief Executive Officer General Management 9,064,112 ACIB & PGDM 01-May-2012 25 Canara HSBC OBC Life Insurance Company Managing Director & chief 31-Jul-1965
Executive officer

4 Mrs. Tarannum Hasib 45 Senior Vice President Sales and Distribution 5,014,055 B.Com & CA 01-Aug-2012 18 Canara HSBC OBC Life Head Business 18-Aug-1971
Bancassurance and Insurance Company
Alliances

5 Mr. Somesh Chandra 41 Chief Operations Officer and Customer Services, Operations 15,642,868 Bachelor of Technology (B.Tech.) 11-Apr-2013 22 Religare Enterprises Limited Director and Head O & T Strategy 30-Jun-1975
Chief Quality Officer and Technology and shared Service s

6 Mr. R. Mahesh Kumar 45 Director – Compliance, Legal, Compliance & Secretarial 8,065,096 B.Sc, ACA, ICWA, ACS 03-Jun-2013 18.7 Kotak Mahindra Old Mutual Life Head- Legal & Compliance, Risk Control 21-Jun-1971
Secretarial & Legal Insurance Co Ltd Unit and Company Secretary

7 Ms. Alexandria May Mihos 33 Associate Vice President- Development - Management 8,623,852 Master of Finance 01-Aug-2013 9 Bupa Senior Consultant 19-Nov-1982
Corporate Strategy

8 Mrs. Anika Agarwal 36 Head-Marketing, Digital and Marketing 7,050,196 Post Graduate Diploma in 01-Nov-2011 14 Nokia Corporation Marketing Activation Manager 06-May-1980
Direct Sales Marketing Management

9 Mr. Rahul Ahuja 44 Chief Financial Officer Finance 12,167,429 Chartered Accountant, Bachelor of 01-Jun-2015 20 Max India Ltd. Chief Financial Officer 20-Apr-1972
Commerce

10 Mr. Debraj Sinha 43 Director & Chief Human Human Resource Development 6,599,284 Masters in Personnel Management 02-Jul-2015 19 Max Life Insurance Co. Ltd. Corporate Vice President - HR 07-Aug-1973

A N N U A L R E P O RT 2 0 1 5 - 1 6
Resources Officer

11 Mr. Ashish Mehrotra 47 Managing Director & CEO CEO - Office 17,688,743 Master of Business Administration 04-Nov-2015 22 Citibank N.A, Global Consumer Bank Managing Director & Head- Retail Bank 11-Feb-1969

103,669,400

B. Employed for part of the year and were in receipt of remuneration of not less than Rs. 500,000/- per month

1 NIL

Notes :
1. Remuneration includes salary, allowances, value of rent free accommodation, bonus, medical reimbursements, leave travel assistance, term insurance,personal accident and health insurance, Company's contribution to Provident, Pension, Gratuity and
Superannuation funds, leave encashment and monetary value of perquisites.
2. None of the above employees is relative of any Director of the Company.
3. None of the above employee holds by himself or along-with his/her spouse and dependent children 2% or more of the Equity Shares of the Company as of the date of this report.

On behalf of the Board of Directors

New Delhi Ashish Mehrotra Rajesh Sud

2-Aug-16 Chief Executive Officer & Managing Director Chairman and Director
DIN - 07277318 DIN - 02395182
ANNEXURE - II
ANNEXURE - III
Form No. AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act
and Rule 8(2) of the Companies (Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements
entered into by the company with related parties referred to in sub-
section (1) of section 188 of the Companies Act, 2013 including
certain arms length transactions under third proviso thereto
I. Details of contracts or arrangements or transactions not at arm’s
length basis - NONE
a) Name(s) of the related party and nature of relationship
b) Nature of contracts/arrangements/transactions
c) Duration of the contracts / arrangements/transactions
d) Salient terms of the contracts or arrangements or
transactions including the value, if any
e) Justification for entering into such contracts or
arrangements or transactions
f) date(s) of approval by the Board
g) Amount paid as advances, if any:
h) Date on which the special resolution was passed in general
meeting as required under first proviso to section 188
II. Details of material contracts or arrangement or transactions at
arm’s length basis
(1) Purchase of Future Service Liability Policy from Max Life
a) Name(s) of the related party and nature of relationship:-
• Max Life Insurance Co. Ltd
• Fellow subsidiary
b) Nature of contracts/arrangements/transactions :-
• Future Service Liability (FSL) Cover.
• Service contract.
c) Duration of the contracts / arrangements/transactions:-
• Duration 1 year from the date of signing
d) Salient terms of the contracts or arrangements or
transactions including the value, if any:
• The policy is group term policy associated with
Gratuity scheme, where in case of unfortunate
death of any member (excluding suicide), the
gratuity for the service rendered is paid by Max
Bupa and gratuity from the date of death to the
normal retirement age is paid by us.
• Sum Insured is Future Service Gratuity Liability with
no limit on the amount of Gratuity, subject to
minimum Sum Insured of Rs.5,000/-
• Cost of policy Rs 243,129/-
e) Date(s) of approval by the Audit Committee, if any: April
20, 2015
f) Amount paid as advances, if any: NIL
(2) Charges for Provident Fund Related Services from New Delhi
House Services Ltd
a) Name(s) of the related party and nature of relationship:-
• New Delhi House Services Limited (NDHSL).
• Public Company wholly owned by Max India Promoters
A N N U A L R E P O RT 2 0 1 5 - 1 6
b) Nature and Duration of contracts/ arrangements/
transactions :-
• Effective 1st April 2014, NDHSL has been providing
services related to PF trust maintenance and
compliances.
• The cost of the employees providing the services will be
shared based on the number of active Max Bupa
employees enrolled in PF trust.
c) Salient terms of the contracts or arrangements or
transactions including the value, if any:
• The cost of the employees providing the services will be
shared based on the number of active Max Bupa
employees enrolled in PF trust.
• Sharing is done on a cost basis without any mark up
supported by list of employees and details of activities
performed
• Estimated expenses for Max Bupa FY 14-15 – Rs.
265,000 (Aug 14 to Mar 15)
• This amount will vary every year based on the change in
number of active employees in Max Bupa.
d) Date(s) of approval by the Audit Committee, if any: April 20,
2015
e) Amount paid as advances, if any: NIL
(3) Sharing of cost of employees and application (Procurement
function and Facilities function)
a) Name(s) of the related party and nature of relationship:-
• Max Life Insurance Co. Ltd
• Fellow subsidiary
b) Nature and Duration of contracts/arrangements/
transactions :-
• Effective 1st July 2015, MLIC has been providing
functional support through its Procurement department
by sharing learnings, best practices and e-sourcing tool
(Ariba).
• Effective 1st July 2015, MLIC has been providing
functional support through its Facilities department by
sharing learnings and best practices
• The cost of the employees providing the services and the
cost of the application/ software (Ariba) will be shared
based on the actual services provided supported by
function-wise list and details of activities performed by
each of such functions for Max Bupa Health Insurance
Company Limited (MBHI)
c) Salient terms of the contracts or arrangements or
transactions including the value, if any:
• Mr. Amit Mangla, Mr. Karan Bhatia, and Mr. Pankaj Soni
are Max Life Insurance Company Limited employees
with primary responsibility of providing on ground
support to the MBHI team in managing Procurement and
Facilities operations at MBHI.
• Ariba is an e-sourcing tool procured by MLIC. The terms
of usage of Ariba enables sharing it among group
companies. The tool will be used by the above
employees in procurement function of MBHI.
• Recovery is made on a cost basis without any mark up
and the percentage allocation has been decided based
 ANNEXURE - III

on scope of work (5) Amendment to Software Licensing Agreement For Caesar

(Maximus) Administration System with Bupa (Asia) Limited
• Estimated expenses to be paid for FY 15-16:
a) Name(s) of the related party and nature of relationship:-
Resource Est. time utilization Annual Cost Annual Proposed
at Max Bupa (In Rs. Lacs) Charge Back Cost • Bupa (Asia) Limited
(In Rs. Lacs) • Fellow subsidiary
Procurement function
b) Nature and Duration of contracts/arrangements/
Karan Bhatia 80% 17.4 13.9 transactions :-
Amit Mangla 10% 60.3 6.0 • Amendment to Software Licensing Agreement to revise
Ariba 15% 24.2 3.6 the schedule of payment.
Total Annualized Cost 23.53 • The Original Agreement provides Max Bupa license to
use the Software Caesar Administration System
Facilities function
“Version 4.0” in India solely for Max Bupa‘s internal
Pankaj Soni 90% 10.7 9.6 business purposes for total consideration of GBP
Amit Mangla 10% 60.3 6.0 1,685,000 payable in installments over a period of 9
years as per schedule attached herewith, last
Total Annualized Cost 15.6
installment being payable in May, 2018 by Max Bupa
• This amount will vary every year based on the change in • The Amendment Agreement proposes to extend the
compensation of the employee on account of annual schedule of payment by three years with no change in
increments. the amount to be paid. The original and proposed
• MLIC HR or Internal Audit team to confirm the actual cost revised scheduled is attached herewith.
(salary) of the employees once a year or in event of any c) Salient terms of the contracts or arrangements or
change in the mentioned salary. transactions including the value, if any:
• Time sheet to be maintained by all the employees to • The amendment agreement suspends the payment of
support the time allocation and to be agreed by both the installment without any interest or penalty for 3 years
parties. from May, 2016 to May, 2018 allowing Max Bupa to pay
d) Date(s) of approval by the Audit Committee, if any: July 16, 2015 the balance amount in three yearly installments starting
from May, 2019 and ending on May, 2021.
e) Amount paid as advances, if any: NIL
• Total value of the original contract is GBP 1,685,000 out
(4) Provider agreement with Max Healthcare Limited
of which Max Bupa has already paid GBP 850,000 as at
a) Name(s) of the related party and nature of relationship:- May, 2015 balance GBP 835,000 is agreed to be paid in
• Max Healthcare Limited three yearly installments starting from May, 2019 to
May, 2021.
• Fellow Subsidiary Company
d) Date(s) of approval by the Audit Committee, if any:
b) Nature and Duration of contracts/arrangements/ September 21, 2015
transactions :-
e) Amount paid as advances, if any: Nil
• Service contract.
(6) Transfer of Assets consequent to transfer of employment of Mr.
• It provides cashless service to customers of Max Bupa Rahul Ahuja from Max India Ltd. To Max Bupa Health Insurance
who are covered under the services as per policy T & C. Company Ltd
• Contract bears a termination clause which states „either a) Name(s) of the related party and nature of relationship:-
party can terminate the agreement by giving three months
• Max India Limited
written notice to other party. Tariff chart of the hospital
offered to Max Bupa members is renewed every year. • Holding Company
c) Salient terms of the contracts or arrangements or b) Nature and Duration of contracts/arrangements/
transactions including the value, if any: transactions :-
• The contract is a standard contract signed with any other • Mr. Rahul Ahuja was employed with Max India till May 31,
network provider and clauses of the contract covers all 2015. Since June 1, 2015 he has joined Max Bupa as
aspects of cashless services addressed in Patient Chief Financial Officer (KMP) of the Company
journey in hospital. • Transfer of Assets (laptop and mobile) consequent to
• Total claim spend in Max Healthcare Limited through transfer of employee (actual/probable) to MBHI
cashless business in FY 14-15 is ~INR 3.9 Cr and c) Salient terms of the contracts or arrangements or
through reimbursement route is ~INR 83 lacs. transactions including the value, if any:
d) Date(s) of approval by the Audit Committee, if any: July 16, 2015 • Transfer of assets during FY 2015-16
e) Amount paid as advances, if any: o Book value of laptop transferred – Rs. 3100
• Max Bupa is holding a float of INR 1.00 Cr with Max o Book value of Mobile transferred – Rs. 18,155
Healthcare group which is in line with standard industry
practice. This float is reconciled on regular frequency d) Date(s) of approval by the Audit Committee: September 21, 2016
and replenished accordingly. e) Amount paid as advances, if any: Nil

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - III
(7) Sales and Service Training with Max Skill First Ltd
a) Name(s) of the related party and nature of relationship:-
• Max Skill First Limited
• Fellow Subsidiary Company
• Max India Limited holds approx 99 % of Max Skill First
Ltd. Max India Ltd also holds 74% in Max Bupa Health
Insurance Company Ltd.
b) Nature of contracts/arrangements/transactions :-
• Service contract
• Max Skill First Ltd. to provide Sales & Service training to
Employees and Agents of Max Bupa Ltd.
c) Duration of the contracts / arrangements/transactions:-
• Contract is for 3 years with a termination clause which
states either party can terminate the agreement by
giving three months written notice to other party
d) Salient terms of the contracts or arrangements or
transactions including the value, if any:
• The total contract value for the year is estimated to be
approx Rs. 2 Crores
e) Date(s) of approval by the Audit Committee: September 21,2016
f) Amount paid as advances, if any: Nil
(8) Travel desk sharing agreement with Max India Ltd
a) Name(s) of the related party and nature of relationship:-
• Max India Limited
• Holding Company
b) Nature and Duration of contracts/arrangements/
transactions :-
• Service contract.
• It provides travel desk services including ticketing, hotel
arrangement and conferences, VISA services,
insurance, forex exchange, international calling cards to
the employees and associates of Max Bupa who are
travelling for the official purposes within and outside
country. This does-not include transport arrangement
• Contract bears a termination clause which states either
party can terminate the agreement by giving three
months written notice to other party.
c) Salient terms of the contracts or arrangements or
transactions including the value, if any:
• The contract is a standard contract signed with any other
service provider. Max Bupa is not paying any advance for
this contract and all the travel desk bills will be paid
directly to the third party as of now ―Kuoni travels India
or any other party from time to time.
• The cost allocation so fixed for the RPT is Rs. 4,50,000/-
(Rupees four lacs fifty thousand only) on annualized
basis. This cost contains actual compensation and
operating expenses of the Travel function in Max India. It
contains no mark up.
• The cost charged to MBHI is the proportionate share of
time spent on MBHI by the centralized travel desk team
in Max India. The same will be supported by time sheets
on a quarterly basis.
• No additional rates have been charged for this
A N N U A L R E P O RT 2 0 1 5 - 1 6
arrangement except for the third party services charges,
which have been benchmarked with similar services
provided by other vendors.
(e) Date(s) of approval by the Audit Committee: October 26, 2015
(f) Amount paid as advances, if any: Nil
(9) Arrangement for providing analytics services by Max Life
a) Name(s) of the related party and nature of relationship:-
• Max Life Insurance Company Limited
• Fellow subsidiary Company
b) Nature and Duration of contracts/arrangements/
transactions :-
• Service contract.
• Provision of Analytics services to Max Bupa.
• Contract bears a termination clause which states either
party can terminate the agreement by giving three
months written notice to other party
c) Salient terms of the contracts or arrangements or
transactions including the value, if any:
• The payment envisaged under the transaction is Rs. 30 Lakh
towards the complete assignment
d) Date(s) of approval by the Audit Committee: October 26, 2015
e) Amount paid as advances, if any: Nil
(10) Group term life agreement with Max Life Insurance Company
Limited
(a) Name(s) of the related party and nature of relationship:-
• Max Life Insurance Company Limited
• Fellow subsidiary Company
(b) Nature and Duration of contracts/arrangements/
transactions :-
• Renewal of Group Term Life insurance for Max Bupa
employees.
• The current policy from Max Life Insurance is expiring on
31st Oct 2015 and the new policy would be effective 1st
Nov 2015.
(c) Salient terms of the contracts or arrangements or
transactions including the value, if any:
• This is a renewal contract and the premium is Rs
13,73,480
(d) Date(s) of approval by the Audit Committee: October 26, 2015
(e) Amount paid as advances, if any: Nil
For and on behalf of the Board of Directors
Ashish Mehrotra Rajesh Sud
Chief Executive Officer Chairman and Director
& Managing Director Address - E-801, Central
Address:- 401, Ann Abode Park-1, Sector-42, Sector
Apartments, St Martin Road, Road, Gurgaon – 122002
Bandra West, Mumbai, 400050, DIN – 02395182
Maharashtra, India.
DIN – 07277318
Place: New Delhi
Date: August 02, 2016
 ANNEXURE - IV

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U66000DL2008PLC182918
ii Registration Date September 5, 2008
iii Name of the Company Max Bupa Health Insurance Company Limited
iv Category/Sub-category of the Company Public Unlisted Company
v Address of the Registered office & contact details Max House 1 Dr. Jha Marg, Okhla, New Delhi-110020
vi Whether listed company NO
vii Name, Address & contact details of the Registrar & Transfer Agent, if any. MAS Services Limited
(Registrars & Share Transfer Agents)
T-34, 2nd Floor, Okhla Industrial Area,
Phase - II, New Delhi - 110 020
Ph:- 26387281/82/83
II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the company shall be stated
SL No Name & Description of main products/services NIC Code of the % to total turnover of the company
Product /service
1 Stand Alone Health Insurance Company 6512 (NIC 2008) 100%
III PARTICULARS OF HOLDING , SUBSIDIARY & ASSOCIATE COMPANIES
Sl No Name & Address of the Company CIN/GLN Holding/subsidiary/ % of applicable
associate Shares Held Section
1 Max India Limited L24223PB1988PLC008031 Holding Company 74 2(46)
Address - Bhai Mohan Singh Nagar,
Rail Majra, Tehsil Balachaur, District
Nawanshahr, Punjab - 144533

IV SHARE HOLDING PATTERN (Equity Share Capital Break up as percentage to Total Equity)
Category-wise Share Holding
No. of Shares held at the beginning of No. of Shares held at the end of
the year (As on 31-March-2015) the year (As on 31-March-2016) % change during
Category of Shareholders
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
A Promoters
1 Indian
a) Individual/HUF Nil 30 30 0.00001 Nil 30 30 0.00001 Nil
b) Central Govt Nil Nil Nil Nil Nil Nil Nil Nil Nil
c) State Govt (s) Nil Nil Nil Nil Nil Nil Nil Nil Nil
d) Bodies Corp. Nil 584,969,970 584,969,970 73.99999 408029970 256,490,000 664,519,970 73.99999 Nil
e) Banks / FI Nil Nil Nil Nil Nil Nil Nil Nil Nil
f) Any Other…. Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (A) (1) Nil 584,970,000 584,970,000 74 408029970 256,490,030 664,520,000 74 Nil
2 Foreign _
a) NRIs Nil Nil Nil Nil Nil Nil Nil Nil Nil
b) Individuals Nil 30 30 0.00001 Nil 30 30 0.00001 Nil
c) Other – Individuals Nil Nil Nil Nil Nil Nil Nil Nil Nil
d) Bodies Corp. Nil 205,529,970 205,529,970 25.99999 206540000 26,939,970 233,479,970 25.99999 Nil
e) Banks / FI Nil Nil Nil Nil Nil Nil Nil Nil Nil
f) Any Other…. Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (A) (2) Nil 205,530,000 205,530,000 26 206540000 26,940,000 233,480,000 26 Nil
Total shareholding of Promoter (A) = (A)(1)+(A)(2) Nil 790,500,000 790,500,000 100 614569970 283,430,030 898,000,000 100 Nil
B Public Shareholding
1 Institutions
a) Mutual Funds Nil Nil Nil Nil Nil Nil Nil Nil Nil
b) Banks / FI Nil Nil Nil Nil Nil Nil Nil Nil Nil

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - IV

No. of Shares held at the beginning of No. of Shares held at the end of
the year (As on 31-March-2015) the year (As on 31-March-2016) % change during
Category of Shareholders
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
c) Central Govt Nil Nil Nil Nil Nil Nil Nil Nil Nil
d) State Govt(s) Nil Nil Nil Nil Nil Nil Nil Nil Nil
e) Venture Capital Funds Nil Nil Nil Nil Nil Nil Nil Nil Nil
f) Insurance Companies Nil Nil Nil Nil Nil Nil Nil Nil Nil
g) FIIs Nil Nil Nil Nil Nil Nil Nil Nil Nil
h) Foreign Venture Capital Funds Nil Nil Nil Nil Nil Nil Nil Nil Nil
i) Others (specify) Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (B)(1) Nil Nil Nil Nil Nil Nil Nil Nil Nil
2 Non-Institutions _ _ _ _ _ _ _
a) Bodies Corp.
I) Indian
ii) Overseas Nil Nil Nil Nil Nil Nil Nil Nil Nil
b) Individuals
I) Individual shareholders holding nominal share
capital upto Rs. 1 lakh
ii) Individual shareholders holding nominal share
capital in excess of Rs 1 Lakh Nil Nil Nil Nil Nil Nil Nil Nil Nil
c) c. Others (specify) Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (B)(2) Nil Nil Nil Nil Nil Nil Nil Nil Nil
Total Public Shareholding (B) = (B)(1)+ (B)(2) Nil Nil Nil Nil Nil Nil Nil Nil Nil
C Shares held by Custodian for GDRs & ADRs Nil Nil Nil Nil Nil Nil Nil Nil Nil
Grand Total (A+B+C) Nil 790500000 790500000 100 Nil 898000000 898000000 100 Nil

ii. Shareholding of Promoters

Sl Shareholders Name Shareholding at the Shareholding at the % change in
No. beginning of the year end of the year share holding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 M/s Max India Limited 584,969,970 74.00% Nil 664,519,970 74.00% Nil Nil
2 Mr. C V Raghu* 10 0.00001% Nil Nil Nil Nil Nil
3 Mr.Analjit Singh* 10 Nil Nil Nil Nil Nil

}
4 Mr. Mohit Talwar* 10 Nil 10 0.00001% Nil Nil
5 Mr. Sujatha Ratnam Nil Nil Nil 10 Nil Nil
6 Mr. Jatin Khanna Nil Nil Nil 10 Nil Nil
7 M/s Bupa Singapore Holdings 205,529,970 26.00% Nil 233,479,970 26.00% Nil Nil
Pte. Ltd.
8 Ms. Elizabeth Alison Platt** 10 0.00001% Nil Nil Nil Nil Nil
9 Dr. Damien Vincent Marmion** 10 Nil Nil Nil Nil Nil
10 Mr. James Gordon Wheaton** 10 Nil Nil Nil Nil Nil
11 Mr. David Martin Fletcher ** Nil Nil Nil 10 0.00001% Nil Nil
12 Mr. John Howard Lorimer **
13 Ms. Evelyn Brigid Bourke **
Nil
Nil
Nil
Nil
Nil
Nil
10
10
} Nil
Nil
Nil
Nil
Total 790500000 1 NIL 898000000 1 NIL NIL
"* holding the shares as nominees of M/s Max India Limited in terms of Section 89 of the Companies Act, 2013
** holding the shares as nominees of M/s Bupa Singapore Holdings Pte. Ltd in terms of Section 89 of the Companies Act, 2013"

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - IV

iii. Change in Promoters’ Shareholding ( please specify, if there is no change) PROPORTION OF SHAREHOLDING PATTERN WAS NOT
CHANGED DURING THE YEAR FY 2014-15. THE COMPANY HAS ISSUED SHARES, ON RIGHT BASIS, TO THE EXISTING
SHAREHOLDERS WHICH DOES NOT MADE ANY CHANGES IN PERCENTAGE OF SHAREHOLDING
Sl. Particulars Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
1 At the beginning of the year
i Max India Limited 584,970,000 73.99999 584,970,000 73.99999
ii Bupa Singapore Holdings Pte Ltd 205,530,000 25.99999 205,530,000 25.99999
2 Date wise Increase / Decrease in Promoters Share
holding during the year specifying the reasons for
increase / decrease (e.g. allotment / transfer /
bonus/ sweat equity etc):
a) Allotment on May 16, 2015
i Max India Limited 11,840,000 73.99999 596,810,000 73.99999
ii Bupa Singapore Holdings Pte Ltd 4,160,000 25.99999 209,690,000 25.99999
b) Allotment on August 20, 2015
i Max India Limited 17,760,000 73.99999 614,570,000 73.99999
ii Bupa Singapore Holdings Pte Ltd 6,240,000 25.99999 215,930,000 25.99999
c) Allotment on November 27, 2015
i Max India Limited 33,670,000 73.99999 648,240,000 73.99999
ii Bupa Singapore Holdings Pte Ltd 11,830,000 25.99999 227,760,000 25.99999
d) Allotment on January 30, 2015
i Max India Limited 16,280,000 73.99999 664,520,000 73.99999
ii Bupa Singapore Holdings Pte Ltd 5,720,000 25.99999 233,480,000 25.99999
3 At the End of the year 898,000,000 100* 898,000,000 100*
* Nominee shareholders are holding 10 equity shares of Rs. 10/- each as nominee shareholders of Max India Limited and Bupa Singapore
Holdings Pte Ltd

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs) - ENTIRE
SHAREHOLDING IS HELD BY MAX INDIA LIMITED AND BUPA SINGAPORE HOLDINGS PTE LTD AS JOINT VENTURE PARTNERS AND
PROMOTER OF THE COMPANY
Sl. Particulars Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
1 At the beginning of the year Nil Nil Nil Nil
2 Date wise Increase / Decrease in Promoters Nil Nil Nil Nil
Share holding during the year specifying the
reasons for increase / decrease (e.g. allotment /
transfer / bonus/ sweat equity etc):
3 At the End of the year ( or on the date of separation, Nil Nil Nil Nil
if separated during the year)

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - IV

(v) Shareholding of Directors and Key Managerial Personnel in the Company - DIRECTORS OF THE COMPANY ARE HOLDING 10
EQUITY SHARES OF THE COMPANY AS A NOMINEE SHAREHOLDER OF JOINT VENTURE PARTNERS I.E. MAX INDIA LIMITED AND
BUPA SINGAPORE HOLDINGS PTE LTD. FURTHER NO SHARE ARE HELD BY KMP DURING THE FY 2015-16
Sl. For Each of the Top 10 Shareholders Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
1 At the beginning of the year _ _
a) Mr. Analjit Singh 10 0.00001 Nil Nil
b) Mr. Mohit Talwar
c) Mr. C V Raghu
10
10
} Nil
Nil
Nil
Nil
d) Ms. Elizabeth Alison Platt 10 0.00001 Nil Nil
e) Dr. Damien Vincent Marmion
f) Mr. James Gordon Wheaton
10
10
} Nil
Nil
Nil
Nil
2 Date wise Increase / Decrease in Promoters Share NO ALLOTMENT DURING THE YEAR TO THE NOMINEE
holding during the year specifying the reasons for SHAREHOLDERS. HENCE, NO CHANGE
increase / decrease (e.g. allotment / transfer / bonus/
sweat equity etc):
3 At the End of the year _ _
a) Mr. Sujatha Ratnam 10 0.00001 Nil Nil
b) Mr. Jatin Khanna
c) Mr. Mohit Talwar
10
10
} Nil
Nil
Nil
Nil
d) Mr. David Martin Fletcher 10 0.00001 Nil Nil
e) Mr. John Howard Lorimer
f) Ms. Evelyn Brigid Bourke
10
10
} Nil
Nil
Nil
Nil

(vi) INDEBTEDNESS (Indebtedness of the Company including interest outstanding/accrued but not due for payments

Secured Loans Unsecured Deposits Total

excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year Nil Nil Nil Nil
i Principal Amount Nil Nil Nil Nil
ii Interest due but not paid 2 Nil Nil Nil Nil
iii Interest accrued but not Nil Nil Nil Nil
Total (i+ii+iii) Nil Nil Nil Nil
Change in Indebtedness during the financial year Nil Nil Nil Nil
i Addition Nil Nil Nil Nil
ii Reduction Nil Nil Nil Nil
Net Change Nil Nil Nil Nil
Indebtedness at the end of the financial year Nil Nil Nil Nil
i Principal Amount Nil Nil Nil Nil
ii Interest due but not paid Nil Nil Nil Nil
iii Interest accrued but not Nil Nil Nil Nil
Total (i+ii+iii) Nil Nil Nil Nil

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - IV

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A Remuneration to Managing Director, Whole-time Directors and/or Manager:

Particulars of Remuneration to Mr. Ashish Mehrotra Total Amount (in Rs.)

1 Gross salary
a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 16,378,951
b) Value of perquisites u/s 17(2) Income-tax Act, 1961 816,095
c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961 Nil
2 Stock Option Nil
3 Sweat Equity Nil
4 Commission
a as % of profit
b. others, specify Nil
5 Others, please specify Nil
Total (A) 17,195,046
Ceiling as per the Companies Act, 2013 - THERE IS NO LIMIT UNDER COMPANIES ACT, 2013 FOR MANAGERIAL REMUNERATION.
BEING AN INSURANCE COMPANY, PAYMENT TO WHOLE TIME DIRECTOR AND CHIEF EXECUTIVE OFFICER IS GOVERNED BY
INSURANCE ACT, 1938
B. Remuneration to other directors:
(In `)
SI. Name of Directors
Particulars of Remuneration Total
No.
Amount
Independent Directors Mr. K. Narasimha Murthy Mr. Pradeep Pant

Fee for attending Board / Committee meetings 2,000,000 1,600,000 3,600,000

Commission Nil Nil Nil
Others, please specify - Travelling Expenses Nil 604,733 Nil
Total (1) 2,000,000 2,204,733 3,600,000
Other Non-Executive Directors Nil Nil Nil
Fee for attending Board / Committee meetings Nil Nil Nil
Commission Nil Nil Nil
Others, please specify Nil Nil Nil
Total (1) 2,000,000 1,600,000 3,600,000
Total (B)=(1+2) 2,000,000 1,600,000 3,600,000
Total Managerial Remuneration under Companies Act 2013 2,000,000 1,600,000 3,600,000
Overall Ceiling as per the Companies Act 2013 (for sitting fee) 100,000 100,000 100,000

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - IV

C. Remuneration to Key Managerial Personnel Other Than MD/ Manager/ WTD:

Sl. Particulars of Key Managerial Personnel
No. Remuneration Mr. Ashish Mehrotra Mr. Rahul Ahuja Mr. Vishal Garg
Mr. R Mahesh Kumar
(CEO/WTD) (Chief Financial Officer) (Chief Financial Officer)
(Company Secretary)
w.e.f November 04, 2015 w.e.f June 01, 2015 till May 31, 2015
Gross Salary
a) Salary as per provisions contained 16,378,951 7,564,539 11,140,619 3,055,748
in section 17(1) of the Income-tax
Act, 1961
b) Value of perquisites u/s 17(2) Income-tax 816,095 147,875 191,262 16,509
Act, 1961
c) Profits in lieu of salary under section 17(3) Nil Nil Nil Nil
Income-tax Act, 1961
2 Stock Option Nil Nil Nil Nil
3 Sweat Equity Nil Nil Nil Nil
4 Commission Nil Nil Nil Nil
· as % of profit
others, specify…
5 Others, please specify PF employer part
+ Gratuity + Group Medical insurance +
Term Insurance + Personal Accident Insurance 493,697 352,682 835,548 42,889
Total 17,688,743 8,065,096 12,167,429 3,115,146

IX. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Section of the Brief Description Details of Penalty/Punishment/ Authority (RD/ Appeal made if
Type
Companies Act Compounding fees imposed NCLT/Court) any (give details)
A. COMPANY
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

B. DIRECTORS
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

C. OTHER OFFICERS IN DEFAULT

Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

A N N U A L R E P O RT 2 0 1 5 - 1 6

SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2016
The Members
Max Bupa Health Insurance Company Ltd
B 1/ 1-2, Mohan Co-Operative Industrial Area,
Mathura Road, New Delhi 110044
We have conducted the secretarial audit of the compliance of
applicable statutory provisions and the adherence to good corporate
practices by Max Bupa Health Insurance Company Limited (hereinafter
called the company). Secretarial Audit was conducted in a manner that
provided us a reasonable basis for evaluating the corporate conducts/
statutory compliances and expressing our opinion thereon.
Based on our verification of the Company’s books, papers, minute
books, forms and returns filed and other records maintained by the
company and also the information provided by the Company, its
officers, agents and authorized representatives during the conduct
of secretarial audit, We hereby report that in our opinion, the
company has, during the audit period covering the financial year
ended on March 31, 2016 complied with the statutory provisions
listed hereunder and also that the Company has proper Board-
processes and compliance-mechanism in place to the extent, in the
manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns
filed and other records maintained the Company for the financial year
ended on March 31, 2016, according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made
thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the
rules made thereunder; Not Applicable
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws
framed thereunder; Not Applicable
(iv) Foreign Exchange Management Act, 1999 and the rules and
regulations made thereunder to the extent of Foreign Direct
Investment, Overseas Direct Investment and External
Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
Not Applicable
(a) The Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2009;
(d) The Securities and Exchange Board of India (Employee Stock
Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999;
(e) The Securities and Exchange Board of India (Issue and
Listing of Debt Securities) Regulations, 2008;
(f) The Securities and Exchange Board of India (Registrars to an
Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client;
(g) The Securities and Exchange Board of India (Delisting of
Equity Shares) Regulations, 2009; and
(h) The Securities and Exchange Board of India (Buyback of
Securities) Regulations, 1998;
(vi) The other laws, as informed and certified by the management of
the Company which are specifically applicable to the Company
based on their sector/ industry are:
A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - V
1. Insurance Regulatory and Development Authority Act, 1999,
2. Insurance Act, 1938 and various Rules, Regulations &
Guidelines issued thereunder, including circulars issued
from time to time
We have also examined compliance with the applicable clauses of
the following:
(i) Secretarial Standards issued by The Institute of Company
Secretaries of India and effective from 01.07.2015.
(ii) The Listing Agreements entered into by the Company with Stock
Exchange(s), if applicable; Not applicable
During the period under review the Company has generally complied with
the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
as mentioned above subject to the following observation:
Mr. Manasije Mishra, Chief Executive Officer & Whole Time Director
of the Company has resigned on January 09, 2015. Mr. Ashish
Mehrotra was appointed as Chief Executive Officer & Managing
Director of the Company on November 04, 2015.
We further report that
The Board of Directors of the Company is duly constituted with proper
balance of Executive Directors, Non-Executive Directors and
Independent Directors. The changes, if any, in the composition of the
Board of Directors that took place during the period under review
were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board
Meetings, agenda and detailed notes on agenda were sent at-least
seven days in advance, and a system exists for seeking and obtaining
further information and clarifications on the agenda items before the
meeting and for meaningful participation at the meeting.
All decisions at Board Meetings and Committee Meetings are carried
out unanimously as recorded in the minutes of the meetings of the
Board of Directors or Committee of the Board, as the case may be.
We further report that there are adequate systems and processes in
the company commensurate with the size and operations of the
company to monitor and ensure compliance with applicable laws,
rules, regulations and guidelines.
We further report that during the audit period the company has
following specific events / actions that having a major bearing on the
company’s affairs in pursuance of the above referred laws, rules,
regulations, guidelines, standards, etc.
1. Allotment of 1.6 crore equity shares of RS. 10 each on rights
basis in the Board Meeting held on 16.05.2015
2. Allotment of 2.4 crore equity shares of RS. 10 each on rights
basis in the Board Meeting held on 20.08.2015
3. Allotment of 4.55 crore equity shares of RS. 10 each on rights
basis in the Board Meeting held on 27.11.2015
4. Allotment of 2.2 crore equity shares of RS. 10 each on rights
basis in the Board Meeting held on 04.03.2016
Rupesh Agarwal
Partner
For Chandrasekaran Associates
Company Secretaries
Membership No. A16302
Certificate of Practice No. 5673
Date: 16.07.2016
Place: New Delhi
Note: This report is to be read with our letter of even date which is
annexed as Annexure A and forms an integral part of this report.
ANNEXURE - V

Annexure - A regulations and happening of events etc.

The Members
Max Bupa Health Insurance Company Ltd
B 1/ 1-2, Mohan Co-Operative Industrial Area,
Mathura Road, New Delhi 110044
1. Maintenance of secretarial record is the responsibility of the
management of the Company. Our responsibility is to express an
opinion on these secretarial records based on our audit.
5. The compliance of the provisions of Corporate and other
applicable laws, rules, regulations, standards is the
responsibility of management. Our examination was limited to
the verification of procedures on random test basis.
6. The Secretarial Audit report is neither an assurance as to the
future viability of the company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the
Company.

2. We have followed the audit practices and processes as were

appropriate to obtain reasonable assurance about the Rupesh Agarwal
correctness of the contents of the secretarial records. The Partner
verification was done on the random test basis to ensure that
correct facts are reflected in secretarial records. We believe that For Chandrasekaran Associates
the processes and practices, we followed provide a reasonable Company Secretaries
basis for our opinion. Membership No. A16302
Certificate of Practice No. 5673
3. We have not verified the correctness and appropriateness of
financial records and Books of Accounts of the Company. Date: 16.07.2016
4. Where ever required, we have obtained the Management Place: New Delhi
representation about the compliance of laws, rules and

A N N U A L R E P O RT 2 0 1 5 - 1 6

Background
Max Bupa Health Insurance Company is a Standalone Health
Insurance Company primarily engaged in providing health insurance
services. The company has been registered with the IRDA and is
classified as a standalone health insurance company.
Disclosure requirements for segmental reporting
As per AS -17 issued by ICAI a business segment is
A distinguishable component of an enterprise that is engaged in
providing an individual product or service or a group of related
products or services and that is subject to risks and returns that are
different from those of other business segments.
Factors that should be considered in determining whether products
or services are related include:
• the nature of the products or services;
• the nature of the production processes;
• the type or class of customers for the products or services;
• the methods used to distribute the products or provide the
services; and
• if applicable, the nature of the regulatory environment, for
example, banking, insurance, or public utilities
A N N U A L R E P O RT 2 0 1 5 - 1 6
Management Note on
Segmental Reporting
Also a business segment or geographical segment should be
identified as a reportable segment if:
• its revenue from sales to external customers and from
transactions with other segments is 10 per cent or more of the
total revenue, external and internal, of all segments; or
• its segment result, whether profit or loss, is 10 per cent or more of –
o the combined result of all segments in profit, or
o the combined result of all segments in loss, Segment
Reporting 301 whichever is greater in absolute amount; or
o its segment assets are 10 per cent or more of the total assets
of all segments.
Given the above the above criterion there is no identifiable segment
for Max Bupa Health Insurance since
1. The product offerings of MBHI are indemnity health products and
fixed benefit products which largely have similar risk and return
profiles
2. The revenue and profit / (loss) from Fixed Benefit products is less
than 10% of the overall revenue and profit /(loss)
Vikas Jain Rahul Ahuja
(Finance Controller) (Chief Financial Officer)
To
The Members of
Max Bupa Health Insurance Company Limited
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements
of Max Bupa Health Insurance Company Limited (“the Company”),
which comprise the Balance Sheet as at March 31, 2016, the related
Revenue Account, the Profit and Loss Account and the Receipts and
Payments Account for the year then ended, and a summary of
significant accounting policies and other explanatory information.
Management’s Responsibility for the Standalone Financial
Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these standalone financial statements
that give a true and fair view of the Balance Sheet, the related
Revenue Account, the Profit and Loss Account and the Receipts and
Payments Account of the Company in accordance with accounting
principles generally accepted in India, including the provisions of The
Insurance Act, 1938 (the “Insurance Act”)(amended by the
Insurance Laws (Amendment) Act, 2015), the Insurance Regulatory
and Development Authority Act, 1999 (the “IRDA Act”), the Insurance
Regulatory and Development Authority (Preparation of Financial
Statements and Auditor’s Report of Insurance Companies)
Regulations, 2002 (the “IRDA Financial Statements Regulations”),
orders/directions issued by the Insurance Regulatory and
Development Authority (the “IRDAI”/ “Authority”) in this regard, and
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 for
safeguarding the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates
that are reasonable and prudent; and the design, implementation
and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit. We have taken into account
the provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under
the provisions of the Act and Rules made there under.
We conducted our audit in accordance with the Standards on
Auditing, issued by the Institute of Chartered Accountants of India, as
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor’s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the financial statements
that give a true and fair view in order to design audit procedures that
are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of the accounting policies used and
A N N U A L R E P O RT 2 0 1 5 - 1 6
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
financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone financial
statements give the information required in accordance with the
Insurance Act, the IRDA Act, the IRDA Financial Statements
Regulations and the Act to the extent applicable and in the manner so
required, and give a true and fair view in conformity with the
accounting principles generally accepted in India, as applicable to
Insurance Companies:
(a) in the case of the Balance Sheet, of the state of affairs of
the Company as at March 31, 2016;
(b) in the case of Revenue Account, of the net surplus for the
year ended on that date;
(c) in the case of Profit and Loss Account, of the profit for the
year ended on that date; and
(d) in the case of the Receipts and Payments Account, of the
receipts and payments for the year ended on that date.
Other Matter
The actuarial valuation of liabilities in respect of claims Incurred but
Not Reported (‘IBNR) including claims Incurred but Not Enough
Reported (‘IBNER)at March 31, 2016 is the responsibility of the
Company’s Appointed Actuary (“Appointed Actuary”) and has been
duly certified by the Appointed Actuary. The Appointed Actuary has
also certified that in his opinion, the assumptions for such valuation
are in accordance with the guidelines and norms, if any, issued by
Insurance Regulatory Development Authority of India (“IRDAI”) and
the Actuarial Society of India in concurrence with the IRDAI. We have
relied upon the Appointed Actuary’s certificate in this regard for the
purpose of this report.
Report on Other Legal and Regulatory Requirements
1. As required by the IRDAI Financial Statements Regulations, we
have issued a separate certificate dated May 6, 2016certifying
the matters specified in paragraphs3 and 4 of Schedule C to the
IRDA Financial Statements Regulations.
2. As required by the IRDAI Financial Statements Regulations, read
with 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 and to the best of our information and
according to the explanations given to us, proper books of
account as required by law have been kept by the Company,
so far as appears from our examination of those books;
(c) The Balance Sheet, the Revenue Account, the Profit and Loss
Account and the Receipts and Payments Account dealt with
by this Report are in agreement with the books of account;
(d) In our opinion, the aforesaid standalone financial
statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Rule 7of
the Companies (Accounts) Rules, 2014and with the
accounting principles as prescribed in the IRDAI Financial
Statements Regulations and orders/directions issued by
IRDAI in this regard;
(e) In our opinion and to the best of our information and statements – Refer schedule 16 note C - 34to the
according to the explanations given to us, investments have financial statements;
been valued in accordance with the provisions of the ii. The Company has made provision, as required under
Insurance Act, the Regulations and/or orders/directions the applicable law or accounting standards, for
issued by IRDAI in this regard; material foreseeable losses, if any, on long-term
(f) On the basis of written representations received from the contracts including derivatives contracts;
Directors of the Company, as on March 31, 2016 and taken iii. There have been no amounts which were required to be
on record by the Board of Directors, none of the Directors is transferred to the Investor Education and Protection
disqualified as on March 31, 2016from being appointed as Fund by the Company.
a Director in terms of Section 164 (2) of the Act.
(g) With respect to the adequacy of the internal financial
controls over financial reporting of the Company and the For S.R. BATLIBOI For NANGIA & CO.
operating effectiveness of such controls, refer to “Annexure & ASSOCIATES LLP ICAI Firm registration
A” to this report; ICAI Firm registration number: 002391C
number: 101049W/E300004 Chartered Accountants
(h) With respect to the other matters to be included in the Chartered Accountants
Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion
and to the best of our information and according to the per Amit Kabra per Vikas Gupta
explanations given to us: Partner Partner
i. The Company has disclosed the impact of pending Membership No.: 094533 Membership No.: 076879
litigations on its financial position in its financial Place: Gurgaon Place: New Delhi
Date: May 06, 2016 Date: May 06, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE TO THE
INDEPENDENT AUDITOR'S report
TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE
STANDALONE FINANCIAL STATEMENTS OF MAX BUPA HEALTH
INSURANCE COMPANY LIMITED
Report on the Internal Financial Controls under Clause(I) of Sub-
section3 of Section143 of the CompaniesAct,2013(“the Act”)
To the Members of
Max Bupa Health Insurance Company Limited
We have audited the internal financial controls over financial
reporting of Max Bupa Health Insurance Company Limited (“the
Company”) as of March 31, 2016 in conjunction with our audit of the
standalone financial statements of the Company for the year ended
on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s Management is responsible for establishing and
maintaining internal financial controls based on the internal control
over financial reporting criteria established by the Company
considering the essential components of internal control stated in
the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants
of India. These responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient conduct of
its business, including adherence to the Company’s policies, the
safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information,
as required under the Companies Act, 2013.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company's internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting (the
“Guidance Note”) and the Standards on Auditing as specified under
section 143(10) of the Companies Act, 2013, to the extent applicable
to an audit of internal financial controls, both applicable to an audit of
Internal Financial Controls and, both issued by the Institute of
Chartered Accountants of India. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively
in all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
A N N U A L R E P O RT 2 0 1 5 - 1 6
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorizations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls Over Financial
Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of
changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an
adequate internal financial controls system over financial reporting
and such internal financial controls over financial reporting were
operating effectively as at March 31, 2016, based on the internal
control over financial reporting criteria established by the Company
considering the essential components of internal control stated in
the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants
of India.
Other Matter
The actuarial valuation of liabilities in respect of claims Incurred but
Not Reported (‘IBNR) including claims Incurred but Not Enough
Reported (‘IBNER) is required to be certified by the Appointed Actuary
as per the Insurance Regulatory and Development Authority
(Preparation of Financial Statements and Auditor’s Report of
Insurance Companies) Regulations, 2002 (the “IRDA Financial
Statements Regulations”), and has been relied upon by us, as
mentioned in “Other Matter” para of our audit report on the financial
statements of the Company as at and for the year ended March 31,
2016. Accordingly the internal financial controls over financial
reporting in respect of the valuation and accuracy of the aforesaid
actuarial valuation is also certified by the Appointed Actuary and has
been relied upon by us. Our opinion is not qualified in respect of
above matter.
For S.R. BATLIBOI For NANGIA & CO.
& ASSOCIATES LLP ICAI Firm registration
ICAI Firm registration number: 002391C
number: 101049W/E300004 Chartered Accountants
Chartered Accountants
per Amit Kabra per Vikas Gupta
Partner Partner
Membership No.: 094533 Membership No.: 076879
Place:Gurgaon Place: New Delhi
Date: May 06, 2016 Date: May 06, 2016
 INDEPENDENT
AUDITORS’ CERTIFICATE

To, the year ended March 31, 2016, we certify that:

The Board of Directors,
Max Bupa Health Insurance Company Limited,
New Delhi
Dear Sirs,
(Referred to in paragraph 1 of our Report on Other Legal and
Regulatory Requirements forming part of the Independent Auditors’
Report dated May 06, 2016)
This certificate is issued to comply with the provisions of paragraphs
3 and 4 of Schedule C of the Insurance Regulatory and Development
Authority (Preparation of Financial Statements and Auditor’s Report
of Insurance Companies) Regulations 2002, (the “Regulations”)
read with regulation 3 of the Regulations.
The Company’s Board of directors is responsible for complying with
the provisions of The Insurance Act, 1938 (the “Insurance
Act”),(amended by the Insurance Laws (Amendment) Act, 2015), the
Insurance Regulatory and Development Authority Act, 1999 (the
“IRDA Act”), the Insurance Regulatory and Development Authority
(Preparation of Financial Statements and Auditor’s Report of
Insurance Companies) Regulations, 2002 (the “IRDA Financial
Statements Regulations”), orders/directions/circulars issued by the
Insurance Regulatory and Development Authority of India (the
“IRDAI”/Authority) which includes the preparation of the
Management Report. This includes collecting, collating and
validating data and designing, implementing and monitoring of
internal controls suitable for ensuring compliance as aforesaid.
Our responsibility, for the purpose of this certificate, is limited to
certifying matters contained in paragraphs 3 and 4 of Schedule C of
the Regulations. We conducted our examination in accordance with
the Guidance Note on Audit Reports and Certificates for Special
Purposes issued by the Institute of Chartered Accountants of India
(the ‘ICAI’), which includes the concepts of test checks and
materiality
In accordance with the information and explanations given to us and
to the best of our knowledge and belief and based on our
examination of the books of account and other records maintained
by Max Bupa Health Insurance Company Limited (‘the Company’) for
1. We have reviewed the Management Report attached to the
financial statements for the year ended March 31, 2016, and on
the basis of our review, there is no apparent mistake or material
inconsistencies with the financial statements
2. Based on management representations and compliance
certificates submitted to the Board of Directors by the officers of
the Company charged with compliance and the same being noted
by the Board, we certify that the Company has complied with the
terms and conditions of registration stipulated by Insurance
Regulatory and Development Authority of India (IRDAI);
3. We have verified the cash balances, to the extent considered
necessary, and securities relating to the Company’s investments
as at March 31, 2016, by actual inspection or on the basis of
certificates / confirmations received from the Custodian and/ or
Depository Participants appointed by the Company, as the case
may be. As at March 31, 2016, the Company does not have
reversions and life interests;
4. The Company is not a trustee of any trust; and
5. No part of the assets of the Policyholders’ Funds has been directly
or indirectly applied in contravention to the provisions of the
Insurance Act, 1938 (amended by the Insurance Laws
(Amendment) Act, 2015), relating to the application and
investments of the Policyholders’ Funds.
above matter.
For S.R. BATLIBOI For NANGIA & CO.
& ASSOCIATES LLP ICAI Firm registration
ICAI Firm registration number: 002391C
number: 101049W/E300004 Chartered Accountants
Chartered Accountants
per Amit Kabra per Vikas Gupta
Partner Partner
Membership No.: 094533 Membership No.: 076879
Place:Gurgaon Place: New Delhi
Date: May 06, 2016 Date: May 06, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
REVENUE ACCOUNT
FOR THE YEAR ENDED MARCH 31, 2016
FORM B-RA

(Rs.’000)
For the year ended For the year ended
Particulars Schedule
March 31, 2016 March 31, 2015
1 Premiums earned (Net of service tax) 1 39,31,095 31,52,364
2 Profit/ Loss on sale/redemption of Investments 24,828 -
3 Others - -
4 Interest, Dividend & Rent – Gross 2,29,937 1,79,510
Total (A) 41,85,860 33,31,874

1 Claims Incurred (Net) (refer note 2 in schedule 16) 2 23,40,226 18,22,037

2 Commission (Net) 3 4,47,973 3,21,985
3 Operating Expenses related to Insurance Business 4 22,12,348 22,43,651
4 Premium Deficiency - (5,653)
Total (B) 50,00,547 43,82,020

Operating Profit/(Loss) [C= (A - B)] (8,14,687) (10,50,146)

Appropriations
Transfer to Shareholders’ Account (8,14,687) (10,50,146)
Transfer to Catastrophe Reserve - -
Transfer to Other Reserves - -
Total ( C) (8,14,687) (10,50,146)

SIGNIFICANT ACCOUNTING POLICIES 16

AND NOTES TO THE ACCOUNTS
The Schedules and accompanying notes referred to herein form an integral part of the Revenue Account

As required by Section 40C(2) of the Insurance Act,1938 as amended by Insurance (Amendment Act, 2015), we hereby certify that to the best of
our knowledge and according to the information and explanations given to us, and so far as appears from our examination of the Company's
books of accounts all the expenses of management incurred during the year ended March 31, 2016 in respect of Miscellaneous-"Health"
insurance business transactions in India by the Company have been fully recognized in the revenue account as expenses.

As per our report of even date attached.

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Bupa Health Insurance Company Limited
ICAI Firm Registration No. 002391C

per Vikas Gupta Director Director

Partner K. Narasimha Murthy Rajesh Sud
Membership No. 076879 DIN: 00023046 DIN: 2395182
Place: Delhi

For S.R. Batliboi & Associates LLP Company Secretary CEO & Managing Director
Chartered Accountants Rajat Sharma Ashish Mehrotra
ICAI Firm Registration No. 101049W/E300004 Membership No: FCS7069 DIN: 07277318

per Amit Kabra Appointed Actuary Chief Financial Officer

Partner Biresh Giri Rahul Ahuja
Membership No. 094533 Membership No. 00061
Place: Gurgaon Place: Delhi

Date: May 6, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 FORM B-BS
BALANCE SHEET
AS AT MARCH 31, 2016

(Rs.’000)
As at As at
Particulars Schedule
March 31, 2016 March 31, 2015

Sources of Funds
Share Capital 5 89,80,000 79,05,000
Share Application Money - -
Reserves and Surplus 6 - -
Fair Value Change Account 3,050 931
Borrowings 7 - -
Total 89,83,050 79,05,931

Application of Funds
Investments 8 56,64,542 43,00,315
Loans 9 - -
Fixed Assets 10 2,33,963 3,21,266
Current Assets:
Cash and Bank Balances 11 1,32,579 1,19,379
Advances and Other Assets 12 4,20,110 3,47,766
Sub-total (A) 5,52,689 4,67,145
Current Liabilities 13 17,01,484 13,17,320
Provisions 14 26,59,857 20,73,693
Sub-total (B) 43,61,341 33,91,013
Net Current Assets (C) = (A - B) (38,08,652) (29,23,868)
Miscellaneous Expenditure 15 - -
(To the extent not written off or adjusted)

Debit Balance in Profit and Loss Account 68,93,197 62,08,218

Total 89,83,050 79,05,931

The Schedules and accompanying notes referred to herein form an integral part of the Balance Sheet

As per our report of even date attached.

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Bupa Health Insurance Company Limited
ICAI Firm Registration No. 002391C

per Vikas Gupta Director Director

Partner K. Narasimha Murthy Rajesh Sud
Membership No. 076879 DIN: 00023046 DIN: 2395182
Place: Delhi

For S.R. Batliboi & Associates LLP Company Secretary CEO & Managing Director
Chartered Accountants Rajat Sharma Ashish Mehrotra
ICAI Firm Registration No. 101049W/E300004 Membership No: FCS7069 DIN: 07277318

per Amit Kabra Appointed Actuary Chief Financial Officer

Partner Biresh Giri Rahul Ahuja
Membership No. 094533 Membership No. 00061
Place: Gurgaon Place: Delhi

Date: May 6, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
PROFIT AND LOSS account FORM B-PL
FOR THE YEAR ENDED MARCH 31, 2016

(Rs.’000)
For the year ended For the year ended
Particulars Schedule
March 31, 2016 March 31, 2015
1 Operating Profit/(Loss)
(a) Miscellaneous Insurance (8,14,687) (10,50,146)
2 Income From Investments
(a) Interest, Dividend and Rent – Gross 1,58,455 1,32,830
(b) Profit on sale of investments 17,110 24,780
Less: Loss on sale of investments - -
3 Other Income
(a) Gain on Foreign Exchange Fluctuation - -
(b) Interest Income 1,715 2,038
(c) Provisions written back 10 124
Total (A) (6,37,397) (8,90,374)
4 Provisions (Other than Taxation)
(a) For diminution in the value of investments - -
(b) For doubtful debts 33,991 18,462
(c) Penalty (refer note 29 in Schedule 16) 2,000 -
(d) Others (107)
5 Other Expenses
(a) Expenses other than those related to Insurance Business 11,698 24,296
(b) Bad debts written off - -
(c) Others - -
Total (B) 47,582 42,758
Profit/(Loss) Before Tax (6,84,979) (9,33,132)
Provision for Taxation - -
Profit/(Loss) After Tax (6,84,979) (9,33,132)
Appropriations
(a) Interim dividends - -
(b) Proposed final dividend - -
(c) Dividend distribution tax - -
(d) Transfer to any Reserves or Other Accounts - -
- -
Balance of Profit/(Loss) brought forward from last year (62,08,218) (52,75,086)
Balance carried forward to Balance Sheet (68,93,197) (62,08,218)
Basic and Diluted Earning per Share of Rs. 10/- (0.82) (1.28)
each (also refer note 23 in Schedule 16)
SIGNIFICANT ACCOUNTING POLICIES 16
AND NOTES TO THE ACCOUNTS
The Schedules and accompanying notes referred to herein form an integral part of the Proft and Loss Account
As per our report of even date attached.

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Bupa Health Insurance Company Limited
ICAI Firm Registration No. 002391C

per Vikas Gupta Director Director

Partner K. Narasimha Murthy Rajesh Sud
Membership No. 076879 DIN: 00023046 DIN: 2395182
Place: Delhi

For S.R. Batliboi & Associates LLP Company Secretary CEO & Managing Director
Chartered Accountants Rajat Sharma Ashish Mehrotra
ICAI Firm Registration No. 101049W/E300004 Membership No: FCS7069 DIN: 07277318

per Amit Kabra Appointed Actuary Chief Financial Officer

Partner Biresh Giri Rahul Ahuja
Membership No. 094533 Membership No. 00061
Place: Gurgaon Place: Delhi

Date: May 6, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 receipt and payment account
FOR THE YEAR ENDED MARCH 31, 2016

(Rs.’000)
For the year ended For the year ended
Particulars Schedule
March 31, 2016 March 31, 2015
Cash Flows from the Operating Activities:
Premium received from Policyholders, including Advance Receipts 5,484,891 4,147,445
Other Receipts - -
Payments to co-insurers, net of claims recovery (1,275) -
Payments of claims (2,307,535) (1,554,793)
Payments of commission and brokerage (485,026) (303,039)
Payments of Other Operating Expenses (2,096,481) (2,413,714)
Preliminary and Pre-operative Expenses -
Deposits, Advances and Staff Loans 15,768 34,380
Income Taxes Paid (Net) - -
Payments to the re-insurers, net of commissions and claims (80,444) (60,409)
Service tax paid (549,176) (320,595)
Other Payments
Cash Flows before Extraordinary Items (19,278) (470,725)
Cash flow from extraordinary operations
Net cash flow from operating activities (19,278) (470,725)

Cash flows from investing activities:

Purchase of fixed assets (including capital advances) (43,958) (157,579)
Proceeds from sale of fixed assets - -
Purchases of investments (10,837,511) (8,785,394)
Sales of investments 9,554,620 6,457,545
Rents/Interests/ Dividends received 284,327 253,869
Investments in money market instruments and in liquid mutual funds (Net) - 1,465,486
Net cash flow from investing activities (1,042,522) (766,073)

Cash flows from financing activities:

Proceeds from Share Capital 1,075,000 1,215,000
Net cash flow from financing activities 1,075,000 1,215,000

Effect of foreign exchange rates on cash and cash equivalents, net -

Net increase/(decrease) in cash and cash equivalents: 13,200 (21,798)

Cash and cash equivalents at the beginning of the year 119,379 141,177
Cash and cash equivalents at the end of the year 132,579 119,379
Net increase/(decrease) in cash and cash equivalents: 13,200 (21,798)

As per our report of even date attached.

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Bupa Health Insurance Company Limited
ICAI Firm Registration No. 002391C

per Vikas Gupta Director Director

Partner K. Narasimha Murthy Rajesh Sud
Membership No. 076879 DIN: 00023046 DIN: 2395182
Place: Delhi

For S.R. Batliboi & Associates LLP Company Secretary CEO & Managing Director
Chartered Accountants Rajat Sharma Ashish Mehrotra
ICAI Firm Registration No. 101049W/E300004 Membership No: FCS7069 DIN: 07277318

per Amit Kabra Appointed Actuary Chief Financial Officer

Partner Biresh Giri Rahul Ahuja
Membership No. 094533 Membership No. 00061
Place: Gurgaon
Date: May 6, 2016 Place: Delhi

A N N U A L R E P O RT 2 0 1 5 - 1 6
schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

(Rs.’000)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015

SCHEDULE – 1
PREMIUM EARNED [NET OF SERVICE TAX]
Premium from direct business written 4,760,092 3,726,574
Add: Premium on reinsurance accepted - -
Less : Premium on reinsurance ceded 244,564 192,172
Net Premium 4,515,528 3,534,402
Less: Adjustment for change in reserve for unexpired risks 584,433 382,038
Total Premium Earned (Net) 3,931,095 3,152,364

SCHEDULE – 2
CLAIMS INCURRED [NET]
Claims paid
Direct 2,333,543 1,874,673
Add: Re-insurance accepted - -
Less: Re-insurance Ceded 116,801 95,186
Net Claims paid 2,216,742 1,779,487
Add: Claims Outstanding at the end of the period 495,649 372,165
Less: Claims Outstanding at the beginning 372,165 329,615
Total Claims Incurred* 2,340,226 1,822,037

* Includes an amount of Rs 1,06,133 thousand during the year (previous year

Rs 92,821 thousand) on account of expenses incurred towards product
related benefit paid to policyholders

SCHEDULE – 3
COMMISSION
Commission paid
Direct 484,405 350,307
Add: Re-insurance accepted - -
Less: Commission on Re-insurance Ceded 36,432 28,322
Net Commission 447,973 321,985

Break up of commission paid to procure business:

Agents 314,993 251,639
Brokers 61,513 58,258
Corporate Agency 107,899 40,410
484,405 350,307

A N N U A L R E P O RT 2 0 1 5 - 1 6
 schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

(Rs.’000)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Personal Personal
Health Accident Others Total Health Accident Others Total

SCHEDULE – 1A
PREMIUM EARNED [NET OF SERVICE TAX]
Premium from direct business written 4,755,521 4,571 - 4,760,092 3,720,559 6,015 - 3,726,574
Add: Premium on reinsurance accepted - - - - - - - -
Less: Premium on reinsurance ceded 242,724 1,840 - 244,564 190,318 1,854 - 192,172
Net Premium 4,512,797 2,731 - 4,515,528 3,530,241 4,161 - 3,534,402
Less: Adjustment for change in
reserve for unexpired risks 584,113 320 - 584,433 387,505 (5,467) - 382,038
Total Premium Earned (Net) 3,928,684 2,411 - 3,931,095 3,142,736 9,628 - 3,152,364

SCHEDULE – 2A
CLAIMS INCURRED [NET]
Claims paid
Direct 2,331,797 1,746 - 2,333,543 1,867,616 7,057 - 1,874,673
Add: Re-insurance accepted - - - - - - - -
Less: Re-insurance Ceded 116,714 87 - 116,801 94,826 360 - 95,186
Net Claims paid 2,215,083 1,659 - 2,216,742 1,772,790 6,697 - 1,779,487
Add: Claims Outstanding at the end of the period 495,414 235 - 495,649 371,220 945 - 372,165
Less: Claims Outstanding at the beginning 371,220 945 - 372,165 328,963 652 - 329,615
Total Claims Incurred* 2,339,277 949 - 2,340,226 1,815,047 6,990 - 1,822,037

* Includes an amount of Rs 1,06,133 thousand during the year (previous year Rs 92,821 thousand) on account of expenses incurred towards product related
benefit paid to policyholders

SCHEDULE – 3A
COMMISSION
Commission paid
Direct 483,783 622 - 484,405 350,072 235 - 350,307
Add: Re-insurance accepted - - - - - - -
Less: Commission on Re-insurance Ceded 35,811 621 - 36,432 28,069 253 - 28,322
Net Commission 447,972 1 - 447,973 322,003 (18) - 321,985
Break Up of expenses incurred to procure business:
Agents 314,888 105 - 314,993 251,533 106 - 251,639
Brokers 61,487 26 - 61,513 58,129 129 - 58,258
Corporate Agency 107,408 491 - 107,899 40,410 - - 40,410
Total 483,783 622 - 484,405 350,072 235 - 350,307

A N N U A L R E P O RT 2 0 1 5 - 1 6
schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

(Rs.’000)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015

SCHEDULE – 4
OPERATING EXPENSES RELATED TO INSURANCE BUSINESS
1 Employees’ remuneration and welfare benefits 1,102,361 1,071,540
2 Travel, conveyance and vehicle running expenses 72,737 91,589
3 Training expenses 104,054 54,563
4 Rents, rates and taxes 112,571 107,348
5 Repairs 141,086 115,413
6 Printing and stationery 22,906 23,455
7 Communication 74,523 71,383
8 Legal and professional charges 198,423 202,363
9 Auditors' fees, expenses etc
(a) as auditor (Refer note 32 of Schedule 16) 2,745 2,371
(b) as adviser or in any other capacity, in respect of
(i) Taxation matters 761 -
(ii) Insurance matters - -
(iii) Management services; and - -
(c) in any other capacity
(I) Tax Audit Fees 77 80
(ii) Certification Fees 1,272 -
10 Advertisement and publicity 233,190 359,313
11 Interest and bank charges 17,282 14,095
12 Others
(a) Business and Sales Promotion 1,385 264
(b) Membership and Subscription 2,594 2,914
(c) Loss on Disposal of Fixed Assets 1,961 1,380
(d) Loss on Foreign Exchange Fluctuation 774 63
(e) Charity & Donation - 5
(f) Insurance 1,737 1,125
(g) Sitting Fee 3,100 -
(h) Miscellaneous Expenses* 2,297 2,830
13 Depreciation 114,512 121,557
Total 2,212,348 2,243,651

* None of the items individually are higher than 1% of Net Written Premium

A N N U A L R E P O RT 2 0 1 5 - 1 6
 schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

(Rs.’000)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Personal Personal
Health Accident Others Total Health Accident Others Total

SCHEDULE – 4A
OPERATING EXPENSES RELATED TO INSURANCE BUSINESS

1 Employees’ remuneration and welfare benefits 1,101,302 1,059 - 1,102,361 1,069,810 1,730 - 1,071,540
2 Travel, conveyance and vehicle running expenses 72,667 70 - 72,737 91,441 148 - 91,589
3 Training expenses 103,954 100 - 104,054 54,475 88 - 54,563
4 Rents, rates and taxes 112,463 108 - 112,571 107,175 173 - 107,348
5 Repairs 140,951 135 - 141,086 115,227 186 - 115,413
6 Printing and stationery 22,884 22 - 22,906 23,417 38 - 23,455
7 Communication 74,451 72 - 74,523 71,268 115 - 71,383
8 Legal and professional charges 198,232 191 - 198,423 202,036 327 - 202,363
9 Auditors' fees, expenses etc
(a) as auditor 2,742 3 - 2,745 2,367 4 - 2,371
(b) as adviser or in any other capacity, in respect of
(i) Taxation matters 761 - 761 - - - -
(ii) Insurance matters - - - - - - -
(iii) Management services; and - - - - - - -
(c) in any other capacity
(i) Tax Audit Fees 77 - - 77 80 - - 80
(ii) Certification Fees 1,271 1 - 1,272 - - - -
10 Advertisement and publicity 232,966 224 - 233,190 358,733 580 - 359,313
11 Interest and bank charges 17,265 17 - 17,282 14,072 23 - 14,095
12 Others
(a) Business and Sales Promotion 1,384 1 - 1,385 264 - - 264
(b) Membership and Subscription 2,592 2 - 2,594 2,909 5 - 2,914
(c) Loss on Disposal of Fixed Assets 1,959 2 - 1,961 1,378 2 - 1,380
(d) Loss on Foreign Exchange Fluctuation 773 1 - 774 63 - - 63
(e) Charity & Donation - - - - 5 - - 5
(f) Insurance 1,735 2 - 1,737 1,123 2 - 1,125
(g) Sitting Fee 3,097 3 - 3,100 - - - -
(h) Miscellaneous Expenses 2,295 2 - 2,297 2,825 5 - 2,830
13 Depreciation 114,402 110 - 114,512 121,361 196 - 121,557
Total 2,210,223 2,125 - 2,212,348 2,240,029 3,622 - 2,243,651

A N N U A L R E P O RT 2 0 1 5 - 1 6
schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

(Rs.’000)

Particulars As at As at
March 31, 2016 March 31, 2015

SCHEDULE – 5
SHARE CAPITAL
1 Authorised Capital
1,00,00,00,000 Equity Shares of Rs 10 each 10,000,000 10,000,000
2 Issued Capital
89,80,00,000 Equity Shares of Rs 10 each 8,980,000 7,905,000
(Previous year ended as at March, 2015 79,05,00,000 Equity Shares of Rs.10 each)
3 Subscribed Capital
89,80,00,000 Equity Shares of Rs 10 each 8,980,000 7,905,000
(Previous year ended as at March 2015, 79,05,00,000 Equity Shares of Rs.10 each)
4 Called-up Capital
89,80,00,000 Equity Shares of Rs 10 each 8,980,000 7,905,000
(Previous year ended as at March 2015, 79,05,00,000 Equity Shares of Rs.10 each)
Less: Calls unpaid
Add: Equity Shares forfeited (Amount originally paid up) - -

Less: Par Value of Equity Shares bought back - -

Less: Preliminary Expenses - -

Less: Expenses including commission or brokerage on

underwriting or subscription of shares -

Total 8,980,000 7,905,000

Out of the above, 66,45,20,000 (Previous year ended as at March, 2015 were 58,49,70,000) Equity Shares of Rs. 10/- each are held
by the holding company along with its nominees.

SCHEDULE – 5A
PATTERN OF SHAREHOLDING
[As certified by the Management]

As at As at
Shareholders
March 31, 2016 March 31, 2015

Number of "% of Number of "% of

Shares Holding" Shares Holding"

Promoters
- Indian 664,520,000 74.00% 584,970,000 74.00%
- Foreign 233,480,000 26.00% 205,530,000 26.00%
Others - - - -

Total 898,000,000 100.00% 790,500,000 100.00%

A N N U A L R E P O RT 2 0 1 5 - 1 6
 schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

(Rs.’000)

Particulars As at As at
March 31, 2016 March 31, 2015

SCHEDULE – 6
RESERVES AND SURPLUS

1 Capital Reserve - -
2 Capital Redemption Reserve - -
3 Share Premium - -
4 General Reserves - -
Less: Debit balance in Profit and Loss Account - -
Less: Amount utilized for Buy-back - -
5 Catastrophe Reserve - -
6 Other Reserves - -
7 Balance of Profit in Profit & Loss Account - -
Total - -

SCHEDULE – 7
BORROWINGS

1 Debentures/ Bonds - -
2 Banks - -
3 Financial Institutions - -
4 Others - -
Total - -

A N N U A L R E P O RT 2 0 1 5 - 1 6
schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

(Rs.’000)

Particulars As at As at
March 31, 2016 March 31, 2015

SCHEDULE – 8
INVESTMENTS
LONG TERM INVESTMENTS
1 Government securities and Government guaranteed bonds including Treasury Bills 1,496,793 989,500
2 Other Approved Securities 308,369 53,378
3 Other Investments
(a) Shares
(aa) Equity - -
(bb) Preference - -
(b) Mutual Funds - -
(c) Derivative Instruments - -
(d) Debentures/ Bonds 504,678 516,865
(e) Other Securities 189,600 197,076
(f) Subsidiaries - -
(g) Investment Properties-Real Estate - -
4 Investments in Infrastructure and Social Sector 1,114,441 255,084
5 Other than Approved Investments - -
SHORT TERM INVESTMENTS
1 Government securities and Government
guaranteed bonds including Treasury Bills (Refer Note (a) below) - 292,933
2 Other Approved Securities - -
3 Other Investments
(a) Shares
(aa) Equity - -
(bb) Preference - -
(b) Mutual Funds 160,995 72,681
(c) Derivative Instruments - -
(d) Debentures/ Bonds 460,988 238,504
(e) Other Securities 1,034,528 1,330,930
(f) Subsidiaries - -
(g) Investment Properties-Real Estate - -
4 Investments in Infrastructure and Social Sector - 250,162
5 Other than Approved Investments* 394,150 103,202
Total 5,664,542 4,300,315
* Represents investments in mutual funds
Notes:
a. Aggregate amount of Company's investments other than listed equity securities and derivative instruments is Rs.56,64,542
thousands (Previous year: Rs.43,00,315 thousands ). Market value of such investments is Rs. 57,30,050 thousands (Previous year
Rs.43,60,005 thousands)
b. Includes Rs. NIL (Previous year Rs. 98,305 thousands) of securities under Section 7 of insurance Act, 1938 at March 31, 2016.
Market value of such investments is Rs. NIL (Previous year Rs. 98,350 thousands)

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(Rs.’000)

Particulars As at As at
March 31, 2016 March 31, 2015

SCHEDULE – 9
LOANS
1 Security-Wise Classification
Secured
(a) On mortgage of property - -
(aa) In India - -
(bb) Outside India - -
(b) On Shares, Bonds, Govt. Securities - -
(c) Others - -
Unsecured - -
Total - -

2 Borrower-Wise Classification
(a) Central and State Governments - -
(b) Banks and Financial Institutions - -
(c) Subsidiaries - -
(d) Industrial Undertakings - -
(e) Others - -
Total - -

3 Performance-Wise Classification
(a) Loans classified as standard - -
(aa) In India - -
(bb) Outside India - -
(b) Non-performing loans less provisions - -
(aa) In India - -
(bb) Outside India - -
Total - -

4 Maturity-Wise Classification
(a) Short Term - -
(b) Long Term - -
Total - -
- -

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(Rs.’000)
Cost/ Gross Block Depreciation Net Block
S.N. Particulars As at Additions Deductions As at Upto For the On Sales/ Upto As at As at
Apr 1, 2015 Mar 31, 16 Mar 31, 15 year Adjustments Mar 31, 16 Mar 31, 16 Mar 31, 15

SCHEDULE – 10
FIXED ASSETS
1 Intangibles
a) Softwares 287,646 31,931 - 319,577 191,481 44,709 - 236,190 83,387 96,165
b) Website 11,258 - - 11,258 7,960 2,182 - 10,142 1,116 3,298

2 Leasehold Property 155,658 1,045 3,208 153,495 60,597 26,427 1,638 85,386 68,109 95,061

3 Furniture & Fittings 29,617 142 9 29,750 20,464 2,789 3 23,250 6,500 9,153

4 Information Technology Equipment 63,762 176 158 63,780 26,923 13,645 101 40,467 23,313 36,839

5 Information Technology Equipment

(End User Devices) 80,019 1,893 - 81,912 55,178 14,653 - 69,831 12,081 24,841

6 Office Equipment 61,630 8,774 661 69,743 31,179 10,107 330 40,956 28,787 30,451
Total 689,590 43,961 4,036 729,515 393,782 114,512 2,072 506,222 223,293 295,808

7 Work in progress 25,458 - 14,788 10,670 - - - - 10,670 25,458

Grand total 715,048 43,961 18,824 740,185 393,782 114,512 2,072 506,222 233,963 321,266
Previous year 592,527 139,857 17,336 715,048 278,472 121,557 6,247 393,782 321,266 -
Notes:
1. Leasehold property consists of civil and other improvements at premises taken on long term lease by the Company.
2. Work in progress includes capital advances of Rs 10,670 thousands (Previous year Rs. 25,458 thousands).

(Rs.’000)

S.N. Particulars As at As at
March 31, 2016 March 31, 2015

SCHEDULE – 11
CASH AND BANK BALANCES
1 Cash (including cheques, drafts and stamps) 21,602 22,943
2 Bank Balances
(a) Deposit Accounts
(aa) Short-term (due within 12 months) 85,500 66,445
(bb) Others - -
(b) Current Accounts 25,477 29,991
(c) Others - -
3 Money at Call and Short Notice
(a) With Banks - -
(b) With other Institutions - -
4 Others - -
Total 132,579 119,379
Balances with non-scheduled banks included in 2 and 3 above is Rs. 276 thousand (Previous period: Nil).

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(Rs.’000)

SN Particulars As at As at
March 31, 2016 March 31, 2015

SCHEDULE – 12
ADVANCES AND OTHER ASSETS
ADVANCES
1 Reserve deposits with ceding companies - -
2 Application money for investments - -
3 Prepayments 26,927 22,393
4 Advances to Directors/Officers - -
5 Advance tax paid and taxes deducted at source 393 393
Less: Provisions made (393) -
Sub-total - 393
6 Others (to be specified)
(a) Advance to Suppliers 51,095 26,398
Less: Provisions made (9,186) -
Sub-total 41,909 26,398
(b) Other advances (Gross Amount) 191 920
Less: Provisions made (172) (247)
Sub-total 19 673
Total (A) 68,855 49,857

OTHER ASSETS
1 Income accrued on investments** 190,650 122,147
2 Outstanding Premiums* 75,036 91,726
Less: Provisions made (37,839) (15,273)
Sub-total 37,197 76,453
3 Agents’ Balances 2,375 2,774
Less: Provisions made (2,375) (2,660)
Sub-total - 114
4 Foreign Agencies Balances - -
5 Due from other entities carrying on insurance business 52,008 35,299
Less: Provisions made (2,033) -
Sub-total 49,975 35,299
6 Due from subsidiaries/ holding - -
7 Deposit with Reserve Bank of India - -
[Pursuant to section 7 of Insurance Act, 1938] - -
8 Others
(a) Rent and other deposits*** 48,982 53,204
Less: Provisions made (1,073) (707)
Sub-total 47,909 52,497
(b) Other receivable 6,551 -
(c) Service tax on input services (net) 18,973 11,399
(d) Cenvat credit on capital goods - -
Total (B) 351,255 297,909
Total (A+B) 420,110 347,766

* Includes Rs. 75,036 thousand (Previous year ended as on March 2015 - Rs. 91,726 thousand) receivable from Central / State
Government on account of premium under RSBY Scheme against which provision of Rs. 37,839 thousand (Previous year ended as on
March 2015 - Rs. 15,273) has been created.
** Income Accrued on Investments includes interest on deposits also.
*** Includes deposits of Rs. 684 thousand (Previous year ended as on March 2015 - Rs. 2,845 thousand) with bank for providing
guarantee to network hospitals.

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(Rs.’000)

Particulars As at As at
March 31, 2016 March 31, 2015

SCHEDULE – 13
CURRENT LIABILITIES
1 Agents’ balances 45,757 50,672
2 Balances due to other insurance companies 81,837 69,079
3 Deposits held on re-insurance ceded - -
4 Premiums received in advance 34,088 28,207
5 Unallocated premium 68,771 52,133
6 Sundry creditors (Refer note 28 in Schedule 16) 842,190 614,481
7 Due to subsidiaries/ holding company - 177
8 Claims Outstanding* 495,649 372,165
9 Unclaimed amount of policyholders/insured 26,990 20,458
10 Due to Officer/ Director* (Refer note 16 in Schedule 16) 25,992 34,900
11 Others
(a) Tax deducted payable 49,409 38,788
(b) Other statutory dues 9,256 11,272
(c) Advance from Corporate Clients 21,545 24,988
Total 1,701,484 1,317,320
* Include IBNR and IBNER reserves
* Amount payable to Former Chief Executive Officer's (CEO's) subject to IRDAI approval

SCHEDULE – 14
PROVISIONS
1 Reserve for Unexpired Risk 2,624,460 2,040,027
2 For taxation (less advance tax paid and taxes deducted at source) - -
3 For proposed dividends - -
4 For dividend distribution tax - -
5 Others
(a) For Gratuity 9,977 4,081
(b) For Leave Encashment 25,415 29,555
(c) For Superannuation 5 30
(d) For Other manpower related - -
(e) For Commission - -
(f) For Other operating expense related - -
(g) Premium Deficiency Reserve - -
Total 2,659,857 2,073,693

SCHEDULE – 15
MISCELLANEOUS EXPENDITURE
(To the extent not written off or adjusted)
1 Discount Allowed in issue of shares/ debentures - -
2 Others - -
Total - -

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 FORM - HG

TABLE 1 - STATEMENT OF LIABILITIES AS AT 31st March, 2016

Classification : Business within India / Total Business (All Business underwritten in India)
(Rs. Lakhs)
Item No. Description Reserve for Reserve for IBNR Total
Unexpired Outstanding Reserves Reserves
risks Claims
(1) (2) (3) (4) (5) (6)
1. Fire - - - -
2. Marine
Sub-class:
Marine Cargo - - - -
Marine Hull - - - -
3. Miscellaneous
Sub-class :
Motor - - - -
Engineering - - - -
Aviation - - - -
Liabilities - - - -
Rural Insurance - - - -
Others - - - -
4. Health Insurance 26,245 1,424 3,533 31,202
5 Total Liabilities 26,245 1,424 3,533 31,202

Certification from Auditor

We certify that the above statement represents the liabilities of the insurer which have been determined in the manner prescribed in the
Insurance Regulatory and Development Authority (Assets, Liabilities and Solvency Margin of Insurers) Regulations, 2000 and the amounts
of such liabilities are fair and reasonable. We also further certify that the above statement includes the IBNR reserves which have been
determined by the appointed actuary and his certificate is furnished herein below.

For Nangia & Co. For S.R. Batliboi & Associates LLP
Chartered Accountants CharteredAccountants
ICAI Firm Registration No. 002391C ICAI Firm Registration No. 101049W/E300004

per Vikas Gupta per Amit Kabra

Membership No. 076879 Membership No. 094533
Place: Delhi Place: Gurgaon

Date: May 6, 2016 Date: May 6, 2016

Certification from the Appointed Actuary

I certify that the IBNR reserves in the statement above represent, in my opinion, true and fair amount.

Biresh Giri, FIAI

Membership No. 00061
Address: G480 Sushant lok 2
Sector 57, Gurgaon
Date: May 6, 2016 Place: New Delhi

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FORM IRDAI - ASSETS - AA

STATEMENT OF ASSETS AS AT 31st March, 2016

Classification : Business within India / Total Business (All Business underwritten in India)
(Rs. Lakhs)
Item No. Category of Asset Policyholders' funds Shareholders' funds TOTAL ASSETS
(1) (2) (3) (4)

1 Approved Securities 11,143 6,909 18,052

2 Approved Investments 11,420 10,991 22,411
3 Deposits 8,639 3,602 12,241
4 Non-Mandated Investments - 3,941 3,941
5 Other Assets:
Fixed Assets - 1,351 1,351
Cash and Bank balances - 1,326 1,326
Advances and Other Assets - 3,829 3,829
6 Total 31,202 31,949 63,151
7 Fair Value Change Account - (31) (31)
Adjusted Value of Assets (6-7) 31,202 31,918 63,120

We certify that the statement has been prepared in accordance with Schedule I of the Insurance Regulatory & Development Authority
(Assets, Liabilities and Solvency Margin of Insurers) Regulations, 2000.

For Nangia & Co. For S.R. Batliboi & Associates LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration No. 002391C ICAI Firm Registration No. 101049W/E300004

per Vikas Gupta per Amit Kabra

Membership No. 076879 Membership No. 094533
Place: Delhi Place: Gurgaon
Date: May 6, 2016 Date: May 06, 2016

Appointed Actuary

Biresh Giri, FIAI

Membership No. 00061
Address: G480 Sushant Lok 2
Sector 57, Gurgaon

Place: Delhi
Date: May 6, 2016

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 FORM - KG

TABLE I - STATEMENT OF SOLVENCY MARGIN AS AT 31st March, 2016

Table I - REQUIRED SOLVENCY MARGIN BASED ON NET PREMIUM AND NET INCURRED CLAIMS
Classification : Business within India / Total Business (All Business underwritten in India)
(Rs. Lakhs)
Item No. Description Gross Net Gross Net RSM-1 RSM-2 RSM
(Class of Business) Premiums Premiums Incurred Incurred
Claims Claims
(1) (2) (3) (4) (5) (6) (7) (8) (9)
1. Fire - - - - - - -
Marine
2. Marine Cargo - - - - - - -
3. Marine Hull - - - - - - -
Miscellaneous
4. Motor - - - - - - -
5. Engineering - - - - - - -
6. Aviation - - - - - - -
7. Liability - - - - - - -
8. Rural Insurance - - - - - - -
9. Others - - - - - - -
10. Health Insurance 47,601 45,155 24,447 23,402 9,031 7,021 9,031
TOTAL 47,601 45,155 24,447 23,402 9,031 7,021 9,031

TABLE II - AVAILABLE SOLVENCY MARGIN AND SOLVENCY RATIO

(Rs. Lakhs)
Item Description Notes No. Amount
(1) (2) (3) (4)
1. Available Assets in Policyholders' Funds: 31,202
Deduct:
2. Liabilities 31,202
3. Other Liabilities
4. Excess in Policyholders' funds (1-2-3) -
5. Available Assets in Shareholders Funds: 31,918
Deduct:
6. Other Liabilities 12,412
7. Excess in Shareholders' funds (5 -6) 19,506
8. Total ASM (4+7) 19,506
9. Total RSM 9,031
10. Solvency Ratio (Total ASM / Total RSM) 2.16
Certification
We certify that the above statements have been prepared in accordance with the Section 64VA of the Insurance Act, 1938, and the
amounts mentioned therein are true to the best of our knowledge.

For Nangia & Co. For S.R. Batliboi & Associates LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration No. 002391C ICAI Firm Registration No. 101049W/E300004

per Vikas Gupta per Amit Kabra

Membership No. 076879 Membership No. 094533
Place: Delhi Place: Gurgaon
Date: May 6, 2016 Date: May 6, 2016

Appointed Actuary CEO & MD

Biresh Giri, FIAI Ashish Mehrotra
Membership No. 00061
Address: G480 Sushant lok 2,
Sector 57, Gurgaon

Place: Delhi
Date: May 6, 2016

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SCHEDULE 16
SIGNIFICANT ACCOUNTING POLICIES AND NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED March 31, 2016
A. BACKGROUND
Max Bupa Health Insurance Company Limited (“The Company”) was incorporated on September 05, 2008 and received the Certificate of
Commencement of Business on 23rd Dec 2008.
The Company is a joint venture between Max India Limited and Bupa Singapore Holding Pte, Singapore.
The Company obtained regulatory approval to undertake Health Insurance business on 15th Feb 2010 from Insurance Regulatory and
Development Authority of India (IRDA) under section 3(2A) of the Insurance Act, 1938. The Company had started selling Policies in March
2010.
B. SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of Preparation of Financial Statements
The accompanying financial statements are prepared and presented under the historical cost convention, unless otherwise stated,
and on accrual basis of accounting, in accordance with accounting principles generally accepted in India (Indian GAAP). The company
has prepared the financial statements in compliance with the accounting standards notified under section 133 of the Companies Act
2013 read together with paragraph 7 of the Companies (Accounts) Rules 2014 and in accordance with the provisions of the Insurance
Act, 1938 (amended by the Insurance Laws (Amendment) Act, 2015), Insurance Regulatory and Development Authority Act, 1999,
and the regulations framed thereunder, various circulars issued by the IRDAI and the practices prevailing within the insurance
industry in India. Accounting policies applied have been consistent with previous year except where differential treatment is required
as per new pronouncements made by the regulatory authorities.
(b) Use of Estimates
The preparation of financial statements in conformity with Indian GAAP requires the management to make judgments, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent
liabilities, at the end of the reporting period. Although these estimates are based on the management’s best knowledge of current
events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material
adjustment to the carrying amounts of assets or liabilities in future periods.
(c) Revenue Recognition
(i) Premium Income
Premium and cessation thereof is recognized as income over the contract period or period of risk as appropriate, on a gross
basis net of service tax. Any subsequent revision of premium or cancellation of the policies is accounted for in the year in which
they occur.
(ii) Commission on Reinsurance Premium
Commission on reinsurance ceded is recognized as income on ceding of reinsurance premium.
Profit commission under reinsurance treaties, wherever applicable, is recognized as income in the year of final determination of
the profits and as intimated by the Reinsurer.
(iii) Interest / Dividend Income
Interest income is recognized on accrual basis. Accretion of discount and amortization of premium relating to debt securities is
recognized over the holding/maturity period on a constant yield to maturity method.
Dividend income is recognized when the right to receive the dividend is established.
(iv) Premium/discount on purchase of investments
Accretion of discount and amortization of premium relating to debt securities is recognized over the holding/maturity period on a
constant yield to maturity method
(v) Profit/Loss on Sale/Redemption of Investments
Profit or loss on sale/redemption of investments, being the difference between sale consideration/redemption values and
carrying value of investments is credited or charged to Profit and Loss account. The profit/loss on sale of investment includes
accumulated changes in the fair value previously recognized in ‘Fair Value Change Account’ in respect of a particular security.
Sale consideration for the purpose of realised gain/loss is net of brokerage and taxes, if any, and excludes interest
received on sale.
(d) Premium Deficiency
Premium deficiency is recognised for the Company as a whole when the sum of expected claim costs and related expenses
and maintenance costs (related to claims handling) exceed the reserve for unexpired risks.

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(e) Reserve for unexpired risk

Reserve for unexpired risk represents that part of net premium (i.e. premium, net of reinsurance ceded) which is attributable to and
set aside for subsequent risks to be borne by the company under contractual obligations on contract period basis or risk period basis,
whichever is appropriate subject to minimum reserve to be created on Miscellaneous – “Health” business under Section 64V (1) (ii)
(b) of the Insurance Act, 1938.
(f) Acquisition Cost of Insurance Contracts
Acquisition costs are those costs that vary with, and are primarily related to the acquisition of new and renewal of insurance contracts
viz. commission, policy issue expenses, etc. These costs are expensed in the period in which they are incurred.
(g) Advance Premium
Advance premium represents premium received in respect of those policies issued during the year where the risk commences
subsequent to the balance sheet date.
(h) Claims Incurred
Claims incurred comprises of claims paid, change in estimated liability for outstanding claims, change in estimated liability for claims
incurred but not reported (IBNR) and claims incurred but not enough reported (IBNER) and specific settlement costs comprising
survey, legal and other directly attributable expenses.
Provision is made for estimated value of outstanding claims at the Balance Sheet date net of claims recoverable from reinsurance.
Such provision is made on the basis of the ultimate amounts that are likely to be paid on each claim, established by the management
in light of past experience and progressively modified for changes as appropriate, on availability of further information and include
claim settlement costs likely to be incurred to settle outstanding claims.
Claims (net of amounts receivable from reinsurers/coinsurers) are recognized on the date of intimation based on estimates from
surveyors/insured in the respective revenue accounts.
The estimated liability for claims incurred but not reported (IBNR) and claims incurred but not enough reported(IBNER) has been
estimated by the Appointed Actuary in compliance with guidelines issued by IRDA vide circular No. 11/IRDA/ACTL/IBNR/2005-06
dated June 8, 2005 and applicable provisions of Guidance Note 21 issued by the Institute of Actuaries of India. The Appointed Actuary
has used generally accepted actuarial methods for each product category as considered appropriate depending upon the availability
of past data.
(i) Reinsurance ceded
Reinsurance cost, in respect of proportional reinsurance ceded, is accrued at policy inception. Non-proportional reinsurance cost is
recognized when incurred and due. Any subsequent revision to, refunds or cancellations of premium are recognized in the year in
which they occur.
(j) Allocation of Investment Income
Investment income on investments backing the policyholders’ liability has been allocated to Revenue Account and balance to Profit &
Loss Account.
(k) Investments
Investments are made and accounted for in accordance with the Insurance Act, 1938, Insurance Regulatory & Development
Authority (Investment) Regulations, 2000 as amended and various other circulars/notifications issued by the IRDA in this context
from time to time.
Investments are recorded at cost including acquisition charges (such as brokerage, transfer charges, stamps etc) if any and exclude
interest accrued upto the date of purchase.
Debt securities, including Government securities are considered as ‘held to maturity’ and accordingly stated at historical cost subject
to amortisation of premium or accretion of discount on constant yield to maturity basis in the Revenue Accounts and in the Profit and
Loss Account over the period of maturity/holding.
Listed and actively traded securities are stated at fair value as at the Balance Sheet date being the lowest of the last quoted closing
price of the stock exchanges where the securities are listed. Unrealized gain/losses due to change in fair value of listed securities is
credited/debited to ‘Fair Value Change Account’.
Unlisted Securities are stated at cost.
The realized gain or loss on the listed and actively traded securities and mutual funds is the difference between the sale
consideration and the carrying cost as on the date of sale, determined on a first in first out basis and includes the accumulated
changes in the fair value previously taken to the fair value change account, in respect of the particular security; such loss or gain is
transferred to revenue account on the trade date.
Unrealized loss on listed and actively traded investments held for long term are not considered to be of a permanent nature and hence
not considered as impaired. However the company, at each balance sheet date, assesses investments for any impairment and

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necessary provisions are made for the same where required.

Investments in units of Mutual funds are valued at Net Asset Value (NAV) as at Balance Sheet date. Unrealized gains/losses are
credited/debited to the ‘Fair Value Change Account’.
Investments maturing within twelve months from the balance sheet date and investments made with specific intention to dispose off
within twelve months are classified as Short Term Investments. Other Investments are classified as Long Term Investments.
(l) Fair Value Change Account
Fair Value Change Account’ represents unrealized gains or losses due to change in fair value of traded securities and mutual fund
units outstanding at the close of the year. The balance in the account is considered as a component of shareholder’s funds and not
available for distribution as dividend.
(m) Fixed Assets and Depreciation
Tangible assets and depreciation
Fixed assets are stated at cost of acquisition (including incidental expenses relating to acquisition and installation of assets) and
expenses directly attributable to bringing the asset to its working condition for its intended use, less accumulated depreciation and
impairment of assets, if any.
Depreciation on tangible fixed assets has been provided on the straight-line method as per the useful life prescribed in Schedule II to
the Companies Act, 2013, except in respect of the following categories of assets, in whose case the life of the assets has been
assessed as under, based on technical advice, taking into account the nature of the asset, the estimated usage of the asset, the
operating conditions of the asset, past history of replacement, etc.
Nature of Fixed Assets Management Estimate of Useful Life as per the limits prescribed
Useful Life in Years in Schedule II of the Companies
Act, 2013 in Years
Furniture & Fixture 5 10
Information Technology equipment
- End User Devices 3 3
Information Technology equipment
- Servers and Networks 4 6
Office Equipments 5 5
Intangibles (including Software) 4 NA
Leasehold Improvements Lease period NA
The estimated useful life of the intangible assets and the amortisation period are reviewed at the end of each financial year and the
amortisation period is revised to reflect the changed pattern, if any.
All assets including intangibles individually costing up to Rs 5,000 are fully depreciated / amortized in the year in which they are
acquired.
Intangibles
Intangible assets comprising software are stated at cost less amortisation. Significant expenditure on improvements to software are
capitalised when it is probable that such expenditure will enable the asset to generate future economic benefits in excess of its
originally assessed standards of performance and such expenditure can be measured and attributed to the asset reliably.
Subsequent expenditures are amortised over the remaining useful life of original software. Software expenses are amortised using
SLM over a period of 4 years from the date of being ready to use
Capital work in progress
Assets not ready for their intended use and other capital work-in-progress are carried at cost, comprising direct cost and related
incidental expenses.
Impairment of Assets
The carrying values of assets forming part of any cash generating units at Balance Sheet date are reviewed for impairment at each
Balance Sheet date. If any indication for such impairment exists, the recoverable amounts of those assets are estimated and
impairment loss is recognized, if the carrying amount of those assets exceeds their recoverable amount. The recoverable amount is
the greater of the net selling price and their value in use. Value in use is arrived at by discounting the estimated future cash flows to
their present value based on appropriate discount factor. If at the Balance Sheet date there is any indication that a previously
assessed impairment loss no longer exists, then such loss is reversed and the asset is restated to that extent.

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(n) Operating Lease

Payments made towards assets/premises taken on operating lease are recognized as an expense in the revenue account(s) and
profit and loss account over the lease term on straight-line basis.
(o) Taxation
Income tax expense comprises current tax (i.e. amount of tax payable on the taxable income for the period determined in accordance
with the Income-tax Act, 1961), and deferred tax charge or credit (reflecting the tax effects of timing differences between the
accounting income and taxable income for the period) Current income tax is the amount expected to be paid to the tax authorities in
accordance with the provisions of the Income Tax Act, 1961.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance sheet date.
Deferred tax assets are recognized only to an extent that there is reasonable certainty that sufficient future taxable income will be
available against which such deferred tax assets can be realized. If the Company has unabsorbed depreciation or carry forward tax
losses, deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that such deferred tax
assets can be realized against future taxable profits.
At each balance sheet date the company re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax
assets to the extent that it has become reasonably certain or virtually certain as the case may be that sufficient future tax assets can
be realized.
(p) Employee Benefits
Employees’ benefits have been recognized in accordance with the relevant provisions of the Accounting Standard 15 (revised 2005)
(a) Defined Contribution Plan
a. Certain employees of the Company are participants of a defined superannuation plan. The Company makes contributions
under the superannuation plan to “Max Bupa Health Insurance Limited Employees Superannuation Trust” based on a
specified percentage of each covered employee’s salary.
b. The Company makes monthly contributions to the “Max India Limited Employees Provident Fund Trust” which is based on a
specified percentage of the covered employees’ salary. The fund is administered through trustees and the Company’s
contribution thereto is charged to Revenue Account.
(b) Defined Benefit Plans
a. The liability in respect of Gratuity is provided for on the basis of an actuarial valuation carried out at the year-end using the
Projected Unit Credit Method. Actuarial gain and loss are recognized in full in the Profit and Loss Account for the year in
which they occur. The Company has a recognized Trust for Gratuity benefits, “Max Bupa Health Insurance Ltd Employees’
Group Gratuity Fund” to administer the Gratuity funds. The Trust has taken master policy with the Max Life Insurance
Company Limited” to cover its liabilities towards employees’ Gratuity. The Gratuity obligation recognized in the Balance
Sheet represents the present value of the defined benefit obligation as adjusted for unrecognized past service cost and as
reduced by the fair value of the gratuity fund.
b. The liability in respect of long term accumulating leave encashment is provided for on the basis of actuarial valuation
carried out at the yearend for long term compensated absences using Projected Unit Credit Method. Actuarial gains and
losses are recognized in full in the Revenue Account or/and Profit and Loss Account, as applicable for the year in which they
occur. Short term compensated absences are provided for based on estimates. Non-accumulated compensated absences
are accounted for as and when availed / encashed.
c. Deferred compensation, which is a long term employee benefit is provided for based on the independent actuarial
valuation carried out as at the Balance Sheet date and charged to Revenue Account or/and Profit and Loss Account, as
applicable based on services rendered by employees.
(q) Provisions and Contingent Liabilities
A provision is recognized when the Company has a present obligation as a result of past event and it is probable that an outflow of
resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted
to present value and are determined based on best estimate required to settle the obligation at the Balance Sheet date. These are
reviewed at each Balance Sheet date and adjusted to reflect the current best estimates. Contingent assets and liabilities are not
recognized.
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not,
require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow
of resources is remote, no provision or disclosure is made.
(r) Earnings per Share (EPS)
The Company reports basic and diluted earnings per share in accordance with Accounting Standard 20 on ‘Earnings per Share’

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issued by the Institute of Chartered Accountants of India. Basic earnings per share are computed by dividing the net profit or loss for
the year by weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by dividing
the net profit or loss for the year by the weighted average number of equity shares outstanding during the year as adjusted to the
effects of all dilutive potential equity shares, except where results are anti dilutive.
(s) Leases
Lease of assets under which all the risks and benefits of ownership are effectively retained by the lesser is classified as Operating
Leases. Operating Lease rentals including escalation are recognized in the Revenue account and Profit & Loss account, as the case
may be, on a straight line basis over the period of the lease.
(t) Foreign Currency Transactions
Initial recognition: Foreign currency transactions are recorded in Indian Rupees, by applying to the foreign currency amount the
exchange rate between the Indian Rupee and the foreign currency at the date of the transaction.
Conversion: Foreign currency monetary items are translated using the exchange rate prevailing at the reporting date. Non-monetary
items, which are measured in terms of historical cost denominated in a foreign currency, are reported using the exchange rate at the
date of the transaction. Non-monetary items, which are measured at fair value or other similar valuation denominated in a foreign
currency, are translated using the exchange rate at the date when such value was determined.
Exchange differences: Exchange differences are recognised as income or as expenses in the period in which they arise.
(u) Operating Expenses
Operating expenses are the costs associated with main operating activities of the Company. The expenses which pertain to the
current financial year are debited to Profit & Loss Account and any expenses paid for the period beyond current financial year is
debited to Prepaid Expenses and disclosed as ‘Prepayment’ in Balance Sheet. Any fee paid to third party administrators (TPA) is
provided in the books of accounts at an agreed proportion of premium and endorsements. Professional charges paid to the service
providers towards enrollment of lives on Rashtriya Swasthya Bima Yojna (RSBY) business is accrued evenly over the contract period.
(v) Allocation of Operating Expenses
Operating expenses relating to insurance business are allocated to specific classes of business on the following basis:
• Expenses which are directly attributable and identifiable to a business class are apportioned on an actual basis
• Other expenses, that are not directly identifiable, are allocated on the basis of Gross Written Premium (GWP) in each business
class.
(w) Service Tax
Service Tax collected is considered as a liability against which service tax paid for eligible inputs services, to the extent claimable, is
adjusted and the net liability is remitted to the appropriate authority as stipulated. Unutilized credits, if any, are carried forward under
“Advance and other assets” in Schedule 12 for adjustment in subsequent periods. Service tax paid for eligible input services not
recoverable by way of credits are recognized in the revenue account as expense forming as separate line item in Schedule 4.
(x) Receipts and Payments Account
(i) Receipts and Payments Account is prepared and reported using the Direct Method, in conformity with para 2.2 of the Master
Circular on Preparation of Financial Statements - General Insurance Business dated October 5, 2012, issued by the IRDA.
(ii) Cash and cash equivalents
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original
maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known
amounts of cash and which are subject to insignificant risk of changes in value.

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C. NOTES FORMING PART OF ACCOUNTS

1. Contingent Liabilities
(Rs. ‘000)
Particulars As at 31.03.2016 As at 31.03.2015
Partly Paid up Investments - -
Claims, other than against Policies, not acknowledged as Debts by the Insurer 47010 1140
Underwriting Commitments Outstanding - -
Guarantees given by or on behalf of the Insurer 500 500
Statutory Demands / Liabilities in Dispute, Not provided for - -
Reinsurance Obligations to the Extent Not provided for in Accounts - -
Total 47,510 1,640
2. Actuarial Assumptions
The Company’s Appointed Actuary has determined valuation assumptions in respect of ‘Reserve for Unexpired Risk’ and ‘Claims
Incurred But Not Reported’ (IBNR) that conform with Regulations issued by the IRDAI and professional guidance notes issued by the
Institute of Actuaries of India.
i. During the year ended March 31, 2016, the Company has changed its estimates related to Deferred Benefit Reserve
provisioning which forms part of IBNR reserves. Consequent to the change in such estimate, IBNR reserve for the year ended
March 31, 2016 is lower by Rs. 88000 thousands.
ii. As at March 31, 2016, the Company has made a provision of Rs. 137500 thousands towards provider reconciliation reserve
based on actuarial estimates and the same is included as a part of IBNR reserves.
iii. As at March 31, 2016, the Company has made a provision of Rs. 54000 thousands towards litigation reserve based on actuarial
estimates and the same is included as a part of IBNR reserves.
3. Encumbrances on Assets
The assets of the Company are free from all encumbrances. The Company has all assets within India.
4. Estimated Amount of Commitments made and Outstanding for:
(Rs. ‘000)
Particulars As at 31.03.2016 As at 31.03.2015
Loans - -
Investments - -
Fixed Assets (Net of advances) 8202 21265
5. Claims, less Reinsurance paid to Claimants:
(Rs. ‘000)
Class of Business In India Outside India
As at As at As at As at
31.03.2016 31.03.2015 31.03.2016 31.03.2015
Health 2215083 1772790 - -
Personal Accident 1659 6697 -
Total 22,16,742 17,79,487
6. Age-wise Breakup of Claims Outstanding*:
(Rs. ‘000)
Class of Business Outstanding for more than six months Outstanding for six months or less
As at As at As at As at
31.03.2016 31.03.2015 31.03.2016 31.03.2015

Health 3183 - 1,39,178 61498

Personal Accident - - - 482
Total 3183 1,39,178 61,980
*Excluding IBNR provisions

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7. Claims Settled and Remaining Unpaid for a period of more than six months :
(Rs. ‘000)
Class of Business As at 31.03.2016 As at 31.03.2015
Health - -
Personal Accident - -

8. Number of Claims intimated, disposed of and pending:

Particulars As at 31.03.2016 As at 31.03.2015
Health Personal Total Health Personal Total
Accident Accident
Claims pending at the beginning 2926 3 2929 3560 - 3560
Claims intimated 60261 14 60275 62366 59 62425
Claims paid 52840 10 52850 50705 26 50731
Claims rejected 8215 7 8222 12295 30 12325
Claims pending at the closing 2132 - 2132 2926 3 2929

Ageing of Pending Claims

Particulars As at 31.03.2016 As at 31.03.2015
Health Personal Total Health Personal Total
Accident Accident
1 month 1843 - 1843 2735 2 2737
1-3 months 229 - 229 189 1 190
3-6 Months 55 - 55 2 - 2
6 months – 1 year 4 - 4 - - -
>1 year 1 - 1 - - -
Total 2132 - 2132 2926 3 2929

9. (a) Premium less Reinsurance Written During the Year:

(Rs. ‘000)
Class of Business In India Outside India
Year ended Year ended Year ended Year ended
31.03.2016 31.03.2015 31.03.2016 31.03.2015
Health 4512797 3530241 - -
Personal Accident 2731 4161 - -
Total 4515528 3534402 - -

(b) No premium income is recognized on “Varying Risk Pattern” basis.

10. Extent of Risk Retained and Reinsured:

Class of Business Risk Retained Risk Reinsured
Year ended Year ended Year ended Year ended
31.03.2016 31.03.2015 31.03.2016 31.03.2015
Health 94.90% 94.88% 5.10% 5.12%
Personal Accident 59.75% 69.18% 40.25% 30.82%

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11. Age-wise Analysis of the Unclaimed Amount of the Policyholders

(Pursuant to IRDAI Circular No. IRDAI/F&I/CIR/CMP/174/11/2010 dated November 04, 2010)
(Rs. ‘000)
Particulars Total Age-wise Analysis (in months)
Amount 1-6 7-12 13-18 19-24 25-30 31-36 >36
Claims settled but not paid to the - - - - - - - -
policyholders / insured due to any (-) (-) (-) (-) (-) (-) (-) (-)
reasons except under litigation from
the insured / policyholders
Sum due to the insured / policyholders - - - - - - - -
on maturity or otherwise (-) (-) (-) (-) (-) (-) (-) (-)
Excess collection of the premium / 4435 4146 289 - - - - -
tax or any other charges which is (2475) (2475) (-) (-) (-) (-) (-) (-)
refundable to the policyholders either as
terms of conditions of the policy or as per
law or as may be directed by the
Authority but not refunded so far
Cheques issued but not 21140 1872#* 3387* 2161* 3397* 1699* 2114* 6510*
encashed by the policyholder/ insured (19546) (4514) (3784) (2414) (2211) (2391) (1299) (2933)
Figures in brackets are for previous year,
* These are stale cheques disclosed in ‘Unclaimed amount of policyholders’/insured’ line in Schedule-13
# Cheques issued which are within the validity period but not yet presented for payment by the policyholders/insured

12. Reserve for Unexpired Risk (URR)

The Company has created the Reserve for Unexpired Risk (URR) as at the end of the Accounting period based on the 1/365 method in
the health segment as per IRDAI Circular No. IRDAI/F&I/CIR/015/02/2011 dated February 02, 2011. Further URR on the basis of
1/365 method is higher than the URR based on Section 64V(1)(ii)(b) of the Act.

13. Premium Deficiency Reserve

The Appointed Actuary has reviewed the expected claims ratio including claims related expenses for all business segments. The
expected claims ratios for all the segments are well within 100%, thus, no premium deficiency reserve has been created for any
segment.

14. Investments
There are no contracts outstanding in relation to Purchases where deliveries are pending and Sales where payments are overdue
respectively. All the investments are made in accordance with Insurance Act, 1938 and IRDAI (Investment) Regulations, 2000 and
are performing assets. The Company does not have any investment in Real Estate as at March 31, 2016 or March 31, 2015.
The historical cost of investments in mutual funds which have been valued on fair value basis is Rs. 552095 thousands (Previous year
Rs. 174952 thousands)

Investments made pursuant to Section 7 of Insurance Act 1938, are as follows:

(Rs. ‘000)
Particulars As at 31.03.2016 As at 31.03.2015
6.25% GOI CG 02-01-2018 (Refer Schedule – 8) - 47434
8.07% GOI CG 03-07-2017 (Refer Schedule – 8) - 50871
These investments are held in the Constituent Subsidiary General Ledger account with The Hongkong and Shanghai Banking
Corporation Limited.

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15. Managerial Remuneration

(Rs. ‘000)
Particulars Year ended Year ended
31.03.2016 31.03.2015
Salaries & Allowances 16673 38613
Contribution to Provident and other funds 338 611
Perquisites 811 72
Total 17822 39296
Out of the above Rs. 6,125 thousands (Previous year Rs. 15,000) remuneration for Managing Director has been charged to Revenue
Accounts and balance has been transferred to Profit and Loss account. Expenses towards gratuity funding and leave encashment
provisions are determined actuarially on an overall Company basis annually and accordingly have not been considered in the above
information.

16. Former Chief Executive Officer’s Remuneration

Dr. Damien Marmion was the CEO of the Company from January 1, 2009 to August 2nd, 2012. In March 2014, the Company had filed
an application with IRDAI for approval of revision in the remuneration of Dr. Damien Marmion, relating to his entitlement for the
payment of bonus of Rs. 9111 thousands for the period January 1, 2012 to July 31, 2012 and long term incentive of Rs. 16881
thousands pertaining to his tenure with the Company. As the aforesaid approval is still awaited from IRDAI, these amounts are
appearing as liability in Schedule 13 and would be paid by the Company as and when such approval is received from IRDAI.

17. Expenditure in Foreign Currency (On accrual basis)

(Rs. ‘000)
Particulars Year ended Year ended
31.03.2016 31.03.2015
Software License Fees 20488 14896
Professional fees 4017 3764
Travelling 1839 4040
Sitting Fees 1600 -
Membership & Subscription 554 581
Total 28498 23281

18. Operating Lease Commitments

The Company has taken on lease office premises under various agreements with various expiration dates extending upto 9 years.
Lease payments made under operating lease agreements have been fully recognized in the books of accounts. The lease rental
charged under operating leases during the current year and maximum obligation on such leases at the balance sheet dat e are as
follows:
(Rs. ‘000)
Particulars As at As at
31.03.2016 31.03.2015
Payable not later than one year 83005 85652
Payable later than one year but
not later than five years 286645 320508
Payable later than five years 91058 159423
Total 460708 565583
Aggregate lease rentals charged to Revenue Accounts is Rs. 95238 thousands (Previous year Rs. 94144 thousands) and there are no
sub leases.

19. Foreign Currency Exposures

Foreign currency exposures which are not hedged as at the Balance Sheet date are:
(Rs. ‘000)
Particulars As at As at
31.03.2016 31.03.2015
Payable in Indian Rupee - -
Payable in GBP - -

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20. Related Parties & Transactions:

(i) As per the Accounting Standard (AS) 18 on ‘Related Party Disclosures’, the related parties of the Company are as follows:
S.N. Description of Relationship Name of Party
(a) Holding Company Max India Limited

(b) Fellow Subsidiaries Max Life Insurance Company Limited

Max Neeman Medical International Limited
Max Neeman Medical International Inc, USA
Pharmax Corporation Limited
Max Ateev Limited
Max UK Limited, UK
Max Skill First Limited
Max One Distribution and Services Limited
Antara Senior Living Limited
Antara Gurgaon Senior Living Limited
Antara Purukul Senior Living Pvt. Limited

(c) Investing Party Bupa Singapore Holdings Pte Limited

(d) Key Management Personnel (KMP) Mr. Ashish Mehrotra, Managing Director and CEO

(ii) Details of transaction with related parties for the year ended March 31, 2016 are given below:
(Rs. ‘000)
Particulars Holding Company Fellow Subsidiaries Investing Party Key Management Personnel
(including relatives)
Year Ended Year Ended Year Ended Year Ended Year Ended Year Ended Year Ended Year Ended
31.03.2016 31.03.2015 31.03.2016 31.03.2015 31.03.2016 31.03.2015 31.03.2016 31.03.2015
INCOME
Premium from direct business written - - - 5 - - - -
Others income
(Reimbursement of Expenses) 1017 - - - 6551 1792 - -
Total 1017 - - 5 6551 1792 - -
EXPENSES
Rent, rates and taxes - - 2909 2292 - - - -
Training expenses - - 15664 - - - - -
Legal and Professional charges 457 585 4333 2539 - - - -
Employees’ remuneration and welfare benefits - - - - - - 17822 39296
Insurance premium 416 374 1390 1969 - - - -
Others 1593 523 34 - - - - -
Total 2466 1482 24330 6800 - - 17822 39296
ASSETS
Other Receivable - 26 - 93 6551 - - -
Total - 26 - 93 6551 - - -
LIABILITIES
-Share Capital 795500 899100 - - 279500 315900 - -
Other payables - 177 10682 229 - - - -
Total 795500 899277 10682 229 279500 315900 - -

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21. Segment Information

a) Business Segments
The Company’s primary reportable segments are identified in accordance with the Insurance Regulatory and Development
Authority (Preparation of Financial Statements and Auditor’s Report of Insurance Companies) Regulations 2002. Segment
revenue and segment results have been incorporated in the financial statements. However, due to the nature of the business,
segment assets and liabilities have been allocated to the various segments to the extent possible.
(Rs. ‘000)
Year ended 31.03.2016
Particulars Health Personal Accident Total
Segmental Revenue 41,83,204 2,656 41,85,860
Segmental Result (8,14,268) (419) (8,14,687)
Segmental Liabilities 4,361,341
Premium Received in Advance 34,088 - 34,088
Net Claims Outstanding (including IBNR) 4,95,414 235 4,95,649
Reserve for Unexpired Risk 26,23,202 1,258 26,24,460
Unallocated Liabilities 12,07,144
- Sundry Creditors - - 8,42,190
- Agents’ Balances - - 45,757
- Balances due to Other Insurance Companies - - 81,837
- Others - - 2,37,360
Segmental Assets 64,51,194
Outstanding Premium 37,197 - 37,197
Unallocated Assets 64,13,997
- Investments - - 56,64,542
- Fixed Assets - - 2,33,963
- Cash and Bank Balances - - 1,32,579
- Advances and Other Assets - - 3,82,913

(Rs. ‘000)
Year ended 31.03.2015
Particulars Health Personal Accident Total
Segmental Revenue 33,21,956 9,918 33,31,874
Segmental Result (10,49,479) (667) (10,50,146)
Segmental Liabilities 33,91,013
Premium Received in Advance 28,207 - 28,207
Net Claims outstanding (including IBNR) 3,71,220 945 3,72,165
Reserve for Unexpired Risk 20,39,090 937 20,40,027
Unallocated Liabilities 9,50,614
- Sundry Creditors - - 6,14,481
- Agents’ Balances - - 50,672
- Balances due to Other Insurance Companies - - 69,079
- Others - - 2,16,382
Segmental Assets 50,88,726
Outstanding Premium 76,453 - 76,453
Unallocated Assets - - 50,12,273
- Investments - - 43,00,315
- Fixed Assets - - 3,21,266
- Cash and Bank Balances - - 1,19,379
- Advances and Other Assets - - 2,71,313
b) Geographical Segment
Since the Company’s entire business is conducted within India, there is no reportable Geographical Segmentation for the year.

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22. Employee Benefits

A. Defined Contribution Plans – Provident Fund
During the year the Company has recognized the following amounts in the Revenue/Profit and Loss Account:
(Rs. ‘000)
Provident Fund Year Ended Year Ended
31.03.2016 31.03.2015
Employers Contribution to Provident Fund* 36002 35968
*Included in Employees’ remuneration and welfare benefits in Schedule 4 of the Revenue Account.
B. Defined Benefit Plans – Gratuity
The gratuity liability arises on retirement, withdrawal, resignation or death of an employee. The aforesaid liability is calculated on
the basis of actuarial valuation as per the projected unit credit method. The Gratuity plan has been funded through a policy taken
from Max Life Insurance Company Limited. Disclosure as per AS-15 (Revised) on ‘Employee Benefits’ is as under:
I. Assumptions Used:
Particulars As at 31.03.2016 As at 31.03.2015
Mortality Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) Ult. (2006-08) Ult.
Interest/Discount Rate (Per Annum) 7.25% p.a. 8.00% p.a.
Rate of increase in compensation 7.00% p.a. 7.00% p.a.
Withdrawal rate: 40% for frontline 40% for frontline
staff and 20% staff and 20%
for other staff for other staff
ii. Changes in benefit obligations:
(Rs. ‘000)
Particulars Year Ended Year Ended
31.03.2016 31.03.2015
Present value of obligations at the beginning of the year 21127 17647
Current Service Cost 6184 6457
Interest cost 1399 1554
Benefits Paid (7281) (3498)
Actuarial (gain)/loss on obligation 3373 (1033)
Acquisition/Business Combination/Divestiture 2510 -
Present value of obligations at end of year 27312 21127

iii. Fair Value of Plan Assets:

(Rs. ‘000)
Particulars Year Ended Year Ended
31.03.2016 31.03.2015
Fair Value of Plan Assets at beginning of year 17046 16633
Contributions 6591 665
Expected Return on Plan Assets 1253 1141
Actuarial gain / (loss) on obligation (274) 2105
Benefits Paid (7281) (3498)
Fair Value of Plan Assets at end of year 17335 17 0 4 6

iv. Amounts recognized in Profit & Loss Account:

(Rs. ‘000)
Particulars Year Ended Year Ended
31.03.2016 31.03.2015
Current Service Cost 6184 6457
Interest Cost 1399 1554
Expected Return on Plan Assets (1253) (1141)
Actuarial (Gain)/loss on obligation 3647 (3138)
Amount recognized in Profit & Loss Account 9977 3732

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v. Amounts recognized in Balance Sheet:

(Rs. ‘000)
Particulars Year Ended Year Ended
31.03.2016 31.03.2015
Present value of obligations at end of Year 27312 21127
Fair Value of Plan Assets at end of Year 17335 17046
Funded Status (Deficit)/Surplus (9977) (4081)
Net Asset/(Liability) recognized in the balance sheet (9977) ( 4081)

vi. Balance Sheet Reconciliation:

(Rs. ‘000)
Particulars Year Ended Year Ended
31.03.2016 31.03.2015
Opening Net Liability/(Asset) 4081 1014
Expenses recognized in Profit & Loss Account 9977 3732
Contribution Paid (6591) (665)
Acquisition/Business Combination/Divestiture 2510 -
Closing Net Liability/(Asset) 9977 4081
As the Gratuity Fund is managed by Max Life Insurance Company Limited, details of investments are not available with the
Company.
C. Other Long Term Benefits:
The Company has recognized liability towards cost of accumulating compensated absences of Rs. 25415 thousands (Previous
year Rs. 23623 thousands) and long term incentives of Rs. 110504 thousands (Previous year Rs. 54771 thousands) on an
accrual basis as per Accounting Standard-15 (Employee Benefits).

23. Earnings Per Share

Basic earnings per equity share have been computed by dividing net profit (loss) after tax by the weighted average number of equity
shares outstanding for the year.
Particulars Units Year ended Year ended
31.03.2016 31.03.2015
a. Net profit/(loss) after tax Rs in ‘000s (684979) (933132)
b. Weighted average of number of equity shares used in No. of shares 836340 729782
computing basic earnings per share in ‘000s
c. Basic/Diluted earnings per share (a/b) Rs. (0.82) (1.28)

24. In pursuant to circular 067 dated 28th March, 2008 issued by IRDAI, following operating expenses are separately disclosed:
(Rs ‘000)
Operating expenses Year ended Year ended
31.03.2016 31.03.2015
Outsourcing Expenses 214516 124519
Marketing Support 233190 359461
Business Promotion 1385 264
25. Expenses of Management
The Company had received exemption from IRDA under the provisions of Sec 40 C (1) of the Insurance Act ,1938 read with rule 17 E of
the Insurance Rules, 1939 . The Exemption was valid for a period of 5 financial years staring from FY 2010-11 to FY 2014-15. The
Company has represented to General Insurance Council and is in the process of seeking IRDA approval for exemption from complying
with requirement of Section 40 C (1) of Insurance Act, 1938 read with rule 17E of the Insurance Rules 1939 for the FY 2015-16.

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26. Sector Wise Business

Disclosure of Sector wise business based on Gross Direct Written Premium (GWP) as per Insurance Regulatory and Development
Authority (Obligations of Insurers to Rural or Social Sectors) Regulations 2002, as certified by the management, is as under:

Business Sector Year ended 31.03.2016 Year ended 31.03.2015

GWP % of GWP GWP % of GWP
(Rs.’000s) (Rs.’000s)
Rural 302506 6.35% 146508 3.93%
Urban 4456863 93.62% 3579354 96.05%

Social Sector Year ended Year ended

31.03.2016 31.03.2015
Number of lives 197186 197392
GWP (Rs.’000s) 8022 31 3 3

27. Disclosure of Fire and Marine Revenue accounts:

As the Company operates in single insurance business class viz. Health Insurance Business, the reporting requirements as
prescribed by IRDAI with respect to presentation of Fire and Marine Insurance revenue accounts are not applicable.

28. Micro Small and Medium Enterprises

There is no Micro, Small and Medium Enterprise to which the Company owes dues, which are outstanding for more than 45 days
during the year ended March 31, 2016 and March 31, 2015. This information as required to be disclosed under Micro, Small and
Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of

information available with the Company.

29. Penal Actions Details by Various Government Authorities

IRDAI circular no 005/IRDAI/F&A/CIR/MAY-09 requires disclosure as per given format in respect of penal actions taken by various
Government Authorities.
(Rs ‘000)
Amount in Rs.
S.N. Authority Non-Compliance/ Penalty Penalty Penalty
Violation Awarded Paid Waived/
Reduced

1 Insurance Regulatory and Development Authority Non-compliance towards 2000 - -

IRDAI guidelines
2 Service Tax Authorities - - - -
3 Income Tax Authorities - - - -
4 Any Other Tax Authorities - - - -
5 Enforcement Directorate / Adjudicating Authority /
Tribunal or any Authority under FEMA - - - -
6 Registrar of Companies/ NCLT/ CLB/ Department of Corporate
Affairs or any Authority under Companies Act, 1956 - - - -
7 Penalty awarded by any Court/ tribunal for any matter including
claim settlement but excluding Compensation - - - -
8 Securities and Exchange Board of India - - - -
9 Competition Commission of India - - - -
10 Any other Central/State/local Government/ Statutory Authority - - - -

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schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

30. Summary of Financial Statements is provided as under:

(Rs ‘000)
SN Particulars 2015-16 2014-15 2013-14 2012-13 2011-12
1 Gross Premium Written 4760092 3726574 3088549 2072184 991715
2 Net Earned Premium Income 3931095 3152364 2376598 1283719 509163
3 Income from Investments (net) 254765 179510 140690 97520 41807
4 Other Income - - - - -
5 Total Income 4185860 3331874 2517288 1381239 550970
6 Commission (Net of Reinsurance) 447973 321985 278760 128634 54969
7 Brokerage - - - - -
8 Operating Expenses 2212348 2243651 2276676 1770942 1492550
9 Claims, increase in Unexpired
Risk Reserve & Other Outgoes 2340226 1816384 1409615 750352 288573
10 Operating Profit/(Loss) (814687) (1050146) (1447763) (1268689) (1285122)
11 Total Income under Shareholders Account 129708 117014 119050 109065 96466
12 Profit /(loss) before tax (684979) (933132) (1328713) (1159624) (1188656)
13 Provision for Tax - - - - -
14 Profit/(Loss) after tax (684979) (933132) (1328713) (1159624) (1188656)
15 Miscellaneous - - - - -
16 Policyholder’s Account:
a) Total funds Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable
being General being General being General being General being General
b) Total Investments Insurance Insurance Insurance Insurance Insurance
c) Yield on Investments Company Company Company Company Company
17 Shareholder’s Account:
a) Total funds Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable
being General being General being General being General being General
b) Total Investments Insurance Insurance Insurance Insurance Insurance
c) Yield on Investments Company Company Company Company Company

18 Paid Up Equity Capital 8980000 7905000 6690000 5040000 3520000

19 Net Worth* 2089853 1697713 1421740 1171248 1064911
20 Total Assets 6451194 5088726 4242033 3148864 2285877
21 Yield on total investments 8.60% 9.10% 8.80% 8.90% 8.50%
22 Earning Per Share** (Rs.) (0.82) (1.28) (2.29) (2.57) (3.95)
23 Book value per Share (Rs.) 2.33 2.15 2.13 2.32 3.03
24 Total Dividend - - - - -
25 Dividend Per share - - - - -

* Including Fair Value Change Account

** Weighted average of number of equity shares i.e. 836340 thousands (Previous year 729782 thousands) is used in computing
Earnings per share

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 schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

31. Accounting Ratios is provided as under:

Performance Ratios 2015-16 2014-15 2013-14 2012-13 2011-12

(in times) (in times) (in times) (in times) (in times)
Gross Premium Growth Rate (Overall) 1.28 1.21 1.49 2.09 3.88
Gross Premium Growth Rate (Health) 1.28 1.21 1.48 2.09 3.88
Gross Premium Growth Rate (Personal Accident) 0.76 0.45 1.00 - -
Gross Premium to Net Worth Ratio 2.28 2.20 2.17 1.77 0.93
Growth Rate of Net Worth 0.23 0.19 0.21 0.06 (0.05)
Net Retention Ratio (Overall) 0.95 0.95 0.95 0.88 0.90
Net Retention Ratio (Health) 0.95 0.95 0.95 0.88 0.90
Net Retention Ratio (Personal Accident) 0.60 0.69 0.78 - -
Net Commission Ratio (Overall) 0.10 0.09 0.09 0.07 0.06
Net Commission Ratio (Health) 0.10 0.09 0.09 0.07 0.06
Net Commission Ratio (Personal Accident) 0.00 (0.00) 0.10 - -
Expenses of Management to Gross Direct Premium 0.57 0.66 0.74 0.85 1.51
Combined Ratio 1.18 1.30 1.45 1.63 1.71
Technical Reserves to Net Premium Ratio 0.69 0.68 0.67 0.71 0.72
Underwriting Balance Ratios (0.27) (0.33) (0.61) (0.99) (1.44)
Operating Profit Ratio (0.21) (0.28) (0.56) (0.90) (1.33)
Liquid Assets to Liability Ratio 0.70 1.83 1.76 2.05 2.97
Net Earnings Ratio (0.15) (0.26) (0.45) (0.64) (1.33)
Return on Net Worth (0.33) (0.55) (0.93) (0.99) (1.12)
Reinsurance Ratio 0.05 0.05 0.04 0.12 0.10
Claims incurred 0.60 0.58 0.59 0.58 0.57
Solvency Ratio 2.16 2.10 2.13 2.12 1.91

32. Additional disclosure pursuant to clause 7.1 (g) of Corporate Governance guidelines issued by the IRDA on August 5, 2009
(Rs ‘000)
Name of the Auditor Services Rendered FY 15-16 FY 14-15
S.R. Batliboi & Associates LLP ICFR Certification and Consolidation pack as per revised
Schedule VI for Holding company 1100 -
Nangia & Co Tax Audit, Certification and Tax Consultancy 1010 80

33. Corporate Social Responsibility

The Company is not required to constitute a CSR Committee as the Company does not fulfill the conditions given under Section 135 of
the Companies Act, 2013.

34. Pending Litigations

The Company's pending litigations comprise of claims against the Company primarily by the customers and proceedings pending with
Tax authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where
provisions are required and disclosed the contingent liabilities where applicable, in its financial statements. The Company does not
expect the outcome of these proceedings to have a material adverse effect on its financial results at March 31, 2016. Refer note 1 for
details on contingent liabilities and note 2 for litigation reserve.

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schedules
fo r m i n g pa rt o f th e fi n a n c i a l statem ents

35. Comparative Figures

Previous year figures have been regrouped/reclassified, wherever considered necessary, to conform to current year’s classification.
S.N. Regrouped to Regrouped from Amount Reason
1 Claims Incurred (Net) Operating Expenses related to 83284 Claim handling expenses have been regrouped from
Insurance Business Operating Expenses to Claims incurred
2 Other Assets Current Liabilities 4918 Cenvat credit related to Service Tax have been
regruouped from Current Liabilities to Other Assets
3 Other Assets Current Liabilities 5695 Service Tax deposited on account of Unallocated
Premium have been regrouped fromCurrent Liabilities
to Other Assets
36. The figures of financial year ended March 31, 2015 were audited by a firm of Chartered Accountants other than S.R. Batliboi & Associates
LLP.

As per our report of even date For and on behalf of the Board of Directors
Max Bupa Health Insurance Company Limited

Director
K. Narsimha Murthy Rajesh Sud
DIN – 00023046 DIN: 2395182

Company Secretary CEO & Managing

Rajat Sharma Director
Membership No. – FCS 7069 Ashish Mehrotra
DIN – 07277318

Appointed Actuary Chief Financial Officer

Biresh Giri Rahul Ahuja
Membership No. 00061
Date: May 06, 2016
Place: Delhi

A N N U A L R E P O RT 2 0 1 5 - 1 6
 MANAGEMENT REPORT

In accordance with the provisions of the Insurance Regulatory and Development Authority (IRDA) (Preparation of Financial Statements and Auditor’s
Report of Insurance Companies) Regulations, 2002 (the Regulation) Management Report is submitted for the year ended 31st March 2016:
1. It is confirmed that the registration certificate granted by the Insurance Regulatory and Development Authority has been renewed and valid
up to March 31, 2016.
2. It is certified that all the dues payable to the statutory authorities due up to March 31, 2016 have been duly paid.
3. It is confirmed that the Indian and Foreign shareholding pattern during the year ended March 31, 2016 is in accordance with the statutory
and regulatory requirements.
4. It is hereby declared that management has not directly or indirectly invested outside India the funds of the holders of policies issued in India.
5. The Company is maintaining the required solvency margins under the Insurance Act, 1938.
6. It is certified that the values of all the assets have been reviewed on the date of Balance Sheet and in management’s belief, the assets set
forth in the Balance sheet are shown in the aggregate at amounts not exceeding their realizable or market value under the heading -
“Loans”, ”Investments,(wherever applicable) ”Agents Balances”, “Outstanding Premiums”, “Interest, Dividend and Rents Outstanding”,
“Interest, Dividends and Rents accruing but not due”, “Amounts due from other persons or Bodies carrying on insurance business”,
“Sundry Debtors“, “Bills Receivable”, ”Cash” and several items specified under “other Accounts”.
7. The Investment Risk is managed by creating a portfolio of different asset classes and of varied maturities so as to spread the risk across a
wide category of Investee companies. The Company has constituted an Investment Committee, which acts as the policy making body for
the Investment operations. The Investment Committee lays down various internal policies and norms governing the functioning of the
Investment Department. The Investment Committee periodically discusses the Investment strategy, portfolio structures, performance of
the portfolio and related issues. The Investment policy is reviewed regularly in order to align the same with the Company business plans.
8. It is confirmed that there were no operations of the Company outside India during the year ended March 31, 2016.
9. Ageing of claims outstanding and trends in settlement of claims are given below:-
(Amount Rs.’000s)
FY 2015-16 FY 2014-15 FY 2013-14 FY 2012-13 FY 2011-12
No. Of Amount No. Of Amount No. Of Amount No. Of Amount No. Of Amount
claims Involved claims Involved claims Involved claims Involved claims Involved
1 month 1843 124837 2737 198391 2231 77563 1406 36950 710 47650
1-3 months 229 18364 190 15982 1246 32514 323 23389 131 7223
3–6 Months 55 4156 2 78 83 334 32 2772 27 1330
6 Months – 1 Year 4 3054 - - - - - - 1 400
1 Year – 5 Years 1 129 - - - - - - - -
5 Years & above - - - - - - - - - -
10. As at March 31, 2016, the investments of the Company are mainly in Debt Securities, Bank Deposits, Mutual Funds and CD/CP’s. As per
the IRDA guidelines, all debt securities are considered as held to maturity and valued at historical cost subject to amortization. Further, the
market value for debt securities as at March 31, 2016 has been calculated as per guidelines issued by Fixed Income Money Market &
Derivatives Association (FIMMDA).
Acquisition cost of Debt Securities is Rs. 3867723 thousands (Previous year Rs. 2573730 thousands), amortized value is Rs. 3885269
thousands (Previous year Rs. 2596426 thousands) and market value at Rs. 3950777 thousands (Previous year Rs. 2656116 thousands).
11. Investments are in accordance with the Insurance Act, 1938 and Insurance Regulatory & Development Authority (Investment) Regulations,
2000. Investment Portfolio consists of Central Government Securities, Infrastructure Bonds (AAA), Housing Sector Bonds (AAA), Certificate
of Deposit/Commercial Papers with A1+/P1+/PR1+ ratings, Liquid Mutual Funds and Deposits with various Scheduled Banks. There is no
Non Performing Asset as at March 31, 2016.
12. Payments made to companies and organizations in which directors are interested are as under:
(Amount Rs.’000s)
SN Entity in which Director is Interested Nature of Payment Amount of Payment during
the Financial Year
1 Max India Limited Legal & Professional fees, Insurance Premium 2466
and Employee transfer In/Out
2 Max Life Insurance Company Limited Rent, Professional fee and Insurance premium 7553
3 Max Healthcare Institute Limited Claim Payment 48920
4 NIIT Technologies Limited Legal and Professional charges 3907
5 Max Skill First Limited Training exps 15663
6 Max One Distribution and Services Limited Professional fees 1113
7 Bupa Finance Plc, UK -

A N N U A L R E P O RT 2 0 1 5 - 1 6
MANAGEMENT REPORT

13. It is hereby confirmed:

a. That the Financial Statements have been prepared in accordance with generally accepted accounting principles and policies,
applicable accounting standards and current practices prevailing in the insurance industry and there are no material departures.
b. That the management has adopted accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of
the operating Profit or Loss of the Company for the year
c. That the management has taken proper and sufficient care for the maintenance of adequate accounting records in accordance with
the applicable provisions of the Insurance Act 1938 (4 of 1938) and Companies Act 2013 for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities.
d. That the management has prepared the financial statements on a going concern basis.
e. All the expenses which have been incurred in relation to Miscellaneous - “Health “Insurance business, have been appropriately
reported in Revenue Account.

For and on behalf of the Board of Directors

Director CEO & Managing Director

K. Narsimha Murthy Ashish Mehrotra
DIN - 00023046 DIN - 07277318

Company Secretary Chief Financial Officer

Rajat Sharma Rahul Ahuja
Membership No. - FCS 7069

Date: May 06, 2016

Place: Delhi

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANTARA SENIOR
LIVING LIMITED
Your Directors have the pleasure in presenting the Fifth Annual
Report together with the Audited Accounts for the financial year
ended March 31, 2016.
Financial Performance
The financial highlights of your Company for the year under review are
given below:
(Rs. in Lacs)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Total Income 1630.08 1164.50
Total expenses 2160.81 1772.81
EBITDA (530.73) (608.31)
Less: Depreciation 152.25 116.06
Less: Finance cost 1.59 2.71
Profit / (Loss) Before Tax (684.57) (727.08)
Less : Tax expense - -
Profit / (Loss) After Tax (684.57) (727.08)
During the year under review, the Company registered a net loss
amounting to Rs. 684.57 Lacs. The Company is incurring expenditure
on marketing and promoting the “Antara” brand as well as its first
residential senior living community at Dehradun, being developed by
its subsidiary company, Antara Purukul Senior Living Limited
(‘APSLL’). Whilst the income of the Company has increased by Rs.
466 lacs during the year, expenses for additional team, operations
and administration costs have also increased by Rs. 388 lacs which
was necessary due to the depressed real estate market conditions.
Key Operational Developments of Financial Year 2015-16
The development of first senior living community by APSLL has been
the key focus of the Company during the Financial Year 2015-16. The
measures taken in this regard are as follows:
1. Assisting APSLL in brand building and marketing initiatives in
developing the Community.
2. Facilitating the operations strategy & pre-operations planning.
3. Developing an integrated technology platform to help drive
efficiency in corporate systems and processes.
We are pleased to report that there has been good progress on all of
these fronts.
Brand Building and Marketing Initiatives
Your Company had started bookings for the Dehradun Community in
May 2013 and has over the 36 months built a robust engine to
develop the “Antara” brand and engage with potential residents
through a highly interactive process. In line with its vision, your
Company’s signed-on residents today exemplify a genre of seniors
who are progressive and passionate for embracing new experiences.
Over the past year, your Company has pursued diverse marketing and
brand building initiatives, customer acquisition events and activities.
The results of this has seen a quarter on quarter growth in booking
velocity rate from 1.7 per month in March 2015 to 4.1 in December
2015. However, the last quarter has seen a drop in booking velocity to
1.3 per month.
The lead generation and brand building initiatives include well
planned campaigns over print and digital media, advertorials, and
resident & client events. This included advertorials in HT Brunch,
Time Magazine, Gymkhana Club Magazine and Jetwings. For the 1st
time ever, your Company featured real life story of the residents
through an advertorial. Further, lead generation events at Modern,
Stephens Alumni meets, Delhi Gymkhana, Art Exhibitions and
A N N U A L R E P O RT 2 0 1 5 - 1 6
Chandigarh Golf Club were conducted. Interactions were held with
regional press in Chandigarh, Dehradun and national press in the
capital.
The last year has also seen a renewed focus on data analytics with
the successful implementation of an enterprise wide Microsoft
Dynamics CRM. The Company’s latest version of blog was also
launched. At the social media end, your Company continues to
engage with its followers on Facebook and Youtube. Your Company
aims to make its residents as its brand ambassadors and the work
towards this has successfully started.
Operational Initiatives
The hallmark of successful high quality service delivery is proper and
preparatory works. Your Company has through APSLL hired team
members across various functions such as Housekeeping, Security &
Engineering, Food & Beverage, Resident Services and Lifecare.
During the Financial Year 2015-16, the key focus of the operations
team was towards activities pertaining to club house operations,
housekeeping, engineering, lifecare center, procurement, learning
and development of teams to be hired.
The operations team has also been working very closely with the
projects team to be part of its quality journey, as each space within
the Community moves from civil to finishing activities. Your Company
expects to send the welcome letters to the residents in August’16,
team induction in September’16 and soft launch around Diwali in
October’16.
Corporate Systems and Processes
A dedicated team of 97 team members has been created to cater to
variety of business functions. Majority team members have been
inducted for Dehradun Community and are now expected to be in the
operations team. The constant endeavors have been made by your
Company on implementation of the best practices in talent acquisition,
on-boarding & induction, talent management, governance,
recognition, appreciation and benefits to team members.
Your Company has already implemented an industry standard CRM
based on Microsoft Technologies which has set the foundation for
data and analytics for better resident awareness. It will be embarking
on ERP related works later this year.
Industry Outlook
Senior living as an industry category is witnessing growth phase with
existing players trying to step up and develop higher value products as
well as new entrants trying to launch their first senior living ventures.
While most of the offerings in the market continue to be delivered as
real estate products by traditional real estate developers, there are
instances where non real estate players have started venturing into
senior living. In terms of size of units, while most of the early
communities were of a size of 100 – 200 units, some of the new
communities have started constructing over 400 units. The average
price point in the market is also witnessing an upward trend with the
concept gaining popularity in the mind space of seniors. Senior living
continues to be more acceptable as a concept in South and West India
with established players expanding to do more projects in their
respective regions. However, there are new projects which are coming
up in East and North India as well. As per our estimates, there are 10
serious players in the senior living sector in India and about 40 new
entrants trying to create their first community.
Future Outlook
Over the course of Financial Year 2016-17, your Company’s focus will
be towards successfully launching the Dehradun Community,
seamlessly migrating from executing the project to taking good care
of the residents in Dehradun Community. Your Company will continue
to build its brand positioning and product awareness amongst the
target clients by various public relation initiatives, events and
activities to generate clients leads and will create engagement
programmes for signed-on residents.
Your Company will also take steps in Financial Year 2016-17 towards
charting a clear roadmap for future communities and other avenues
of business growth.
Dividend
Your Directors have not recommended any dividend for the year
under review in view of loss incurred by the Company.
Share Capital
During the period under review, there had been no change in the
Share Capital of the Company.
As on date, the capital structure of the Company is as under:
The authorised share Capital is Rs. 2,76,00,00,000/- divided into
80,00,000 equity shares of Rs. 10/- each and 2,68,00,000
compulsorily convertible preference shares of Rs. 100/- each.
The paid-up share capital of the Company as on date is Rs.
1,527,141,700/-divided into 80,00,000 equity shares of Rs. 10/-
each and 14,471,417 compulsorily convertible preference shares of
Rs. 100/- each. The entire paid up share capital is held by Max India
Limited (erstwhile Taurus Ventures Limited).
Changes in Holding Company
Max India Limited, the holding company of your Company got
restructured during the previous year. The Hon’ble High Court of
Punjab and Haryana at Chandigarh approved the Composite Scheme
of Arrangement between Max India Limited, Taurus Ventures Limited
(“TVL”) and Capricorn Ventures Limited (hereinafter referred to as
“the Composite Scheme”), on December 14, 2015.
As per the Composite Scheme of Arrangement, Max India Limited has
been demerged into 3 different entities namely Max Financial
Services Limited (erstwhile Max India Limited), TVL (now known as
Max India Limited) and Max Ventures and Industries Limited
(erstwhile Capricorn Ventures Limited). The name of TVL was
changed to Max India Limited w.e.f. February 12, 2016. TVL is
engaged inter alia in the activity of providing management
consultancy services and holding, making and nurturing of
investments in health and allied activities, which includes senior
living activities conducted through your Company and its
subsidiaries.
The Board of Directors of the Company in their meeting held on May
9, 2016 had approved the request received for transfer of entire
Shareholding from Max Financial Services Limited (erstwhile Max
India Limited) to Max India Limited (erstwhile TVL). Thus, the holding
company of your Company is Max India Limited (erstwhile TVL)
instead of Max Financial Services Limited (erstwhile Max India
Limited). The shares of Max India Limited were listed on Bombay
Stock Exchange and National Stock Exchange effective July 14,
2016.
Transfer To Reserves
The Company does not propose to transfer any amount to the
reserves.
Material Change affecting the Financial Position of the Company
since March 31, 2016 to the date of the report
There is no material change affecting the financial position of the
Company since March 31, 2016 to the date of report.
Board of Directors
Mrs. Tara Singh Vachani has been associated with the Company
since inception. The Shareholders of the Company in their meeting
A N N U A L R E P O RT 2 0 1 5 - 1 6
held on March 19, 2015 had re-appointed her as a Manager and CEO
of the Company for a term of three years effective April 1, 2015 and
upto March 31, 2018.
Mrs. Vachani has been the founder member of the Company and had
conceived the idea of developing senior living communities in India in
the year 2010. With maturity, passion, drive and commitment, she
has consistently addressed challenges and critical issues, built a
high quality team and has curated the development of Antara’s first
senior living community which will become operational this year. The
quality of the customer base and character of the community is a
testimony to the brand and reputation that the Company is building
as the pioneer of high quality senior living in India.
Keeping in view the performance of Mrs. Vachani and based on the
recommendations of Nomination and Remuneration Committee
Meeting, the Board of Directors in their meeting held on January 14,
2016 had approved her elevation as the Managing Director and CEO
of the Company from Manager and CEO of the Company for a term of
five years effective from January 14, 2016 under Section 196, 197
and 198 read with Chapter XIII- Appointment and Remuneration of
Managerial Personnel and Schedule V and other applicable
provisions, if any of the Companies Act, 2013.
Since Companies Act, 2013 necessitates the Managing Director to
be a Director of the Company, the Board of Directors in their meeting
held on January 14, 2016 had appointed Mrs. Tara Singh Vachani as
an Additional Director of the Company pursuant to Section 161 of the
Companies Act, 2013 and the Articles of Association of the Company.
In terms of Section 161 of the Companies Act, 2013, Mrs. Tara Singh
Vachani can hold office of Director, up to the date of the ensuing
Annual General Meeting. As required under Section 160 of the
Companies Act, 2013, a notice in writing has been received from Mr.
AVK Rao, Member of the Company along with requisite deposit,
proposing candidature of Mrs. Tara Singh Vachani for the office of
Director of the Company.
Accordingly, Mrs. Vachani’s appointment as a Director liable to retire
by rotation and further Managing Director and CEO of the Company is
included in the notice of Annual General Meeting of the Company.
Further, in accordance with the requirement of the Companies Act,
2013, Mr. Mohit Talwar and Mr. Rohit Kapoor are the directors liable
to retire by rotation at the ensuing Annual General Meeting and being
eligible, have offered themselves for re–appointment. The Board
recommends their re-appointment.
Independent Directors
The Company has received declarations from Mr. Pradeep Pant and
Mrs. Sharmila Tagore, Independent Directors of the Company
confirming that they meet with the criteria of independence as
prescribed under Section 149 of the Companies Act, 2013.
Further, the code of conduct for independent directors specifying
their roles, rights, responsibilities in the Company, business model of
the Company and related matters are put up on the website of the
Company at the link <http: www.antaraseniorliving.com>.
Board Evaluation
The Companies Act, 2013 states that a formal annual evaluation
needs to be made by the Board of its own performance and that of its
Committee and Individual Directors. Schedule IV of the Companies
Act, 2013 states that the performance evaluation of Independent
Directors shall be done by entire Board excluding the Director being
evaluated.
In this regard, the Board had on the recommendation of the
Nomination and Remuneration Committee, in its meeting held on
April 18, 2016 adopted the same framework as adopted previously
since entire Board has been already conversant with the procedure
of evaluation. Details Of Subsidiary Companies
Based on the said Evaluation Framework, the evaluation of The Company had following two subsidiaries as on March 31, 2016:
independent directors have been carried out by the entire Board and 1. Antara Purukul Senior Living Limited
that of Chairperson and non-independent directors were carried out
by the Independent Directors. Separate exercise has been carried 2. Antara Gurgaon Senior Living Limited
out to evaluate the performance of individual directors on various There has been no material change in the nature of the business of
parameters such as attendance, contribution at the meetings etc. the subsidiaries.
The Board evaluated the effectiveness of its functioning and that of Financial Performance of each of the Subsidiaries
the Committees and of individual directors including Managing
Antara Purukul Senior Living Limited
Director, Chairperson of the Board and Independent Directors by
seeking their inputs on various aspects of Board/Committee (Rs. in Lacs)
Governance. The aspects covered in the evaluation framework For the year ended For the year ended
included the contribution to and monitoring of governance practices, March 31, 2016 March 31, 2015
participation in the long-term strategic planning and the fulfilment of
Total Income 106.03 124.98
Directors' obligations and fiduciary responsibilities, including but not
limited to, active participation at the Board and Committee meetings. Total expenses 2,235.36 8626.81
The review concluded by affirming that overall the Board as a whole EBITDA (2,129.33) (8501.83)
as well as its Chairman, all of its members individually and the Less: Depreciation 35.58 19.65
Committees of the Board have been able to discharge their
responsibilities diligently. It further acknowledged that Less: Finance cost 1,025.01 1747.23
Board/Committees were able to effectively provide strategic Less: Transferred to CWIP 0 (2732.61)
directions to the Company on key decisions impacting the Profit / (Loss) Before Tax (2,129.33) (7536.11)
performance of the Company.
Less : Tax expense (1.46) 40.55
Policy on Qualification and Remuneration for the Directors, Key
Managerial Personnel and Other Employees Profit / (Loss) After Tax (2,127.87) (7576.66)

During the period under review, no change has been brought to the Antara Gurgaon Senior Living Limited
Policy framed for determining qualifications, positive attributes and
independence of a Director and remuneration for the Directors, Key (Rs. in Lacs)
Managerial Personnel and other employees. For the year ended For the year ended
The Policy is attached herewith marked as Annexure 1. March 31, 2016 March 31, 2015

Audit Committee Total Income Nil Nil

There has been no change in the composition of the Audit Total expenses 0.47 0.66
Committee. Its members are as follows: EBITDA (0.47) (0.66)
1) Mr. Pradeep Pant (Chairman) Less: Depreciation Nil Nil
2) Mrs. Sharmila Tagore Less: Finance cost Nil Nil
3) Mr. Rohit Kapoor Profit / (Loss) Before Tax (0.47) (0.66)
Nomination and Remuneration Committee Less : Tax expense 0 0
There has been no change in the composition of the Nomination and Profit / (Loss) After Tax 0 0
Remuneration Committee. Its members are as follows:
1) Mr. Rahul Khosla (Chairman) The statement containing the salient features of the financial
statement of the subsidiaries in the prescribed format AOC-1 is
2) Mr. Pradeep Pant appended as Annexure–2 to this Report. The Company does not have
3) Mr. Mohit Talwar any associate or joint venture companies.
4) Mrs. Sharmila Tagore Auditors and Auditors’ Report
Internal Financial Control Statutory Auditor
Your Company has ensured that adequate internal financial controls The Shareholders of the Company in their Annual General Meeting
have been laid down in the Company. It is further ensuring that such held on September 15, 2015 had appointed M/s Deloitte Haskins
controls are functioning effectively with reference to the financial and Sells LLP, Chartered Accountants as the statutory auditors of the
statements. Different processes have been designed to ensure the Company for a consecutive period of 5 years i.e. from Financial Year
compliance of the internal control requirements, regulatory 2015-16 till 2019-20.
compliance and appropriate recording of financial and operational As per Section 139 of the Companies Act, 2013 read with the
information. During the year, such controls were tested internally and Companies (Audit and Auditors) Rules, 2014, the Statutory Auditor
no reportable material weakness in the design or operations were appointed in the Annual General Meeting shall hold office from the
observed. conclusion of that meeting till the conclusion of the sixth annual
During the period under consideration, your Company had provided general meeting and further such appointment shall be subject to
trainings to the team members for strengthening the implementation ratification in every annual general meeting by passing of an ordinary
of Internal Financial Controls in two phases i.e. induction training and resolution.
refresher training. Ratification of appointment of M/s Deloitte Haskins and Sells LLP,

A N N U A L R E P O RT 2 0 1 5 - 1 6
Chartered Accountants as the statutory auditors of the Company is
due for the Financial Year 2016-17 and is being placed in Notice of
the Annual General Meeting.
Auditors’ Report
All observations made in the Auditors’ Report and notes to the
accounts are self-explanatory and do not contain any adverse
remarks or qualification from the Auditors and thus not call for any
further comments under Section 134 of the Companies Act, 2013.
Secretarial Auditor
The Board in its meeting dated January 14, 2016 had appointed M/s
Nityanand Singh and Co., Company Secretaries to conduct
Secretarial Audit for the financial year 2015–16. The Secretarial
Audit Report for the financial year ended March 31, 2016 is annexed
herewith marked as Annexure 3 to this Report. The Secretarial Audit
Report does not contain any qualification, reservation or adverse
remarks.
Disclosures:
Number of Meeting of Board of Directors
During the year under review, the Board of Directors duly met 4 times
on 18.05.2015, 24.07.2015, 28.10.2015 and 14.01.2016 in
respect of which proper notices were given and the proceedings were
properly recorded and signed in the minutes book maintained for the
purpose.
Particulars of the Loans Given, Investment or Guarantees Under
Section 186
Details of Loans, Guarantees and Investments covered under the
provisions of Section 186 of the Companies Act, 2013 are given in
the notes to the Financial Statements.
Particulars of Contracts or Arrangements with Related Parties
All contracts / arrangements / transactions entered by the Company
during the financial year with related parties were presented to the
Audit Committee and noted by the Board.
List of all the related party transactions entered by the Company
during the financial year 2015-16 is annexed herewith marked as
Annexure 4 to this Report.
Risk Management Policy
Your Company has been adhering to the Risk Management Policy
adopted for assessing the key risks faced by the organization such as
strategic, financial, credit, market, liquidity, information technology,
legal, regulatory and other risks. It encompasses the practices
relating to the identification, analysis, evaluation mitigation and
monitoring the strategic, external and internal risks to achieving its
key business objectives. Every quarter, the Audit Committee review
the principal risks and uncertainties that can impact the ability of the
Company to achieve its strategic objectives and seeks measures to
minimize the adverse impact of these risks.
Conservation of Energy and Technology Absorption
Your Company has been constantly taking measures in view of
conservation of energy and technology absorption which are
enumerated as follows:
• Variable Frequency Drives have been planned to save more
energy for operating motors and lifts.
• Water efficient sanitary fixtures to reduce potable water usage.
• Native plant species selected for landscaping to reduce potable
water requirement.
• Solar water heating panels to cater to 20% of hot water requirement.
• LED based lighting in high usage common areas to optimize power
A N N U A L R E P O RT 2 0 1 5 - 1 6
consumption.
• 100% wastewater treatment at the zero discharge site has been
planned to prevent release of any harmful or toxic material.
• Energy efficient buildings using low embodied energy building
materials.
Foreign Exchange Outgo
(Rs. in Lacs)
Particulars 2015-16 2014-15
Foreign Exchange Outgo
Legal and professional 12.75 165.01
Marketing expenses 31.25 16.41
Travelling and Conveyance 53.77 15.11
Director Sitting Fees 7.76 0
Total 106.00 196.26
Directors’ Responsibility Statement
Pursuant to the requirement under Section 134(5) of the Companies
Act, 2013, with respect to Directors’ Responsibility Statement, your
Directors confirm that:
a. in the preparation of the annual accounts, the applicable
accounting standards had been followed alongwith proper
explanation relating to material departures;
b. the directors had selected such accounting policies and applied
them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and
of the profit and loss of the Company for that period;
c. the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with
the provisions of this Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities;
d. the directors had prepared the annual accounts on a going
concern basis; and
e. the directors, had laid down internal financial controls to be
followed by the Company and that such internal financial controls
are adequate and were operating effectively.
f. the directors had devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
Extract of Annual Return
Extract of Annual return of the Company is annexed herewith as
Annexure 5 to this report.
Particulars of Employees and Remuneration
The information required under Rule 5 (2) and (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules,
2014 is provided in the Annexure 6 to this Report.
Prevention of Sexual Harassment of Women at Workplace
The Company has zero tolerance for sexual harassment at workplace
and has been undertaking measures in order to nurture and promote
a gender sensitive and safe working environment at all locations. In
this regard, Company had adopted a policy on prevention, prohibition
and redressal of sexual harassment at workplace in line with the
provisions of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the rules
framed thereunder.
The Company has been organizing training programmes for the team Enclosures:
members for creating awareness on the subject. Annexure-1: Policy on qualification, positive attributes etc. of Directors.
During the financial year 2015-16: Annexure-2: Form AOC-1
No. of complaints received on sexual harassment by Company: Nil Annexure-3: Secretarial Auditor Report for financial year 2014-15
No. of complaints have been disposed off after taking appropriate Annexure-4: List of related party transactions for financial year 2014-15
action: Nil
Annexure-5: Extract of Annual Return of the Company
No. of complaints remain pending as of 31 March, 2016: Nil
Annexure 6: Particulars of Employees and their remuneration
Acknowledgement
Your Directors would like to express their sincere appreciation for the
assistance and co–operation received from the management and its
team members during the year under review.
By order of the Board
For Antara Senior Living Ltd.
Place: New Delhi
Date: August 1, 2016

sd/- sd/-
Tara Singh Vachani Mohit Talwar
Managing Director & CEO Director
DIN No.02610311 DIN No.02394694

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 1
APPOINTMENT CRITERIA, QUALIFICATION & REMUNERATION
POLICY IN TERMS OF SECTION 178 OF THE COMPANIES ACT, 2013
(“THE ACT”)
Preamble
In terms of Section 178 of the Act, the Nomination & Remuneration
Committee (“NRC”) shall formulate the criteria for determining
qualifications, positive attributes and independence of a Director
and recommend to the Board a Policy, relating to the remuneration
for the Directors, Key Managerial Personnel (“KMP”) and other
employees.
Appointment Criteria and Qualification
It is the responsibility of the NRC to develop competency
requirements for the Board based on the industry and strategy of the
Company. For this purpose, the NRC shall identify and ascertain the
integrity, qualification, expertise and experience of the person,
conduct appropriate reference checks and due diligence before
recommending him /her to the Board.
For the appointment of KMPs [other than Managing Director/ Whole
time Director/Manager/CEO], Senior Management and other
employees, a person should possess adequate qualification,
expertise and experience for the position, he / she is considered for
the appointment.
Remuneration Policy
The remuneration policy of the Company is aimed at rewarding the
performance, based on review of achievements on a regular basis
and is in consonance with the existing industry practice. This Policy
has been adopted in accordance with the requirements of Section
178 of the Act with respect to the appointment and remuneration of
the Directors, Key Managerial Personnel and Senior Management.
The key components of the Company’s Remuneration Policy are - the
Compensation will be based on credentials and the major driver of
performance, compensation will be competitive and benchmarked
with industry practice and compensation will be fully transparent and
tax compliant.
The purpose of this Policy is to ensure that the remuneration to
Directors, KMP and Senior Management involves a balance between
fixed and incentive pay reflecting short and long-term performance
objectives appropriate to the working of the Company and its goals
A N N U A L R E P O RT 2 0 1 5 - 1 6
and to retain, motivate and promote talent and to ensure long term
sustainability of talented managerial persons and create competitive
advantage.
• Remuneration of Managing / Whole - time Director/ Manager/
CEO, KMP and Senior Management
The remuneration of the Managing / Whole - time Director/
Manager/CEO will be determined by the NRC and recommended
to the Board for approval. Such remuneration shall be subject to
the prior / post approval of the shareholders of the Company and
Central Government, wherever required and shall be in
accordance with the provisions of the Act and Rules made
thereunder. Further, the Manager/CEO of the Company is
authorised to decide the remuneration of KMP (other than
Managing /Wholetime Director/ Manager/CEO) and Senior
Management and which shall be decided by the Manager/CEO
based on the standard market practice and prevailing HR policies
of the Company.
• Remuneration to Non-executive / Independent Director
The remuneration / commission / sitting fees, as the case may be,
to the Non-Executive / Independent Director, shall be in
accordance with the provisions of the Act and the Rules made
thereunder for the time being in force or as may be decided by the
Committee / Board /shareholders. An Independent Director shall
not be entitled to any stock option of the Company unless
otherwise permitted in terms of the Act, as amended from time to
time.
By the order of the Board
For Antara Senior Living Ltd.
Place: New Delhi
Date: August 1, 2016
Sd/- Sd/-
Mrs. Tara Singh Vachani Mohit Talwar
Managing Director & CEO Director
DIN No. 02610311 DIN No. 02394694
 ANNEXURE - 2

Form AOC-1
(Pursuant to first proviso to sub section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Financial Summary of the Subsidiary Companies
Rs. In Lakhs
Antara Purukul Senior Living Ltd Antara Gurgaon Senior Living Ltd
As on As on March 31 As on March 31 As on March 31
31-Mar-16 31-Mar-15 31-Mar-16 31-Mar-15
Share Capital 821.90 821.90 5.00 5.00
Reserves & Surplus (9,720.07) (7,592.22) (1.56) (1.09)
Total Assets 33,716.94 21,335.01 3.64 4.11
Total Liabilities 42,615.11 28,105.33 0.20 0.20
Investments - 1,375.36 - -
Turnover 106.03 124.98 - -
Profit/(Loss) before taxation (2,129.31) (7,536.11) (0.47) (0.66)
Provision for taxation (1.46) 40.55 - -
Profit/(Loss) after taxation (2,127.85) (7,576.66) (0.47) (0.66)
Proposed Dividend - - - -
% of Shareholding 100% 100% 100% 100%
Reporting Currency INR
Notes:
(i) The detailed financials of the Subsidiary Companies shall be made available to any Shareholder seeking such information.
(ii) The Compant does not have any associate companies and joint ventures.

For and on behalf of Board

Sd/- Sd/-
Tara Singh Vachani Mohit Talwar
Place: New Delhi Managing Directors and CEO Executive Director
Date: August 1, 2016 DIN : 02610311 DIN No. 02394694

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 3
SECRETARIAL AUDIT REPORT
FOR THE YEAR ENDED 31ST MARCH 2016
[Pursuant to section 204(1) of the Companies Act, 2013 and rule
No.9 of the Companies (Appointment and Remuneration
Personnel)Rules, 2014]
To,
The Members,
ANTARA SENIOR LIVING LIMITED,
Max House 1, Dr.Jha Marg,
Okhla, New Delhi -110020
We have conducted the secretarial audit of the compliance of
applicable statutory provisions and the adherence to good corporate
practices by M/s Antara Senior Living Limited (hereinafter called
“the Company”). Secretarial Audit was conducted in a manner that
provided us a reasonable basis for evaluating the corporate
conducts/ statutory compliances and expressing my opinion
thereon.
Based on our verification of the Company’s books, papers, minute
books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its
officers, agents and authorized representatives during the conduct
of secretarial audit, we hereby report that in our opinion, the
Company has, during the audit period covering the financial year
ended on 31st March, 2016 complied with the statutory provisions
listed hereunder and also that the Company has proper Board-
processes and compliance-mechanism in place to the extent, in the
manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and
returns filed and other records maintained by the Company for the
financial year ended on 31st March, 2016 according to the provisions
of:
(i) The Companies Act, 2013 (the Act) and the rules made
thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the
Rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws
framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the Rules and
Regulations made thereunder to the extent of Foreign Direct
Investment, Overseas Direct Investment and External
Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
a) The Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011;
b) The Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulations, 1992 and The Securities and
Exchange Board of India (Prohibition of Insider Trading)
Regulations, 2015;
c) The Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2009;
d) The Securities and Exchange Board of India (Employee Stock
Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999;
e) The Securities and Exchange Board of India (Issue and Listing
of Debt Securities) Regulations, 2008;
f) The Securities and Exchange Board of India (Registrars to an
Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client;
g) The Securities and Exchange Board of India (Delisting of
Equity Shares) Regulations, 2009; and
A N N U A L R E P O RT 2 0 1 5 - 1 6
(vi) Other Laws which are specifically applicable to the Company.
We have also examined compliance with the applicable clauses of
the following:
(i) Secretarial Standards issued by The Institute of Company
Secretaries of India.
(ii) The Listing Agreements entered into by the Company with Stock
Exchange.
During the period under review the Company has complied with the
provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
mentioned above subject to the following observations:-
1. Being an Un-listed Company, the Acts referred in clause (ii),
(iii) and (v) as mentioned above are not applicable to the
Company.
2. Being an unlisted Company, there is no listing agreement
entered into by the Company with any Stock Exchange.
3. In view of the nature of activities carried, no specific law is
applicable to the Company.
4. Secretarial Standard-1 and Secretarial Standard -2 were
issued and notified by the Institute of Company Secretaries
of India on 1st July, 2015. Hence compliance was checked
from that date. Secretarial Standard -3 to 10 are yet to be
notified, hence same are not applicable to the Company.
We further report that:
The Board of Directors of the Company is duly constituted with proper
balance of Executive Directors, Non-Executive Directors and
Independent Directors. The changes in the composition of the Board
of Directors that took place during the period under review were
carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board
Meetings, agenda and detailed notes on agenda were sent at least
seven days in advance and a system exists for seeking and obtaining
further information and clarifications on the agenda items before the
meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’
views are captured and recorded as part of the minutes.
We further report that there are adequate systems and processes in
the Company commensurate with the size and operations of the
Company to monitor and ensure compliance with applicable laws,
rules, regulations and guidelines.
We further report that during the audit period following specific
events/ actions were taken by the Company which have major
bearing on the Company’s affairs in pursuance of the act, rules,
regulations, guidelines, standards etc. referred above:
1. The Company has amended its Memorandum of Association and
Article of Association in accordance with the provisions of the
Companies Act, 2013 in Annual General Meeting held on 15th
September, 2015.
2. The Company had elevated Mrs. Tara Singh Vachani (DIN:
02610311) to the designation of Managing Director and Chief
Executive Officer (CEO) of the Company from Manager and CEO of
the Company on 14th January, 2016 for a period of 5 years to hold
office upto 13th January, 2021. The Company has complied with
provisions of the Act & Rules relating to appointment of Mrs. Tara
Singh Vachani.
3. There has been no instance of:
• Public/Rights/Preferential issue of shares/debentures/sweat
equity.
• Redemption/buy back of securities.
 ANNEXURE - 3 CONTD.
SECRETARIAL AUDIT REPORT
FOR THE YEAR ENDED 31ST MARCH 2016

• Major Decision taken by the members in pursuance to section
180 of the Companies Act, 2013.
• Merger/amalgamation/reconstruction etc.
• Foreign technical collaborations.
For Nityanand Singh & Co.,
Company Secretaries
Sd/-
Nityanand Singh (Prop.)
FCS No. : 2668/ CP No. : 2388
Place: New Delhi
Date:29/04/2016
Note: This report is to be read with our letter of even date which is
annexed as Annexure –A and forms an integral part of this report.
2. We have followed the audit practices and processes as were
appropriate to obtain reasonable assurance about the correctness
of the contents of the Secretarial records. The verification was done
on the test basis to ensure that correct facts are reflected in
Secretarial records. We believe that the processes and practices, we
followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of
financial records and Books of Accounts of the Company.
4. Where ever required, we have obtained the Management
representation about compliance of laws, rules and regulations
and happenings of events etc.
5. The compliance of provisions of Corporate and other applicable
laws, rules, regulations, standards is the responsibility of the
management. Our examination was limited to the verification of
procedures on test basis.
6. The Secretarial Audit Report is neither an assurance as to the future
viability of the Company nor of efficacy or effectiveness with which
the management has conducted the affairs of the Company.

Annexure -A Sd/-
To, For Nityanand Singh & Co.,
The Members, Company Secretaries
ANTARA SENIOR LIVING LIMITED,
Max House 1, Dr.Jha Marg, Nityanand Singh(Prop.)
Okhla, New Delhi -110020 FCS No. : 2668/ CP No. : 2388
Our report of even date is to be read along with this letter.
1. Maintenance of Secretarial records is the responsibility of the Place: New Delhi
management of the Company. Our responsibility is to express an Date: 29/04/2016
opinion on these secretarial records based on our audit.

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 4

Antara Senior Living Limited

Details of transactions with related party during the year (Rs. in Lacs)
Holding Enterprise over which Key
Subsidiary director or his relative is
Particulars Company Fellow Subsidiaries Managerial
company able to exercise significant
influence or control Personnel Total
Antara Purukul Max Life Pharmax Forum I New Delhi Ms. Tara
Max India
Senior Living Insurance Corporation Aviation Private House Services Singh Vachani
Limited
Limited Company Ltd. Limited Limited Limited
Transactions during the year
Sale of services- Marketing fees - 57.27 - - - - - 57.27
(-) (58.40) (-) (-) (-) (-) (-) (58.40)
Interest income on loans - 1,543.55 - - - - - 1,543.55
(-) (1,081.44) (-) (-) (-) (-) (-) (1,081.44)
Managerial remuneration - - - - - - 104.24 104.24
(-) (-) (-) (-) (-) (-) (103.83) (103.83)
Staff welfare expenses - - - - - 6.57 - 6.57
(-) (-) (-) (-) (-) (5.32) (-) (5.32)
Electricity charges - - - - - 10.52 - 10.52
(-) (-) (-) (-) (-) (-) (-) (-)
Rent including lease rental - - - 20.54 - - - 20.54
(-) (-) (1.67) (5.51) (-) (-) (-) (7.18)
Insurance 3.65 - 1.96 - - - - 5.61
(3.74) (-) (2.40) (-) (-) (-) (-) (6.14)
Travelling and conveyance - - - - 2.20 - - 2.20
(-) (-) (-) (-) (-) (-) (-) (-)
Reimbursement of expenses by the Company - - 0.49 - - - 0.49
(-) (-) (-) (-) (-) (-) (-) (-)
Loan given by the Company - 4,980.48 - - - - 4,980.48
(-) (-) (-) (-) (-) (-) (-) (-)
Loan received back by the Company - 1,759.67 - - - - 1,759.67
(-) (-) (-) (-) (-) (-) (-) (-)
Corporate guarantee given to secure borrowings of - 27,700.00 - - - - 27,700.00
(-) (-) (-) (-) (-) (-) (-) (-)

Balances outstanding at the end of year

Trade payables - - - - - 1.04 - 1.04

(20.46) (-) (-) (-) (-) (1.16) (-) (21.62)

Long term loans and advances

i. Capital advance - - - - - - - -
(-) (1,306.67) (-) (-) (-) (-) (-) (1,306.67)
ii. Security deposit given - - - 11.15 - - - 11.15
(-) (-) (-) (-) (-) (-) (-) (-)
iii. Loans to related parties - 10,720.81 - - - - - 10,720.81
(-) (7,500.00) (-) (-) (-) (-) (-) (7,500.00)

Short term loans and advances

i. Advance to suppliers - - 0.39 - - - - 0.39
(-) (-) (0.64) (-) (-) (-) (-) (0.64)
ii. Loans to related parties - - - - - - - -
(-) (3,673.81) (-) (-) (-) (-) (-) (3,673.81)

Other current assets

i. Intrerest accrued on loans - 498.64 - - - - - 498.64
(-) (-) (-) (-) (-) (-) (-) (-)

Corporate guarantees given at the year end to

secure borrowings of - 27,700.00 - - - - - 27,700.00
(-) (-) (-) (-) (-) (-) (-) (-)

Note: Figures in brackets pertain to previous year

By order of Board For Antara Senior Living Limited

Sd/- Sd/-
Tara Singh Vachani Mohit Talwar
Place: New Delhi Managing Director & CEO Director
Date: August 1, 2016 DIN No.: 02610311 DIN No.: 02394694

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 5

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
For Financial Year 2015-16
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U74140DL2011PLC218781
ii Registration Date May 5, 2011
iii Name of the Company ANTARA SENIOR LIVING LIMITED
iv Category/Sub-category of the Company UNLISTED PUBLIC COMPANY
v Address of the Registered office & contact details MAX HOUSE,1 DR. JHA MARG, OKHLA, NEW DELHI
vi Whether listed company NO
vii Name , Address & contact details of the Registrar & Transfer Agent, if any. MAS SERVICES LIMITEDT-34, 2ND FLOOR, OKHLA
INDUSTRIAL AREA PHASE-II, NEW DELHI-110020
PH: 011-26387281 FAX: 011-26387384

II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated
SL No Name & Description of main products/services NIC Code of the % to total turnover of the company
Product /service
1 Residential property management services on a fee 99722110 100

III PARTICULARS OF HOLDING , SUBSIDIARY & ASSOCIATE COMPANIES

Sl No Name & Address of the Company CIN/GLN Holding/subsidiary/ % of applicable
associate Shares Held Section
1 MAX INDIA LIMITED (erstwhile Taurus Ventures Limited) U85100PB2015PLC039155 HOLDING 100
2 ANTARA PURUKUL SENIOR LIVING LIMITED U74120UR1995PLC018283 SUBSIDIARY 100
3 ANTARA GURGAON SENIOR LIVING LIMITED U74140DL2012PLC244411 SUBSIDIARY 100

IV (i) SHAREHOLDING PATTERN (Equity Share capital Break up as % to total Equity)

Category of Shareholders No. of Shares held at the No. of Shares held at the % change during
beginning of the year end of the year the year
Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF
b) Central Govt.or State Govt.
c) Bodies Corporates 7,999,994 6 80,00,000 100 7,999,994 6 80,00,000 100 N.A N.A
d) Bank/FI
e) Any other

SUB TOTAL:(A) (1) 7,999,994 6 80,00,000 100 7,999,994 6 80,00,000 100 N.A N.A
(2) Foreign
a) NRI- Individuals
b) Other Individuals
c) Bodies Corp.
d) Banks/FI
e) Any other…

SUB TOTAL (A) (2)

Total Shareholding of 7,999,994 6 80,00,000 100 7,999,994 6 80,00,000 100 N.A N.A
Promoter (A)= (A)(1)+(A)(2)

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 5 CONTD.

B. PUBLIC SHAREHOLDING

(1) Institutions
a) Mutual Funds
b) Banks/FI
c) Cenntral govt
d) State Govt.
e) Venture Capital Fund
f) Insurance Companies
g) FIIS
h) Foreign Venture Capital Funds
I) Others (specify)

SUB TOTAL (B)(1):

(2) Non Institutions

a) Bodies corporates
I) Indian
ii) Overseas
b) Individuals
I) Individual shareholders holding nominal share capital upto Rs.1 lakhs
ii) Individuals shareholders holding nominal share capital in excess of Rs. 1 lakhs
c) Others (specify)

SUB TOTAL (B)(2):

Total Public Shareholding

(B)= (B)(1)+(B)(2)
C. Shares held by Custodian N.A N.A N.A N.A N.A N.A N.A N.A N.A N.A
for GDRs & ADRs

Grand Total (A+B+C) 7,999,994 6 80,00,000 100 7,999,994 6 80,00,000 100 N.A N.A

IV (i) SHAREHOLDING PATTERN (Equity Share capital Break up as % to total Equity)

Category of Shareholders No. of Shares held at the No. of Shares held at the % change during
beginning of the year end of the year the year
Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF
b) Central Govt.or State Govt.
c) Bodies Corporates 14471417 0 14471417 100 14471417 0 14471417 100 N.A 0%
d) Bank/FI
e) Any other

SUB TOTAL:(A) (1) 14471417 0 14471417 100 14471417 0 14471417 100 N.A 0%
(2) Foreign
a) NRI- Individuals
b) Other Individuals
c) Bodies Corp.
d) Banks/FI
e) Any other…

SUB TOTAL (A) (2)

Total Shareholding of 14471417 0 14471417 100 14471417 0 14471417 100 N.A 0%

Promoter (A)= (A)(1)+(A)(2)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 5 CONTD.

B. PUBLIC SHAREHOLDING

(1) Institutions
a) Mutual Funds
b) Banks/FI
c) Cenntral govt
d) State Govt.
e) Venture Capital Fund
f) Insurance Companies
g) FIIS
h) Foreign Venture Capital Funds
I) Others (specify)

SUB TOTAL (B)(1):

(2) Non Institutions

a) Bodies corporates
I) Indian
ii) Overseas
b) Individuals
I) Individual shareholders holding nominal share capital upto Rs.1 lakhs
ii) Individuals shareholders holding nominal share capital in excess of Rs. 1 lakhs
c) Others (specify)

SUB TOTAL (B)(2):

Total Public Shareholding

(B)= (B)(1)+(B)(2)
C. Shares held by Custodian N.A N.A N.A N.A N.A N.A N.A N.A N.A N.A
for GDRs & ADRs

Grand Total (A+B+C) 14471417 0 14471417 100 14471417 0 14471417 100 N.A 0%

(ii) SHARE HOLDING OF PROMOTERS

Sl Shareholders Name Shareholding at the Shareholding at the % change in

No. begginning of the year end of the year share holding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 MAX INDIA LTD (erstwhile Taurus
Ventures Limited) 100 0 100 0 0
Equity 8000000 8000000
Preference 14471417 14471417
Total 22471417 100 0 22471417 100 0 0

(iii) CHANGE IN PROMOTERS' SHAREHOLDING ( SPECIFY IF THERE IS NO CHANGE)

Sl Share holding at the beginning Cumulative Share holding

No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year 22471417 100 22471417 100

Date wise increase/decrease in Promoters Share holding NO CHANGE NO CHANGE NO CHANGE NO CHANGE
during the year specifying the reasons for increase/
decrease (e.g. allotment/transfer/bonus/sweat equity etc)
At the end of the year 22471417 100 22471417 100

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 5 CONTD.

(iv) Shareholding Pattern of top ten Shareholders (other than Direcors, Promoters & Holders of GDRs & ADRs)

Sl For Each of the Top 10 Shareholders Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year N.A N.A N.A N.A

Date wise increase/decrease in Promoters Share N.A N.A N.A N.A
holding during the year specifying the reasons for
increase/decrease (e.g. allotment/transfer/bonus
/sweat equity etc)
At the end of the year (or on the date of separation, N.A N.A N.A N.A
if separated during the year)

(v) Shareholding of Directors & KMP

Sl For Each of the Directors & KMP Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year N.A N.A N.A N.A

Date wise increase/decrease in Promoters Share N.A N.A N.A N.A
holding during the year specifying the reasons for
increase/decrease (e.g. allotment/transfer/bonus
/sweat equity etc)
At the end of the year N.A N.A N.A N.A

(v) INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtness at the beginning of the financial year
I) Principal Amount 1841503.17 1841503.17
ii) Interest due but not paid
iii) Interest accrued but not due

Total (i+ii+iii) 1841503.17 1841503.17

Change in Indebtedness during the financial year

Additions
Reduction 1841503.17 1841503.17
Net Change
Indebtedness at the end of the financial year
i) Principal Amount 0 0
ii) Interest due but not paid
iii) Interest accrued but not due

Total (i+ii+iii) 0 0

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 5 CONTD.

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole time director and/or Manager:

SI. No. Particulars of Remuneration Name of the MD/WTD/Manager Total Amount

1 Gross salary MD WTD Manager

(a) Salary as per provisions contained in section 17(1) 4750000 N.A NA 4750000
of the Income Tax. 1961.
(b) Value of perquisites u/s 17(2) of the Income tax Act, 1961 5250000 N.A NA 5250000
(c) Profits in lieu of salary under section 17(3) of the Income N.A N.A N.A 0
Tax Act, 1961
2 Stock option N.A N.A N.A N.A
3 Sweat Equity N.A N.A N.A N.A
4 Commission N.A N.A N.A N.A
as % of profit N.A N.A N.A N.A
others (specify) N.A N.A N.A N.A
5 Others, please specify N.A N.A N.A N.A
Total (A) 1,00,00,000 10000000
Ceiling as per the Act 2.4 Crore NA 2.40 Crores
Mrs. Tara Singh Vachani was appointed as the Managing Director and CEO of the company on January 14, 2016. From April, 2015 till
January 13, 2016 she was the Manager and CEO of the Company.
B. Remuneration to other directors:
SI. No. Particulars of Remuneration Name of the Directors Total Amount

1 Independent Directors Mr. Pradeep Pant Mrs. Sharmila Tagore

(a) Fee for attending board committee meetings 1100000 1200000 2300000
(b) Commission
(c ) Others, please specify
Total (1) 2300000
2 Other Non Executive Directors
(a) Fee for attending board committee meetings
(b) Commission
(c ) Others, please specify.
Total (2) NIL
Total (B)=(1+2) 2300000
Total Managerial Remuneration 2300000
Overall Cieling as per the Act. Rs. 1 Lakh per meeting

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

SI. No. Particulars of Remuneration Key Managerial Personnel
CEO Company CFO Total
1. Gross Salary
Secretary
(a) Salary as per provisions contained in section 17(1) of N.A 3975122 8396606 12371728
the Income Tax Act, 1961.
(b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961 NA 0 0 0
(c ) Profits in lieu of salary under section 17(3) of the Income NA NA NA NA
Tax Act, 1961
2 Stock Option NA NA NA 0
3 Sweat Equity NA NA NA NA
4 Commission NA NA NA NA
as % of profit NA NA NA NA
others, specify NA NA NA NA
5 Others, please specify NA NA NA NA
Total 12371728

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 5 CONTD.

VII PENALTIES/PUNISHMENT/COMPPOUNDING OF OFFENCES

Section of the Brief Description Details of Penalty/Punishment/ Authority (RD/ Appeal made if
Type
Companies Act Compounding fees imposed NCLT/Court) any (give details)
A. COMPANY
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

B. DIRECTORS
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

C. OTHER OFFICERS IN DEFAULT

Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

For and on behalf of Board

Sd/- Sd/-
Tara Singh Vachani Mohit Talwar
Managing Directors and CEO Director
DIN No.: 02610311 DIN No.: 02394694

Place: New Delhi

Date: August 1, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 1(f)under ‘Report on Other Legal and
Regulatory Requirements’ of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting
under Clause (i) of Sub-section 3 of Section 143 of the Companies
Act, 2013 (“the Act”)
We have audited the internal financial controls over financial
reporting of ANTARA SENIOR LIVING LIMITED (“the Company”) as of
31 March, 2016 in conjunction with our audit of the financial
statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s management is responsible for establishing and
maintaining internal financial controls based on the internal control
over financial reporting criteria established by the Company
considering the essential components of internal control stated in
the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants
of India. These responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient conduct of
its business, including adherence to company’s policies, the
safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information,
as required under the Companies Act, 2013.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company's internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting
(the“Guidance Note”) issued by the Institute of Chartered
Accountants of India and the Standards on Auditing prescribed
under Section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls. Those Standards
and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls over
financial reporting was established and maintained and if such
controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
A N N U A L R E P O RT 2 0 1 5 - 1 6
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls Over Financial
Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting
to future periods are subject to the risk that the internal financial
control over financial reporting may become inadequate because of
changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion
In our opinion, to the best of our information and according to the
explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting
were operating effectively as at 31 March, 2016, based on the
internal control over financial reporting criteria established by the
Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting issued by the Institute of Chartered
Accountants of India.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Partner
(Membership No. 93474)
Place: New Delhi
Date: August 1, 2016
ANNEXURE “B” TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 2 under ‘Report on Other Legal and
Regulatory Requirements’ section of our report of even date)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of
fixed assets.
(b) The fixed assets were physically verified during the year by
the Management in accordance with a regular programme
of verification which, in our opinion, provides for physical
verification of all the fixed assets at reasonable intervals.
According to the information and explanations given to us,
no material discrepancies were noticed on such verification.
(c) The Company does not have any immovable properties of
freehold or leasehold land and building. In respect of leasehold
improvements disclosed as fixed assets in the financial
statements, the lease agreements are in the name of the
Company, where the Company is the lessee in the agreement.
(ii) The Company does not have any inventory and hence reporting
under clause (ii) of the CARO 2016 is not applicable.
(iii) According to the information and explanations given to us, the
Company has granted unsecured loans amounting to Rs.
10,720.81 lacs to a subsidiary company covered in the register
maintained under section 189 of the Companies Act, 2013, in
respect of which:
(a) The terms and conditions of the grant of such loans are, in our
opinion, prima facie, not prejudicial to the Company’s interest.
(b) The schedule of repayment of principal and payment of
interest has been stipulated and repayments or receipts
of principal amounts and interest have been regular as
per stipulations.
(c) There is no amount overdue for more than 90 days at the
balance sheet date.
(iv) 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 Companies Act, 2013 in respect of
grant of loans, making investments and providing guarantees
and securities, as applicable.
(v) According to the information and explanations given to us, the
Company has not accepted any deposit from public. The Company
does not have any unclaimed deposits and accordingly the
provisions of Sections 73 to 76 or any other relevant provisions of
the Companies Act, 2013 are not applicable to the Company.
(vi) Having regard to the nature of the Company’s business / activities,
reporting under clause (vi) CARO 2016 is not applicable.
(vii) According to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing
undisputed statutory dues including Provident Fund, Income-
tax, Service Tax, Value Added Tax, cess and other material
statutory dues applicable to it to the appropriate authorities.
We are informed that the provisions of Employees’ State
Insurance Act, 1948 are not applicable to the Company and
that the operations of the Company did not give rise to any
liability for Sales Tax, Customs Duty and Excise Duty.
(b) There were no undisputed amounts payable in respect of
Provident Fund, Income-tax, Service Tax, Value Added Tax, cess
and other material statutory dues in arrears as at 31 March,
2016 for a period of more than six months from the date they
became payable. We are informed that the provisions of
Employees’ State Insurance Act, 1948 are not applicable to the
A N N U A L R E P O RT 2 0 1 5 - 1 6
Company and that the operations of the Company did not give
rise to any liability for Sales Tax, Customs Duty and Excise Duty.
(c) There are no dues of Income-tax, Service Tax and Value
Added Tax as on 31 March, 2016 on account of disputes.
We are informed that the operations of the Company did
not give rise to any liability for Sales Tax and Excise Duty
(viii) The Company has not taken any loans or borrowings from
financial institutions, banks and government nor has it issued
any debentures. Hence reporting under clause (viii) of CARO
2016 is not applicable to the Company.
(ix) The Company has not raised moneys by way of initial public
offer or further public offer (including debt instruments) or term
loans during the year and hence reporting under clause (ix) of
the CARO 2016 is not applicable.
(x) To the best of our knowledge and according to the information
and explanations given to us, no fraud by the Company and no
material fraud on the Company by its officers or employees has
been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations
given to us, the Company has paid / provided managerial
remuneration in accordance with the requisite approvals
mandated by the provisions of section 197 read with Schedule
V to the Companies Act, 2013.
(xii) The Company is not a Nidhi Company and hence reporting
under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations
given to us the Company is in compliance with Section 188 and
177 of the Companies Act, 2013, where applicable, for all
transactions with the related parties and the details of related
party transactions have been disclosed in the financial statements
etc. as required by the applicable accounting standards.
(xiv) During the year, the Company has not made any preferential
allotment or private placement of shares or fully or partly
convertible debentures and hence reporting under clause (xiv)
of CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and
explanations given to us, during the year the Company has not
entered into any non-cash transactions with its directors or
persons connected with him and hence provisions of section
192 of the Companies Act, 2013 are not applicable.
(xvi) As per section 45-IA of the Reserve Bank of India Act, 1934 read
with RBI / 2006-07 / 158 DNBS (PD) C.C. No. 81 / 03.05.002 /
2006-07 dated 19 October, 2006, a company whose 50% of total
assets and 50% of total income is from financial activity, as at the
last audited balance sheet, is said to carry on financial activity as
its principal business and hence is required to obtain registration
as a Non-Banking Finance Company (NBFC).
(xvii) As indicated in note 30, the Company is of the view supported by legal
opinion that financial activity is not the principal business of the
Company and that based on the Memorandum of Association, the
Company is not set up to carry out, financial activity, as its principal
business and hence registration under section 45-IA of the Reserve
Bank of India Act, 1934 is not required. We report as such.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Place: New Delhi Partner
Date: 9 May, 2016 (Membership No. 93474)
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF ANTARA SENIOR LIVING LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of ANTARA
SENIOR LIVING LIMITED(“the Company”), which comprise the Balance
Sheet as at 31 March, 2016, the Statement of Profit and Loss and 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 Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the Accounting
Standards prescribed under section 133 of the Act, as applicable.
This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates
that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included
in the audit report under the provisions of the Act and the Rules made
thereunder and the Order under section 143 (11) of the Act.
We conducted our audit of the financial statements in accordance
with the Standards on Auditing specified under Section 143(10) of
the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error. In making
those risk assessments, the auditor considers internal financial
control relevant to the Company’s preparation of the financial
statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
A N N U A L R E P O RT 2 0 1 5 - 1 6
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at 31 March,
2016, and its loss and its cash flows for the year ended on that date.
1. 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, proper books of account as required by law
have been kept by the Company so far as it appears from
our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and
the Cash Flow Statement dealt with by this Report are in
agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply
with the Accounting Standards prescribed under section
133 of the Act, as applicable.
e) On the basis of the written representations received from
the directors as on 31 March, 2016 taken on record by the
Board of Directors, none of the directors is disqualified as
on 31March, 2016 from being appointed as a director in
terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial
controls over financial reporting of the Company and the
operating effectiveness of such controls, refer to our
separate Report in “Annexure A”. Our report expresses an
unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial controls
over financial reporting.
g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our
opinion and to the best of our information and according
to the explanations given to us:
i. The Company does not have any pending litigations
which would impact its financial position-Refer Note No.
23.1
ii. The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses – Refer Note No. 23.3
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection
Fund by the Company – Refer Note No. 23.4
2. As required by the Companies (Auditor’s Report) Order, 2016 (“the
Order”/”CARO 2016”) issued by the Central Government in terms
of Section 143(11) of the Act, we give in “Annexure B” a statement
on the matters specified in paragraphs 3 and 4 of the Order.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Partner
(Membership No. 93474)
Place : New Delhi
Date: 9 May, 2016
BALANCE SHEET
AS AT MARCH 31, 2016

(Rs. in Lacs)
As at As at
Particulars Notes
March 31, 2016 March 31, 2015
A. EQUITY AND LIABILITIES
1. Shareholders' funds
(a) Share capital 3 15,271.42 15,271.42
(b) Reserves and surplus 4 (2,435.41) (1,750.84)
12,836.01 13,520.58

2. Non-current liabilities
(a) Long-term borrowings 5 - 6.91
(b) Other Long-term liabilities 6 2.38 -
(c) Long-term provisions 7 113.99 182.21
116.37 189.12

3. Current liabilities
(a) Trade payables 8
i. total outstanding dues to micro enterprises and small enterprises - -
ii. total outstanding dues to creditors other than micro enterprises and small enterprises 139.95 151.60
(b) Other current liabilities 9 51.97 59.17
(c) Short-term provisions 10 258.51 2.04
450.43 212.81

TOTAL 13,402.81 13,922.51

B. ASSETS
1. Non-current assets
(a) Fixed assets
(i) Tangible assets 11A 160.42 217.73
(ii) Intangible assets 11B 25.93 99.27
(iii) Capital work-in-progress 0.13 4.52
186.48 321.52

(b) Non-current investments 12 852.00 852.00

(c) Long-term loans and advances 13 10,918.42 8,893.82
11,770.42 9,745.82

2. Current assets
(a) Current investments 14 0.16 3.65
(b) Cash and cash equivalents 15 655.70 23.81
(c) Short-term loans and advances 16 291.41 3,827.71
(d) Other current assets 17 498.64 -
1,445.91 3,855.17
TOTAL 13,402.81 13,922.51
See accompanying notes forming part of the financial statements 1 to 34
In terms of our report attatched
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Pradeep Pant Tara Singh Vachani

Partner (Director) (Managing Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Deepa Sood

(Chief Financial Officer) (Company Secretary)

Place : New Delhi Place : New Delhi

Date : 9 May, 2016 Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
Particulars Notes
March 31, 2016 March 31, 2015
1. Income
(a) Revenue from operations 18 57.27 58.40
(b) Other income 19 1,572.81 1,106.10

2. Total revenue 1,630.08 1,164.50

3. Expenses
(a) Employee benefits expense 20 842.80 615.21
(b) Finance cost 21 1.59 2.71
(c) Depreciation and amortisation expense 11 152.25 116.06
(d) Other expenses 22 1,318.01 1,157.60
4. Total expenses 2,314.65 1,891.58
5. Loss before tax (2-4) (684.57) (727.08)
6. Tax expense
(a) Current tax - -
- -

Loss after tax (684.57) (727.08)

Earnings per share (of Rs. 10 each) 29
- Basic and diluted (8.56) (9.09)

See accompanying notes forming part of the financial statements 1 to 34

In terms of our report attatched

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Pradeep Pant Tara Singh Vachani

Partner (Director) (Managing Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Deepa Sood

(Chief Financial Officer) (Company Secretary)

Place : New Delhi Place : New Delhi

Date : 9 May, 2016 Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
Particulars
March 31, 2016 March 31, 2015
A. Cash flow from operating activities
Loss before tax (684.57) (727.08)
Adjustments for:
Depreciation and amortisation expense 152.25 116.06
Interest income (1,543.76) (1,081.62)
Loss/(Gain) on sale of fixed assets (0.01) 4.17
Finance costs 1.59 2.71
Net gain on sale of current investments in mutual funds (29.04) (24.48)
Operating loss before working capital changes (2,103.54) (1,710.24)
Changes in working capital:
Adjustments for increase / (decrease) in operating liabilities:
Trade payables (11.65) 11.32
Other current liabilities (7.21) (78.41)
Other long-term liabilities 2.38 -
Short-term provisions 345.09 (11.68)
Long-term provisions (68.21) 153.47
260.40 74.70
Adjustments for (increase) / decrease in operating assets:
Trade receivables - 47.56
Short-term loans and advances 3,536.30 (2,544.09)
Long-term loans and advances (110.46) 3,454.77
Other current assets - -
3,425.84 958.24

Cash (used) in operations 1,582.70 (677.30)

Net income tax paid (88.62) -
Net cash flow used in operating activities (A) 1,494.08 (677.30)

B. Cash flow from investing activities

Capital expenditure on fixed assets, including capital advances 1,289.21 (1,119.01)
Proceeds from sale of fixed assets 0.26 7.73
Loans given to subsidiary (4,980.48) -
Loans realised from subsidiary 1,759.67 -
Interest received 1,045.12 1,081.62
Bank balances not considered as Cash and cash equivalents (3.53) -
Current investments in mutual funds
- Purchased (2,720.37) (720.00)
- Proceeds from sale 2,752.90 1,313.89
Net cash flow from investing activities (B) (857.22) 564.23

C. Cash flow from financing activities

Proceeds from issue of share capital - 565.00
Share application money received/(refunded) - (565.00)
Repayment of long-term borrowings (6.91) (9.21)
Finance costs (1.59) (2.71)
Net cash flow used in financing activities (C) (8.50) (11.92)
Net increase/(decrease) in cash and cash equivalents (A+B+C) 628.36 (124.99)

Cash and cash equivalents at the beginning of the year 23.81 148.80
Cash and cash equivalents at the end of the year* 15 652.17 23.81

A N N U A L R E P O RT 2 0 1 5 - 1 6
 CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Cash and cash equivalents (Refer Note 15) 655.70 23.81
Less: Bank balances not considered as Cash and cash equivalents
(i) In earmarked accounts
- Balances held as margin money against guarantees 3.53 -
Net Cash and cash equivalents (as defined in AS 3 Cash Flow Statements) included in Note 15 652.17 23.81
Cash and cash equivalents at the end of the year*
*Comprises:
(a) Cash on hand 0.82 0.91
(b) Balances with banks 651.35 22.90
Total 652.17 23.81
See accompanying notes forming part of the financial statements 1 to 34

In terms of our report attatched

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Pradeep Pant Tara Singh Vachani

Partner (Director) (Managing Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Deepa Sood

(Chief Financial Officer) (Company Secretary)

Place : New Delhi Place : New Delhi

Date : 9 May, 2016 Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

1. Corporate information
ANTARA SENIOR LIVING LIMITED ('the Company') is a wholly owned subsidiary of Max India Limited. The Company has been set up to
primarily engage in the business of marketing and operation of senior living communities.
2. Significant Accounting Policies
a. Basis of preparation
The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in
India (Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013 and the
relevant provisions of the Companies Act, 2013 (“the 2013 Act”). The financial statements have been prepared on accrual basis
under the historical cost convention. The accounting policies adopted in the preparation of the financial statements are consistent
with those followed in the previous year.
b. Uses of Estimates
The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income
and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are
prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the
estimates are recognised in the periods in which the results are known / materialise.
c. Cash and cash equivalents (for purposes of Cash flow statement)
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances, (with original maturity of
three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash
and which are subject to insignificant risk of changes in value.
d. Cash flow statement
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is adjusted for the effects
of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from
operating, investing and financing activities of the Company are segregated based on the available information.
e. Depreciation and amortisation
Depreciation amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated value. Depreciation on
tangible fixed assets has been provided on the straight line method as per the useful life prescribed in Schedule II to the Companies
Act, 2013
The estimated useful life of the intangible assets and the amortisation period are reviewed at the end of each financial year and the
amortisation period is revised to reflect the changed pattern, if any.
Leasehold improvements is amortised over the duration of the Lease.
f. Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be
reliably measured. Marketing fees is recognised on rendering of services as per the terms specified in underlying contracts.
g. Other income
Interest income is accounted on accrual basis. Dividend income is accounted when the right to receive it is established.
h. Fixed Assets (Tangible / Intangible)
Fixed assets are carried at cost less accumulated depreciation/amortisation and impairment losses, if any. The cost of fixed assets
comprises its purchase price, net of any trade discounts and rebates, any import duties and other taxes (other than those
subsequently recoverable from the tax authorities), any directly attributable expenditure on making the asset ready for its intended
use, other incidental expenses and interest on borrowings attributable to acquisition of qualifying fixed assets up to the date the asset
is ready for its intended use. Subsequent expenditure on fixed assets after its purchase / completion is capitalised only if such
expenditure results in an increase in the future benefits from such asset beyond its previously assessed standard of performance.
Fixed assets acquired and put to use for project purpose are capitalised and depreciation thereon is included in the project cost till the
project is ready for its intended use.
Fixed assets acquired in full or part exchange for another asset are recorded at the fair market value or the net book value of the asset
given up, adjusted for any balancing cash consideration. Fair market value is determined either for the assets acquired or asset given
up, whichever is more clearly evident. Fixed assets acquired in exchange for securities of the Company are recorded at the fair market
value of the assets or the fair market value of the securities issued, whichever is more clearly evident.
Fixed assets retired from active use and held for sale are stated at the lower of their net book value and net realisable value and are
disclosed separately in the balance sheet.
Capital work-in-progress:
Projects under which assets are not ready for their intended use and other capital work-in-progress are carried at cost, comprising
direct cost, related incidental expenses and attributable interest.
i. Foreign currency transactions and translations
Initial recognition
Transactions in foreign currencies entered into by the Company are accounted at the exchange rates prevailing on the date of the

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

transaction or at rates that closely approximate the rate at the date of the transaction.
Measurement at the balance sheet date
Foreign currency monetary items (other than derivative contracts) of the Company, outstanding at the balance sheet date are
restated at the year-end rates. Non-monetary items of the Company are carried at historical cost.
Treatment of exchange differences
Exchange differences arising on settlement / restatement of foreign currency monetary assets and liabilities of the Company are
recognised as income or expense in the Statement of Profit and Loss.
Accounting of forward contracts
Premium / discount on forward exchange contracts, which are not intended for trading or speculation purposes, are amortised over
the period of the contracts if such contracts relate to monetary items as at the Balance Sheet date. Any profit or loss arising on
cancellation or renewal of such a forward contract is recognised as income or as expense in the period in which such cancellation or
renewal is made.
j. Investments
Long-term investments, are carried individually at cost less provision for diminution, other than temporary, in the value of such
investments. Current investments are carried individually, at the lower of cost and fair value. Cost of investments include acquisition
charges such as brokerage, fees and duties.
k. Employee benefits
Employee benefits include provident fund, gratuity fund, compensated absences and long term incentive.
Defined contribution plan
The Company's contribution to provident fund is considered as defined contribution plan and are charged as an expense based on the
amount of contribution required to be made and when services are rendered by the employees.
Defined benefit plan
For defined benefit plans in the form of gratuity fund, the cost of providing benefits is determined using the Projected Unit Credit method,
with actuarial valuations being carried out at each balance sheet date. Actuarial gains and losses are recognised in the Statement of Profit
and Loss in the period in which they occur. Past service cost is recognised immediately to the extent that the benefits are already vested
and otherwise is amortised on a straight-line basis over the average period until the benefits become vested. The retirement benefit
obligation recognised in the Balance Sheet represents the present value of the defined benefit obligation as adjusted for unrecognised
past service cost, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited to past service cost,
plus the present value of available refunds and reductions in future contributions to the schemes.
Short-term employee benefits
The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees
are recognised during the year when the employees render the service. These benefits include performance incentive and
compensated absences which are expected to occur within twelve months after the end of the period in which the employee renders
the related service.
The cost of short-term compensated absences is accounted as under :
(a) in case of accumulated compensated absences, when employees render the services that increase their entitlement of future
compensated absences; and
(b) in case of non-accumulating compensated absences, when the absences occur.
Long-term employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee
renders the related service are recognised as a liability at the present value of the defined benefit obligation as at the balance sheet
date less the fair value of the plan assets out of which the obligations are expected to be settled. Long Service Awards are recognised
as a liability at the present value of the defined benefit obligation as at the balance sheet date.
Long term incentive
The Company has offered a incentive plan for its employees based on achievement of certain individual performance milestones and
collective milestones at the Company level. This plan offers a formula based financial incentive to eligible employees who meet these
milestones.
l. Borrowing costs
Borrowing costs include interest, amortisation of ancillary costs incurred and exchange differences arising from foreign currency
borrowings to the extent they are regarded as an adjustment to the interest cost. Costs in connection with the borrowing of funds to
the extent not directly related to the acquisition of qualifying assets are charged to the Statement of Profit and Loss over the tenure of
the loan. Borrowing costs, allocated to and utilised for qualifying assets, pertaining to the period from commencement of activities
relating to construction /development of the qualifying asset upto the date of capitalisation of such asset are added to the cost of the
assets. Capitalisation of borrowing costs is suspended and charged to the Statement of Profit and Loss during extended periods when
active development activity on the qualifying assets is interrupted.
m. Leases
Where the Company as a lessor leases assets under finance leases, such amounts are recognised as receivables at an amount equal

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NOTES FORMING PART OF THE FINANCIAL STATEMENTS

to the net investment in the lease and the finance income is recognised based on a constant rate of return on the outstanding net
investment.
Assets leased by the Company in its capacity as lessee where substantially all the risks and rewards of ownership vest in the Company
are classified as finance leases. Such leases are capitalised at the inception of the lease at the lower of the fair value and the present
value of the minimum lease payments and a liability is created for an equivalent amount. Each lease rental paid is allocated between
the liability and the interest cost so as to obtain a constant periodic rate of interest on the outstanding liability for each year.
Lease arrangements where the risks and rewards incidental to ownership of an asset substantially vest with the lessor are recognised
as operating leases. Lease rentals under operating leases are recognised in the Statement of Profit and Loss on a straight-line basis
over the lease term.
n. Earnings per share
Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if any)
by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by dividing the
profit / (loss) after tax (including the post tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges
to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for
deriving basic earnings per share and the weighted average number of equity shares which could have been issued on the conversion
of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would
decrease the net profit per share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as
at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the
proceeds receivable had the shares been actually issued at fair value. Dilutive potential equity shares are determined independently
for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits / reverse
share splits and bonus shares, as appropriate.
o. Taxes on income
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the applicable tax rates
and the provisions of the Income Tax Act, 1961 and other applicable tax laws.
Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic benefits in the form of adjustment to
future income tax liability, is considered as an asset if there is convincing evidence that the Company will pay normal income tax.
Accordingly, MAT is recognised as an asset in the Balance Sheet when it is probable that future economic benefit associated with it will
flow to the Company.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income that
originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the tax rates
and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities are recognised for all timing
differences. Deferred tax assets are recognised for timing differences of items other than unabsorbed depreciation and carry forward
losses only to the extent that reasonable certainty exists that sufficient future taxable income will be available against which these
can be realised. However, if there are unabsorbed depreciation and carry forward of losses and items relating to capital losses,
deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that there will be sufficient future
taxable income available to realise the assets. Deferred tax assets and liabilities are offset if such items relate to taxes on income
levied by the same governing tax laws and the Company has a legally enforceable right for such set off. Deferred tax assets are
reviewed at each balance sheet date for their realisability.
Current and deferred tax relating to items directly recognised in reserves are recognised in reserves and not in the Statement of Profit
and Loss.
p. Impairment of assets
The carrying values of assets / cash generating units at each balance sheet date are reviewed for impairment if any indication of
impairment exists.
If the carrying amount of the assets exceeds the estimated recoverable amount an impairment is recognised for such excess amount.
The impairment loss is recognised as an expense in the Statement of Profit and Loss, unless the asset is carried at revalued amount,
in which case any impairment loss of the revalued asset is treated as a revaluation decrease to the extent a revaluation reserve is
available for that asset.
The recoverable amount is the greater of the net selling price and their value in use. Value in use is arrived at by discounting the future
cash flows to their present value based on an appropriate discount factor.
When there is indication that an impairment loss recognised for an asset (other than a revalued asset) in earlier accounting periods
no longer exists or may have decreased, such reversal of impairment loss is recognised in the Statement of Profit and Loss, to the
extent the amount was previously charged to the Statement of Profit and Loss. In case of revalued asset such reversal is not
recognised.
q. Provisions and contingencies
A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an outflow of
resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions (excluding
retirement benefits) are not discounted to their present value and are determined based on the best estimate required to settle the
obligation at the balance sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best
estimates. A contingent liability is disclosed unless the possbility of an outflow of resources embodying economic benefits are
remote. Contingent assets are not recognised in the financial statements.

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

r. Service tax input credit

Service tax input credit is accounted for in the books in the period in which the underlying service received is accounted and when
there is no uncertainty in availing / utilising the credits.
s. Operating cycle
Based on the nature of products / activities of the Company and the normal time between acquisition of assets and their realisation in
cash or cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of classification of its assets
and liabilities as current and non-current.

3 Share Capital

As at March 31, 2016 As at March 31, 2015

Particulars
Number of shares Amount Rs./lacs Number of shares Amount Rs./lacs
(a) Authorised
Equity share capital 8,000,000 800.00 8,000,000 800.00
Equity shares of Rs. 10 (Previous year Rs. 10)
each with voting rights

Preference share capital 26,800,000 26,800.00 26,800,000 26,800.00

Convertible preference shares of Rs. 100
(Previous year Rs. 100)

(b) Issued, subscribed and fully paid up

Equity share capital
Equity shares of Rs. 10 (Previous year Rs. 10) 8,000,000 800.00 8,000,000 800.00
each with voting rights

Preference share capital

Convertible preference shares of Rs. 100 14,471,417 14,471.42 14,471,417 14,471.42
(Previous year Rs. 100)
15,271.42 15,271.42

Refer Notes (i) to (v) below

(i) The Company has one class of equity shares having a par value of Rs. 10 each. Each holder of equity shares is entitled to one vote per share.
In the event of liquidation of the Company, holder of equity shares will be entitled to receive remaining assets of the Company after
distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
(ii) Terms of conversion of Compulsorily Convertible Preference Shares ('CCPS')
Tenor 7 years
CCPS to be converted into equity at any time within the tenor at the option of Max India Limited. In case, the
Company decides to go for an IPO or any corporate action including issuance of equity on preferential basis,
rights or a bonus issue, Max India Limited shall have the right for early/prior conversion.
Coupon Zero %
Conversion Price Such that it yields a 12% IRR on the amount invested from the date of investment till the date of conversion. The
Company has not provided for IRR @ 12% on the outstanding preference share capital due to inadequacy of profits.

(iii) Details of shares held by each shareholder holding more than 5% shares:

As at March 31, 2016 As at March 31, 2015

Class of shares / Name of shareholder
Number of shares held % holding Number of shares held % holding
Equity shares with voting rights of Rs. 10 each
Max India Limited and its nominees 8,000,000.00 100.00 8,000,000.00 100.00
('holding company')

Compulsorily convertible preference shares

of Rs. 100 each
Max India Limited ('holding company') 14,471,417.00 100.00 14,471,417.00 100.00

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

(iv) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period:

Particulars Opening Balance Shares Issued Closing Balance

Equity shares with voting rights of Rs. 10 each

Year ended 31 March, 2016

- Number of shares 8,000,000 - 8,000,000
- Amount (Rs./lacs) 800.00 - 800.00

Year ended 31 March, 2015

- Number of shares 8,000,000 - 8,000,000
- Amount (Rs./lacs) 800.00 - 800.00

(iv) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period (cont'd):

Particulars Opening Balance Shares Issued Closing Balance

Compulsorily convertible preference shares of Rs. 100 each

Year ended 31 March, 2016
- Number of shares 14,471,417 - 14,471,417
- Amount (Rs./lacs ) 14,471.42 - 14,471.42

Year ended 31 March, 2015

- Number of shares 14,471,417 - 14,471,417
- Amount (Rs./lacs ) 14,471.42 - 14,471.42

(v) Details of shares held by Max India Limited, the holding company:

Aggregate number of shares

Particulars
As at As at
March 31, 2016 March 31, 2015
Fully paid up equity shares with voting rights 8,000,000 8,000,000
Compulsorily convertible preference shares of Rs. 100 each 14,471,417 14,471,417

4 Reserve and surplus

(Rs. in Lacs)
As at As at
Particulars March 31, 2016 March 31, 2015
Surplus in Statement of Profit and Loss

Opening balance (1,750.84) (1,023.76)

Add: Loss for the year (684.57) (727.08)
Total (2,435.41) (1,750.84)

5 Long-term borrowings
(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Term loan from bank (secured)
Vehicle loans* - 6.91
Total - 6.91

*Vehicle loans (secured)

Vehicle loans Rs. Nil (including current portion of Rs. Nil ) (Previous Year: Rs 18.42 lacs, including current portion of Rs. 11.51 lacs) are
secured by way of hypothecation of respective vehicles. This was repayable in 3 years.

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 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

6 Other Long-term liabilities

As at As at
Particulars March 31, 2016 March 31, 2015
Others
(a) Provision for lease equalisation 2.38 -

Total 2.38 -

7 Long-term provisions

As at As at
Particulars March 31, 2016 March 31, 2015
Provision for employee benefits
(i) Provision for compensated absences 45.23 26.66
(ii) Provision for gratuity (net) (Refer Note 25) 68.76 47.87
(iii) Provision for long term incentive - 107.68
Total 113.99 182.21

8 Trade payables

As at As at
March 31, 2016 March 31, 2015
Trade payables - Other than acceptances
-total outstanding dues of micro enterprises and small enterprises (Refer note 32) - -
-total outstanding dues of creditors other than micro enterprises and small enterprises 139.95 151.60
Total 139.95 151.60

9 Other current liabilities

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Current maturities of long-term borrowings - 11.51
(b) Other payables
(i) "Statutory dues(Contributions to PF, VAT, Service Tax, Withholding Taxes etc.) " 23.94 16.40
(ii) Provision for lease equalisation - 3.40
(iii) Retention money payable 0.47 0.30
(iv) Security deposits received 27.56 27.56
Total 51.97 59.17

10 Short-term provisions
(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Provision for employee benefits
(i) Provision for compensated absences 2.58 1.45
(ii) Provision for gratuity (net) (Refer Note 25) 1.01 0.59
(iii) Current portion of Provision for long term incentive 254.92 -
Total 258.51 2.04

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NOTES FORMING PART OF THE FINANCIAL STATEMENTS

11 Fixed Assets
(Rs. in Lacs)
Gross block Depreciation/Amortisation Net block
As at April Additions Deletions/ As at As at April For the year Deletions/ As at As at As at
1, 2015 adjustments March 31, 1, 2015 adjustments March 31, March 31, March 31,
2016 2016 2016 2015

A TANGIBLE ASSETS - OWNED

(a)Leasehold improvements 140.16 - - 140.16 114.43 25.73 - 140.16 - 25.73
140.16 - - 140.16 74.75 39.68 - 114.43 25.73 65.41

(b)Computers 55.11 - 0.46 54.65 25.72 14.09 0.21 39.60 15.05 29.39
55.92 5.72 6.53 55.11 8.29 18.61 1.18 25.72 29.39 47.63

(c) Furniture and fixtures 44.36 11.27 - 55.63 6.54 5.31 - 11.85 43.78 37.82
41.18 3.70 0.52 44.36 2.18 4.37 0.01 6.54 37.82 39.00

(d)Vehicles 121.76 - - 121.76 27.42 15.04 - 42.46 79.30 94.34

129.15 6.91 14.30 121.76 15.04 15.56 3.18 27.42 94.34 114.11

(e) Office equipment 41.72 0.55 - 42.27 11.27 8.71 - 19.98 22.29 30.45
28.60 6.96 (6.16) 41.72 1.37 8.81 (1.09) 11.27 30.45 27.23

Total (A) 403.11 11.82 0.46 414.47 185.38 68.88 0.21 254.05 160.42 217.73
Previous year (C) 395.01 23.29 15.19 403.11 101.63 87.03 3.28 185.38 217.73 293.38

B INTANGIBLE ASSETS
(a)Computer software 50.71 10.03 - 60.74 15.48 19.33 - 34.81 25.93 35.23
46.18 4.53 50.71 5.38 10.11 0.01 15.48 35.23 40.80

(b)Films and videos 92.14 - - 92.14 28.10 64.04 - 92.14 - 64.04

92.14 - 92.14 9.18 18.92 - 28.10 64.04 82.96

Total (B) 142.85 10.03 - 152.88 43.58 83.37 - 126.95 25.93 99.27
Previous year (D) 138.32 4.53 - 142.85 14.56 29.03 0.01 43.58 99.27 123.76

Total (A+B) 545.96 21.85 0.46 567.35 228.96 152.25 0.21 381.00 186.35 317.00
Previous year (C+D) 533.33 27.82 15.19 545.96 116.19 116.06 3.29 228.96 317.00 417.14
Amounts in italics represent previous year's figures.

12 Non-current Investments
(Rs. in Lacs)
As at March 31, 2016 As at March 31, 2015
Particulars
No of units Rs./Lacs No of units Rs./Lacs
Investments (At cost)

Trade investment (unquoted) in equity instruments 8,219,000 847.00 8,219,000 847.00

Investment in fully paid up equity shares of
Rs. 10 each in wholly owned subsidiary -
ANTARA PURUKUL SENIOR LIVING LIMITED

Investment in fully paid up equity shares of 50,000 5.00 50,000 5.00

Rs. 10 each in wholly owned subsidiary -
Antara Gurgaon Senior Living Limited
Total 8,269,000 852.00 8,269,000 852.00

Note:
Aggregate amount of non-current unquoted investments 852.00 852.00

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 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

13 Long-term loans and advances

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Capital advances - Unsecured, considered good (Refer note 26.1) - 1,306.67
(b) Security deposits - Unsecured, considered good 84.03 62.19
(c) Loans to related parties (Refer note 26.1)
(i) Unsecured, considered good 10,720.81 7,500.00
(d) Advance income tax (net of provisions Rs. Nil lacs (Previous year Rs. 0.35 lacs) - 113.58 24.96
Unsecured, considered good
Total 10,918.42 8,893.82

14 Current Investments
(Rs. in Lacs)
As at March 31, 2016 As at March 31, 2015
Particulars
No of units Rs./Lacs No of units Rs./Lacs
Investment in mutual funds (unquoted)
(a) Liquid Funds
DSP BlackRock Liquidity Fund - Direct - - 184.07 3.65
Plan-Growth
Axis Liquid fund - Direct growth (CFDGG) 9.47 0.16 - -
Total 0.16 3.65
Note:
Aggregate amount of current unquoted investments 0.16 3.65

15 Cash and cash equivalents

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
A Cash and cash equivalents (as per AS 3 Cash Flow Statements)
(a) Cash on hand 0.82 0.91
(b) Balances with banks
(i) In current accounts 651.35 22.90
Total - Cash and cash equivalents (as per AS 3 Cash Flow Statements) (A) 652.17 23.81

B Other bank balances

In earmarked accounts
- Balances held as margin money against guarantees 3.53 -

Total - Other bank balances (B) 3.53 -

Total Cash and cash equivalents (A+B) 655.70 23.81

16 Short-term Loans and advances

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Loans and advances to employees - Unsecured, considered good 0.08 0.97
(b) Prepaid expenses - Unsecured, considered good 19.77 14.62
(c) Advance to suppliers - Unsecured, considered good 42.06 7.53
(d) Balances with government authorities - Unsecured, considered good
(i) Service tax credit receivable 229.11 130.78
(e) Loans and advances to related parties - Unsecured, considered good (Refer note 26.1) 0.39 3,673.81
Total 291.41 3,827.71

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

17 Other current assets

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
Interest accrued on loans to related parties (Refer note 26.1) 498.64 -
Total 498.64 -

18 Revenue from operations

(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
(a) Sale of services - Marketing fees 57.27 58.40
Total 57.27 58.40

19 Other income
(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
(a) Interest income
(i) Interest from banks on deposits 0.21 -
(ii) Interest on loans (Refer note 26.1) 1,543.55 1,081.44
(iii) Interest on income tax refund - 0.18
1,543.76 1,081.62

(b) Net gain on sale of current investments in mutual funds 29.04 24.48
(c) Gain on sale of fixed assets 0.01 -
Total 1,572.81 1,106.10

20. Employee benefits expense

(Refer Note 25)
(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
(a) Salaries and wages 770.06 553.97
(b) Contributions to provident fund 23.74 16.67
(c) Gratuity expense 18.33 19.07
(d) Staff welfare expenses 30.67 25.50
Total 842.80 615.21

21. Finance costs

(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
Interest expenses - others 1.59 2.71
Total 1.59 2.71

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

22. Other expenses

(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
(a) Commission and brokerage 11.03 10.87
(b) Marketing expenses 520.64 388.00
(c) Electricity charges 9.42 5.11
(d) Rent including lease rentals (Refer note 28) 173.27 144.08
(e) Repairs and maintenance - Others 37.59 24.55
(f) Insurance 5.45 2.84
(g) Rates and taxes 2.72 4.18
(h) Communication 11.79 15.30
(i) Travelling and conveyance 209.37 78.40
(j) Printing and stationery 55.67 14.13
(k) Security expense 5.60 4.95
(l) Legal and professional 218.57 241.43
(m) Fixed assets written off - 202.31
(n) Directors sitting fees 25.00 -
(o) Payments to auditors (refer note below) 5.00 1.71
(p) Loss on sale of fixed assets - 4.17
(q) Miscellaneous expenses 26.89 15.57
Total 1,318.01 1,157.60

Note
Payments to auditors (net of service tax input credit)
a. Statutory audit fee 5.00 1.58
b. Reimbursement of out of pocket expenses - 0.13
5.00 1.71*
* Paid to previous auditor.

23. Additional information to the financial statements

(Rs. in Lacs)
As at As at
Particulars
March 31, 2016 March 31, 2015
23.1 Contingent liabilities
a) Corporate guarantee 27,700 -
b) The Company does not have any pending litigations which would impact its financial position.
23.2 Commitments
Marketing expenses 0.71 -
23.3 The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
23.4 There were no amounts which were required to be transferred to the Investor Education and Protection fund by the Company.

24. Expenditure in Foreign Currency (on accrual basis)

(Rs. in Lacs)
For the year ended For the year ended
Particulars
31 March, 2016 31 March, 2015
Legal and professional 12.75 165.01
Marketing expenses 31.72 16.14
Travelling and conveyance 53.77 15.11
Directors sitting fees 7.76 -
106.00 196.26

Disclosures under Accounting Standards

25. Retirement benefit plans
(i) Defined contribution plans
The Company makes provident fund contribution which is a defined contribution plan for qualifying employees. Under the scheme,
the Company is required to contribute a specified percentage of the payroll costs to fund the benefits.

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

The Company recognised Rs. 23.74 lacs (Previous year Rs. 16.67 lacs) for provident fund contributions in the Statement of Profit and
Loss. The contributions payable to these plans by the Company are at rates specified in the rules to the scheme.
(ii) Defined benefit plans
The gratuity liability arises on retirement, withdrawal, resignation and death of an employee. The aforesaid liability is calculated on the
basis of one month salary (i.e. last drawn basic salary plus dearness allowance) for each completed year of service subject to
completion of five years of service except in case of death of employee in service.
The following tables set out the unfunded status of the defined benefit scheme and amounts recognised in the Company financial
statements as at 31 March, 2016:
(Rs. in Lacs)
For the year ended For the year ended
Particulars
31 March, 2016 31 March, 2015
Components of employer expense
Current service cost 10.81 7.57
Interest cost 3.76 0.64
Expected return on plan assets - -
Actuarial losses/(gains) 3.76 10.86
Settlement cost / (credit) - -
Total expense recognised in the Statement of Profit and Loss 18.33 19.07

Actual contribution and benefit payments for year

Actual benefit payments - -
Actual contributions - -

Net asset / (liability) recognised in the Balance Sheet

Present value of defined benefit obligation 69.77 48.46
Fair value of plan assets - -

Net asset / (liability) recognised in the Balance Sheet (69.77) (48.46)

Net liability has been classified under:

Long-term provisions 68.76 47.87
Short-term provisions 1.01 0.59
- -
Change in defined benefit obligations (DBO) during the year - -
Present value of DBO at beginning of the year 48.46 8.30
Current service cost 10.81 7.57
Interest cost 3.76 0.64
Actuarial loss/(gains) 3.76 10.86
Benefits paid - -
Acquisition adjustment 2.98 21.09
Present value of DBO at the end of the year 69.77 48.46

Principal actuarial assumptions for gratuity and compensated absences:

For the year ended For the year ended

Particulars
31 March, 2016 31 March, 2015
Discount rate (Refer note 'a' below) 8.00% 7.75%
Expected return on plan assets - -
Salary escalation (Refer note 'b' below) 10.00% 10.00%
Retirement age 60 years 60 years
Mortality tables IALM (2006 - 08) IALM (2006 - 08)

Attrition (%)
Ages:
Upto 30 years 3 3
From 31 to 44 years 2 2
Above 44 years 1 1
Estimate of amount of contribution in the immediate next year 18.13 13.88

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

Notes:
a. 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 obligations.
b. The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.
c. The gratuity plan is unfunded.
d. Experience on actuarial gain/(loss) for benefit obligations and plan assets:

(Rs. in Lacs)
Gratuity
31 March, 31 March, 31 March, 31 March, 31 March,
2016 2015 2014 2013 2012
Present value of DBO 69.77 48.46 8.30 - -
Fair value of plan assets - - - - -
Funded status [Surplus / (Deficit)] (69.77) (48.46) (8.30) - -
Experience gain / (loss) adjustments on plan liabilities (5.65) (10.86) (0.54) - -
Experience gain / (loss) adjustments on plan assets - - - - -

e. Experience adjustments have been disclosed from the year for which information is available.

26. Related party disclosures

List of related parties:

Holding Company
Subsidiary Companies
Fellow Subsidiaries
Enterprise over which director or his
relative is able to exercise significant
influence or control(Mr. Analjit Singh)
Key Managerial Personnel
1. Max India Limited (formerly known as 'Taurus Ventures Limited') w.e.f 1 April, 2015
1. Max Financial Services Limited (formerly known as 'Max India Limited') upto 1 April, 2015
(due to demerger of the Company effective from 1 April, 2015)
1. Antara Purukul Senior Living Limited
2. Antara Gurgaon Senior Living Limited
1. Max Life Insurance Company Limited
2. Pharmax Corporation Limited
1. Forum I Aviation Private Limited
2. New Delhi House Services Limited
1. Ms. Tara Singh Vachani

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

26.1 Details of transactions with related party during the year

(Rs. in Lacs)
Ultimate Enterprise over which
Subsidiary director or his relative is
Particulars holding Fellow Subsidiaries
company able to exercise significant
company influence or control Total
Antara Purukul Max Life Pharmax Forum I New Delhi Ms. Tara
Max India
Senior Living Insurance Corporation Aviation Private House Services Singh Vachani
Limited
Limited Company Ltd. Limited Limited Limited
Transactions during the year
Sale of services- Marketing fees - 57.27 - - - - - 57.27
(-) (58.40) (-) (-) (-) (-) (-) (58.40)
Interest income on loans - 1,543.55 - - - - - 1,543.55
(-) (1,081.44) (-) (-) (-) (-) (-) (1,081.44)
Managerial remuneration - - - - - - 104.24 104.24
(-) (-) (-) (-) (-) (-) (103.83) (103.83)
Staff welfare expenses - - - - - 6.57 - 6.57
(-) (-) (-) (-) (-) (5.32) (-) (5.32)
Electricity charges - - - - - 10.52 - 10.52
(-) (-) (-) (-) (-) (-) (-) (-)
Rent including lease rental - - - 20.54 - - - 20.54
(-) (-) (1.67) (5.51) (-) (-) (-) (7.18)
Insurance 3.65 - 1.96 - - - - 5.61
(3.74) (-) (2.40) (-) (-) (-) (-) (6.14)
Travelling and conveyance - - - - 2.20 - - 2.20
(-) (-) (-) (-) (-) (-) (-) (-)
Reimbursement of expenses by the Company - - 0.49 - - - 0.49
(-) (-) (-) (-) (-) (-) (-) (-)
Loan given by the Company - 4,980.48 - - - - 4,980.48
(-) (-) (-) (-) (-) (-) (-) (-)
Loan received back by the Company - 1,759.67 - - - - 1,759.67
(-) (-) (-) (-) (-) (-) (-) (-)
Corporate guarantee given to secure borrowings of - 27,700.00 - - - - 27,700.00
(-) (-) (-) (-) (-) (-) (-) (-)

Balances outstanding at the end of year

Trade payables - - - - - 1.04 - 1.04

(20.46) (-) (-) (-) (-) (1.16) (-) (21.62)

Long term loans and advances

i. Capital advance - - - - - - - -
(-) (1,306.67) (-) (-) (-) (-) (-) (1,306.67)
ii. Security deposit given - - - 11.15 - - - 11.15
(-) (-) (-) (-) (-) (-) (-) (-)
iii. Loans to related parties - 10,720.81 - - - - - 10,720.81
(-) (7,500.00) (-) (-) (-) (-) (-) (7,500.00)

Short term loans and advances

i. Advance to suppliers - - 0.39 - - - - 0.39
(-) (-) (0.64) (-) (-) (-) (-) (0.64)
ii. Loans to related parties - - - - - - - -
(-) (3,673.81) (-) (-) (-) (-) (-) (3,673.81)

Other current assets

i. Intrerest accrued on loans - 498.64 - - - - - 498.64
(-) (-) (-) (-) (-) (-) (-) (-)

Corporate guarantees given at the year end to

secure borrowings of - 27,700.00 - - - - - 27,700.00
(-) (-) (-) (-) (-) (-) (-) (-)

Note: Figures in brackets pertain to previous year

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

27. Segment Note

As the Company’s business activity primarily falls within a single business and geographical segment, there are no additional disclosures
to be provided in terms of Accounting Standard 17 on ‘Segment Reporting’.
28. Lease commitments
Obligations towards operating leases (As lessee)
The Company has entered into operating lease arrangements for certain facilities and office premises. Rent expense of Rs. 173.27 lacs
(Previous year: Rs. 144.08 lacs) has been charged to the Statement of Profit and Loss in respect of cancellable operating leases.
The total of future minimum lease payments under non-cancellable operating leases for the following periods:
(Rs. in Lacs)
As at As at
Particulars March 31, 2016 March 31, 2015
Not later than one year 101.41 -
Later than one year and not later than five years 137.80 -
Later than five years - -
239.21 -

29. Earnings per share

For the year ended For the year ended

Particulars
31 March, 2016 31 March, 2015
Basic and Diluted EPS
Net loss attributable to shareholders (Rs./lacs) (684.57) (727.08)
Weighted average number of equity shares in issue (Nos) 8,000,000 8,000,000
Basic earnings per share (Rs.)
- Basic and Diluted (8.56) (9.09)
Face value per equity Share (Rs.) 10.00 10.00
Note: The conversion effect of equivalent potential dilutive equity shares are anti dilutive in nature and hence the effect of potential equity
shares is ignored in calculating diluted earnings per share.

30. The operating income of the Company has not commenced inter alia due to the Project from which operating income is to be derived being
in a construction phase and the Company has given a loan to its wholly owned subsidiary. The loan (financial asset) and interest income
(financial income) on the same has resulted in financial income to be in excess of 50% of its total income and its financial assets to be more
than 50% of total assets. The Company is of the view supported by legal opinion that financial activity is not the principal business of the
Company and that based on the Memorandum of Association, the Company is not set up to carry out, financial activity, as its principal
business and hence registration under section 45-IA of the Reserve Bank of India Act, 1934 is not required.
31. Previous year figures have been audited by another Chartered Accountants and have been presented for the purpose of comparison.
32. Disclosures as per Micro, Small and Medium Enterprises Development Act, 2006 (MSMED) Based on the information available with the
Company, the balance due to Micro and small enterprises as defined under the MSMED Act, 2006 is Rs. Nil (Previous year Rs. Nil) and no
interest has been paid or is payable under the terms of the MSMED Act, 2006. Dues to Micro and Small Enterprises have been determined to
the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.
33. The Company has carried out its tax computation in accordance with the mandatory standard on accounting, Accounting Standard 22
‘Accounting for Taxes on Income’. In view of absence of virtual certainty of realisation of unabsorbed tax losses, deferred tax assets on
unabsorbed tax losses has not been recognised.
34. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

For and on behalf of the Board of Directors

Pradeep Pant Tara Singh Vachani

(Director) (Managing Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Deepa Sood

(Chief Financial Officer) (Company Secretary)

Place : New Delhi Place : New Delhi

Date : 9 May, 2016 Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANTARA PURUKUL SENIOR
LIVING LIMITED
 st
Your Directors have the pleasure in presenting the 21 Annual Report
together with the Audited Accounts for the Financial Year ended March
st
31 , 2016.
Financial Performance
The financial highlights of your Company for the year under review are
given below:
(Rs. in Lacs)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Total Income 106.03 192.59
Total expenses 1174.74 (7310.88)
EBITDA (1068.71) (1068.71) (7118.29)
Less: Depreciation 35.59 19.65
Less: Finance cost 1025.01 398.17
Less: Transferred to CWIP 0 0
Profit / (Loss) Before Tax (2129.31) (7536.11)
Less : Tax expense (1.46) 40.55
Profit / (Loss) After Tax (2127.85) (7576.66)
The construction of the senior living community at Dehradun is
progressing rapidly and is in the last year of completion. Since the
Company would be recording the lease of apartments as operating
leases, all cost incurred on the project and directly attributable to the
project will be capitalized upon completion of the project. The only
revenue for the Company during the period of construction is interest
and other income. All non-capitalised costs are charged to revenue. As
a result, the Company continues to record losses in operation. During
the year under review, the Company registered a net loss amounting to
Rs. 2127.85 Lacs.
Review of Operations
During the period under review, the works on all fronts in the
Dehradun Community have been accelerated. The entire focus of your
Company during the Financial Year 2015-16 had been to
operationalize its first senior living community at Purukul, Dehradun.
Your Company is happy to report that it is intending to send the
welcome letters to the residents and bring teams on board by this
Financial Year. The soft launch is expected around Diwali in third
quarter of this Financial Year.
The booking and marketing for the Community is being undertaken by
the holding Company, M/s Antara Senior Living Limited (Antara
Senior). For over the past 36 months, it has built a robust engine to
develop the “Antara” brand and engages with potential residents
through a highly interactive process. In line with its vision, your
Company’s signed-on residents today exemplify a genre of seniors
who are progressive and passionate for embracing new experiences.
Over the past year, Antara Senior Living Limited has pursued diverse
marketing and brand building initiatives, customer acquisition events
and activities. These include well-planned campaigns over print and
digital media, advertorials, resident and client events.
Operational Initiatives
The hallmark of successful high quality service delivery is proper
preparatory works. Your Company has hired team members across
various functions such as Housekeeping, Security & Engineering,
Food & Beverage, Resident Services and Lifecare. During the
Financial Year 2015-16, the key focus of the operations team has
been towards activities pertaining to club house operations,
housekeeping, engineering, lifecare center, procurement, learning
and development of people across all functions.
The operations team is also working very closely with the projects
A N N U A L R E P O RT 2 0 1 5 - 1 6
team to be part of its quality journey, as each space within the
Community moves from civil to finishing activities.
Corporate Systems and Processes
Various team members were inducted to cater to the needs of the variety
of business functions. Constant endeavors have been made by your
Company on implementation of the best practices in talent acquisition,
on-boarding & induction, talent management, governance, recognition,
appreciation and benefits to team members.
A wide range of IT systems are under implementation for community
operations and resident convenience.
Future Outlook
Over the course of Financial Year 2016-17, your Company’s focus will be
towards successfully launching the Dehradun Community. Your Company
through Antara Senior will continue to build its brand positioning and
product awareness amongst the target clients by various public relations
initiatives, events and activities to generate clients leads and will create
engagement programmes for signed-on residents.
Dividend
Your Directors have not recommended any dividend for the year under
review in view of loss incurred by the Company.
Share Capital
During the year under review, there was no change in the authorized
and paid up share capital of the Company.
As on date, the capital structure of the Company is as under:
The Authorised Share Capital is Rs. 10,00,00,000/- divided into
1,00,00,000 equity shares of Rs. 10/- each and paid-up share capital
of the Company is Rs. 8,21,90,000/- divided into 82,19,000 equity
shares of Rs. 10/- each.
The entire paid-up share capital of the Company is held by Antara
Senior Living Limited by itself (in dematerialized form) and through its
nominee shareholders (in physical form).
Changes in the ultimate holding company
Max India Limited, the ultimate holding company of your Company got
restructured during the period under review. The Hon’ble High Court of
Punjab and Haryana at Chandigarh approved the Composite Scheme
of Arrangement between Max India Limited, Taurus Ventures Limited
(“TVL”) and Capricorn Ventures Limited (hereinafter referred to as “the
Composite Scheme”), on December 14, 2015.
As per the Composite Scheme of Arrangement, Max India Limited has
been demerged into 3 different entities namely Max Financial
Services Limited (erstwhile Max India Limited), TVL (now known as
Max India Limited) and Max Ventures and Industries Limited
(erstwhile Capricorn Ventures Limited). The name of TVL was changed
to Max India Limited w.e.f. February 12, 2016. TVL is engaged inter
alia in the activity of providing management consultancy services and
holding, making and nurturing of investments in health and allied
activities, which includes senior living activities conducted through
the holding company, Antara Senior Living Limited and its subsidiaries
including your Company.
Thus, the ultimate holding company of your Company shall be Max
India Limited (erstwhile TVL) instead of Max Financial Services
Limited (erstwhile Max India Limited)). The shares of Max India
Limited were listed on Bombay Stock Exchange and National Stock
Exchange effective July 14, 2016.
Change in registered office address
For the operational convenience, the registered office of the Company
has been shifted from 170, Rajpur Road, Village Partitpur Santour
near Mussorie Diversion, Dehradun Uttarakhand -248001 to Antara
Senior Living, Guniyal Gaon, PO – Sinola, Dehradun – 248003 with
effect from May 9, 2016.
Material change affecting the financial position of the Company
since March 31, 2016 to the date of the Report
There is no material change affecting the financial position of the
Company since March 31, 2016 to the date of Report.
Transfer to Reserves
The Company doesnot propose to transfer any amount to the
reserves.
Board of Directors
In accordance with the requirement of the Companies Act, 2013, Mrs.
Tara Singh Vachani is liable to retire by rotation at the ensuing Annual
General Meeting and being eligible, offers herself for re-appointment.
Company Secretary
Ms. Jigyasa Gulati was appointed as the Company Secretary of the
Company by the Board of Directors in their meeting held on January
14, 2016.
She is a member of Institute of Company Secretaries of India (ICSI)
and is also pursuing Bachelors in Law (LLB). Prior to this she was a
part of the Corporate Secretarial team at Times Internet Limited
(Times of India Group) and has served as the Company Secretary of S
B Packagings Limited.
Independent Directors
The Company has received declarations from Mr. Pradeep Pant and
Mrs. Sharmila Tagore, Independent Directors of the Company
confirming that they meet with the criteria of independence as
prescribed under Section 149 of the Companies Act, 2013.
Further, the code of conduct for independent directors specifying their
roles, rights, responsibilities in the Company, business model of the
Company and related matters are put up on the website of the
Company at the link <http: www.antaraseniorliving.com>.
Policy on qualification & remuneration for the Directors and other
employees
The Company has framed a Policy for determining qualifications,
positive attributes and independence of a Director and remuneration
for the Directors and other team members of the Company.
The Policy is attached herewith marked as Annexure-1
Audit Committee
There has been no change in the composition of the Audit Committee.
Its members are as follows:
1) Mr. Pradeep Pant (Chairman)
2) Mrs. Sharmila Tagore
3) Mr. Rohit Kapoor
Nomination and Remuneration Committee
There has been no change in the composition of the Nomination and
Remuneration committee. Its members are as follows:
1) Mrs. Tara Singh Vachani (Chairman)
2) Mr. Pradeep Pant
3) Mrs. Sharmila Tagore
Internal Financial Control
Your Company has ensured that adequate internal financial controls have
been laid down in the company. It is further ensured that such controls are
functioning effectively with reference to the financial statements. Different
processes have been designed to ensure the compliance of the internal
control requirements, regulatory compliance and appropriate recording of
financial and operational information. During the year, such controls were
tested internally and no reportable material weakness in the design or
operations were observed.
A N N U A L R E P O RT 2 0 1 5 - 1 6
During the period under consideration, your Company has provided
training to the team members for strengthening the implementation
of Internal Financial Controls in two phases i.e. induction training and
refresher training.
Auditors and Auditors’ Report
Statutory Auditor
The Shareholders of the Company in their Annual General Meeting
held on August 28, 2015 had appointed M/s Deloitte Haskins and
Sells LLP, Chartered Accountants as the statutory auditors of the
Company for a consecutive period of 5 years i.e. from Financial Year
2015-16 till 2019-20.
As per Section 139 of the Companies Act, 2013 read with the
Companies (Audit and Auditors) Rules, 2014, the Statutory Auditor
appointed in the Annual General Meeting hold office from the
conclusion of that meeting till the conclusion of the sixth annual
general meeting and further such appointment is subject to ratification
in every annual general meeting by passing of an ordinary resolution.
Ratification of appointment of M/s Deloitte Haskins and Sells LLP,
Chartered Accountants as the statutory auditor of the Company is due
for the Financial Year 2016-17 and is being placed in the Notice of AGM.
Auditors’ Report
All observations made in the Auditors’ Report and notes to the
accounts are self-explanatory and do not contain any adverse
remarks or qualification from the Auditors and thus not call for any
further comments under Section 134 of the Companies Act, 2013.
Disclosures:
Number of meetings of Board of Directors
The Company prepares a calendar of meetings of the Board and
Committees in advance so as to allow the Directors to block their
calendars. During the year under review, the Board of Directors duly
met five times on18.05.2015, 24.07.2015, 25.08.2015, 28.10.2015
and 14.01.2016 in respect of which proper notices were given and the
proceedings were properly recorded and signed minutes were
maintained in the minutes book.
Particulars of the Loans given, Investment or Guarantees
Details of Loans, Guarantees and Investments covered under the
provisions of Section 186 of the Companies Act, 2013 are given in the
notes to the Financial Statements.
Particulars of Contracts or Arrangements with Related Parties
All contracts / arrangements / transactions entered by the Company
during the financial year with related parties were presented to the
Audit Committee and noted by the Board.
List of all the related party transactions entered by the Company
during the financial year 2015-16 is annexed herewith marked as
Annexure 2 to this Report
Vigil Mechanism
The Company endeavors to maintain the highest standards of
professionalism, integrity and ethical behavior in the conduct of the
affairs of its constituents in a fair and transparent manner.
In accordance with the “whistleblower policy or a vigil mechanism”
formulated by the Company under the provisions of Section 177 of
Companies Act, 2013, the Company had been encouraging its
directors and team members to report to the Management, about
their concern, grievances, unethical behavior, actual or suspected
fraud or violations of the Company’s Code of Conduct policy.
The Company had created Email id: speakup@antaraseniorliving.com
for team members to reach out. Further, drop boxes were being
installed at different office locations for anonymous complaints.
During the financial year 2015-16:
No of complaints received by Company: Nil
No of complaints have been disposed off after taking appropriate
action: Nil
No of complaints remain pending as of 31 March, 2016: Nil
Risk Management Policy
Your Company has been adhering to the Risk Management policy
adopted for assessing the key risks being faced by the Company such
as strategic, financial, credit, market, liquidity, information
technology, legal, regulatory and other risks. Your Company is exposed
to inherent uncertainties owing to the sector in which it operates. A key
factor in determining a company’s capacity to create sustainable
value is the risks that the company is willing to take (at strategic and
operational levels) and its ability to manage them effectively. The
Company is ensuring that these risks are identified on a timely basis
and are being addressed accordingly. Every quarter the Audit
Committee reviews the principal risks and uncertainties that can
impact the ability of the Company to achieve its strategic objectives
and seeks measures to minimize the adverse impact of these risks.
Conservation of Energy and Technology Absorption.
Your Company is taking following measures in view of conservation of
energy and technology absorption.
• LED based lighting in high usage common areas shall be installed
to optimize power consumption
• Energy efficient buildings using low embodied energy building
materials
• Solar water heating panels shall be installed to cater to 20% of hot
water requirement
• Native plant species selected for landscaping to reduce potable
water requirement
• More than 12 rainwater harvesting pits alongwith drip irrigation
mechanisms and organic waste management system has been
planned.
• 100% wastewater treatment at the zero discharge site has been
planned to prevent release of any harmful or toxic material
• Variable frequency drives have been planned to save more energy
for operating motors and lifts
• Water efficient sanitary fixtures to reduce potable water usage
Foreign Exchange Outgo
(Rs. in Lacs)
2015-16 2014-15
Foreign Exchange Outgo
Professional and consultation fees 0 8.29
Others 0 1.53
Director’s Sitting Fees 5.57 0
Travelling and Conveyance 4.61 0 Tara Singh Vachani
Capital Work in Progress 312.27 0 Director
Total 322.45 9.82
Directors’ Responsibility Statement
Pursuant to the requirement under Section 134(5) of the Companies
Act, 2013, with respect to Directors Responsibility Statement, your
Directors confirm that:
a. in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper
explanation relating to material departures;
b. the directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
A N N U A L R E P O RT 2 0 1 5 - 1 6
state of affairs of the Company at the end of the financial year and
of the profit and loss of the Company for that period;
c. the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
d. the directors have prepared the annual accounts on a going
concern basis; and
e. the directors, have laid down internal financial controls to be
followed by the Company and that such internal financial controls
are adequate and were operating effectively.
f. the directors have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
Extract of Annual Return
Extract of Annual return of the Company is annexed herewith as
Annexure 3 to this report.
Particulars of employees and remuneration
The information required under Rule 5 (2) and (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is
provided in the Annexure 4 to this Report. None of the employees listed in
the said Annexure is related to any Director of the Company.
Prevention of Sexual Harassment of Women at Workplace
The Company has zero tolerance for sexual harassment at workplace
and has been undertaking measures in order to nurture and promote a
gender sensitive and safe working environment at all locations. In this
regard, Company has adopted a policy on prevention, prohibition and
redressal of sexual harassment at workplace in line with the provisions
of Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 and the rules framed thereunder.
The Company has been organizing training programmes for the team
members for creating awareness on the subject.
During the financial year 2015-16:
No. of complaints received on sexual harassment by Company: Nil
No. of complaints have been disposed off after taking appropriate
action: Nil
No. of complaints remain pending as of 31 March, 2016: Nil
Acknowledgement
Your Directors would like to express their sincere appreciation for the
assistance and co–operation received from the management and its
team members during the year under review.
For and on behalf of the Board of Directors
Sd/- Sd/-
Rohit Kapoor
Director
DIN No. 02610311 DIN No. 06529360
Place: New Delhi
Date: August 1, 2016
Enclosures
Annexure-1:Policy on qualification, positive attributes etc. of
directors.
Annexure-2: List of related party transactions for financial year
2015-16
Annexure-3: Extract of Annual Return of the Company
Annexure-4: Particulars of Employees and their remuneration
ANNEXURE - 1
APPOINTMENT CRITERIA, QUALIFICATION & REMUNERATION
POLICY IN TERMS OF SECTION 178 OF THE COMPANIES ACT, 2013
(“THE ACT”)
Preamble
In terms of Section 178 of the Act, the Nomination & Remuneration
Committee (“NRC”) shall formulate the criteria for determining
qualifications, positive attributes and independence of a Director
and recommend to the Board a Policy, relating to the remuneration
for the Directors, Key Managerial Personnel (“KMP”) and other
employees.
Appointment Criteria and Qualification
It is the responsibility of the NRC to develop competency
requirements for the Board based on the industry and strategy of the
Company. For this purpose, the NRC shall identify and ascertain the
integrity, qualification, expertise and experience of the person,
conduct appropriate reference checks and due diligence before
recommending him /her to the Board.
For the appointment of KMPs [other than Managing Director/ Whole
time Director/Manager/CEO], Senior Management and other
employees, a person should possess adequate qualification,
expertise and experience for the position, he / she is considered for
the appointment.
Remuneration Policy
The remuneration policy of the Company is aimed at rewarding the
performance, based on review of achievements on a regular basis
and is in consonance with the existing industry practice. This Policy
has been adopted in accordance with the requirements of Section
178 of the Act with respect to the appointment and remuneration of
the Directors, Key Managerial Personnel and Senior Management.
The key components of the Company’s Remuneration Policy are - the
Compensation will be based on credentials and the major driver of
performance, compensation will be competitive and benchmarked
with industry practice and compensation will be fully transparent and
tax compliant.
The purpose of this Policy is to ensure that the remuneration to
Directors, KMP and Senior Management involves a balance between
fixed and incentive pay reflecting short and long-term performance
A N N U A L R E P O RT 2 0 1 5 - 1 6
objectives appropriate to the working of the Company and its goals
and to retain, motivate and promote talent and to ensure long term
sustainability of talented managerial persons and create competitive
advantage.
• Remuneration of Managing / Whole-time Director/Manager/CEO ,
KMP and Senior Management
The remuneration of the Managing / Whole - time Director/
Manager/CEO, as the case may be will be determined by the NRC
and recommended to the Board for approval. Such remuneration
shall be subject to the prior / post approval of the shareholders of
the Company and Central Government, wherever required and
shall be in accordance with the provisions of the Act and Rules
made thereunder. Further, the remuneration of KMP (other than
Managing /Whole time Director/ Manager/CEO) and Senior
Management shall be decided by HR Committee based on the
standard market practice and prevailing HR policies of the
Company.
• Remuneration to Non-executive / Independent Director
The remuneration / commission / sitting fees, as the case may be,
to the Non-Executive /Independent Director, shall be in
accordance with the provisions of the Act and the Rules made
thereunder for the time being in force or as may be decided by the
Committee / Board /shareholders. An Independent Director shall
not be entitled to any stock option of the Company unless
otherwise permitted in terms of the Act, as amended from time to
time.
For and on behalf of the Board of Directors
Antara Purukul Senior Living Limited
Sd/- Sd/-
Tara Singh Vachani Rohit Kapoor
Director Director
DIN No. 02610311 DIN No. 06529360
Place: New Delhi
Date: August 1, 2016
 ANNEXURE - 2

Details of transactions with related party during the year

(Rs. in Lacs)
Ultimate Enterprise over which
Holding director or his relative is
Particulars holding Fellow Subsidiaries
company able to exercise significant
company influence or control Total
Pharmax Max Life New Delhi
Max India Antara Senior Max Financial
Corporation Insurance House Services
Limited Living Limited Services Ltd.
Limited Company Ltd. Limited
Transactions during the year
Staff welfare expenses - - - - 21.14 - 21.14
(-) (-) (-) (-) (16.90) (-) (16.90)
Interest expense on borrowings 357.51 1,543.55 - - - - 1,901.06
(-) (1,081.44) (-) (-) (-) (-) (1,081.44)
Sales commission - 65.23 - - - 65.23
(-) (65.61) (-) (-) (-) (-) (65.61)
Electricity charges - - - - 16.08 16.08
(-) (-) (-) (-) (9.44) (-) (9.44)
Rent including lease rentals - - 82.61 - - 82.61
(-) (-) (80.10) (-) (-) (-) (80.10)
Repair and maintenance - others - - - - 29.73 29.73
(-) (-) (-) (-) (28.25) (-) (28.25)
Miscelaneous expenses - - - 2.75 - - 2.75
(-) (-) (-) (4.11) (-) (-) (4.11)
Legal and professional - - - - - -
(447.19) (-) (-) (-) (-) (-) (447.19)
Reimbursement of expenses paid 4.78 - - - - 3.71 8.49
(8.56) (-) (-) (-) (0.73) (-) (9.29)
Loan taken by the Company 4,250.00 4,980.48 - - - - 9,230.48
(-) (-) (-) (-) (-) (-) (-)
Loan repaid by the Company - 1,759.67 - - - - 1,759.67
(-) (-) (-) (-) (-) (-) (-)
Corporate guarantee given to secure borrowings by 27,700.00 27,700.00 - - - - 55,400.00
(-) (-) (-) (-) (-) (-) (-)

Balance outstanding at the end of year

Long-term borrowings
Term loans from related parties 4,250.00 10,720.81 - - - - 14,970.81
(-) (7,500.00) (-) (-) (-) (-) (7,500.00)

Trade payables - - - - 1.48 3.76 5.24

(-) (-) (-) (-) (2.66) (-) (2.66)
Other long-term liabilities
I. Advance from customer - - - - - - -
(-) (1,306.67) (-) (-) (-) (-) (1,306.67)

Other current liabilities

i. interest accrued but not due on borrowings - 498.64 - - - - 498.64
(-) (-) (-) (-) (-) (-) (-)
ii. Contractually reimbursable expenses - - - - - - -
(-) (3,673.81) (-) (-) (-) (-) (3,673.81)

Short term loans and advances

Loans and advances - - - 0.18 - - 0.18
(-) (-) (-) (0.41) (-) (-) (0.41)

Long term loans and advances

Security deposit given - - 8.00 - - - 8.00
(-) (-) (-) (-) (-) (-) (-)

Corporate guarantee given at the year end 27,700.00 27,700.00 - - - - 55,400.00

to secure borrowings by
(-) (-) (-) (-) (-) (-) (-)
Note: Figures in brackets pertain to previous year
For and on behalf of Board

Sd/- Sd/-
Tara Singh Vachani Rohit Kapoor
Place: New Delhi Director Director
Date: August 1, 2016 DIN No.: 02610311 DIN No.: 06529360

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 3

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
as on financial year ended on 31.03.2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U74120UR1995PLC018283
ii Registration Date 21/06/2016
iii Name of the Company ANTARA PURUKUL SENIOR LIVING LIMITED
iv Category/Sub-category of the Company UNLISTED PUBLIC COMPANY
v Address of the Registered office & contact details Antara Senior Living, Guniyal Gaon,
P.O. - Sinola Dehradun Uttarakhand 248003 IN
vi Whether listed company NO
vii Name , Address & contact details of the Registrar & Transfer Agent, if any. MAS SERVICES LIMITED T-34, 2ND FLOOR, OKHLA
INDUSTRIAL AREA PHASE-II, NEW DELHI-110020
PH: 011-26387281 FAX: 011-26387384

II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated
SL No Name & Description of main products/services NIC Code of the % to total turnover of the company
Product /service
1 Construction 99531122 100

III PARTICULARS OF HOLDING , SUBSIDIARY & ASSOCIATE COMPANIES

Sl No Name & Address of the Company CIN/GLN Holding/subsidiary/ % of applicable
associate Shares Held Section
1 ANTARA SENIOR LIVING LIMITED U74140DL2011PLC218781 HOLDING 100

IV (i) SHAREHOLDING PATTERN (Equity Share capital Break up as % to total Equity)

Category of Shareholders No. of Shares held at the No. of Shares held at the % change during
beginning of the year end of the year the year
Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF
b) Central Govt.or State Govt.
c) Bodies Corporates 8219000 Nil 8219000 100 8219000 Nil 8219000 100 N.A N.A
d) Bank/FI
e) Any other

SUB TOTAL:(A) (1) 8219000 Nil 8219000 100 8219000 Nil 8219000 100 N.A N.A
(2) Foreign
a) NRI- Individuals
b) Other Individuals
c) Bodies Corp.
d) Banks/FI
e) Any other…

SUB TOTAL (A) (2)

Total Shareholding of 8219000 Nil 8219000 100 8219000 Nil 8219000 100 N.A N.A
Promoter (A)= (A)(1)+(A)(2)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 3 CONTD.

B. PUBLIC SHAREHOLDING

(1) Institutions
a) Mutual Funds
b) Banks/FI
c) Cenntral govt
d) State Govt.
e) Venture Capital Fund
f) Insurance Companies
g) FIIS
h) Foreign Venture Capital Funds
I) Others (specify)

SUB TOTAL (B)(1):

(2) Non Institutions

a) Bodies corporates
i) Indian
ii) Overseas
b) Individuals
I) Individual shareholders holding nominal share capital upto Rs.1 lakhs
ii) Individuals shareholders holding nominal share capital in excess of Rs. 1 lakhs
c) Others (specify)

SUB TOTAL (B)(2):

Total Public Shareholding

(B)= (B)(1)+(B)(2)
C. Shares held by Custodian N.A N.A N.A N.A N.A N.A N.A N.A N.A N.A
for GDRs & ADRs

Grand Total (A+B+C) 8219000 Nil 8219000 100 8219000 Nil 8219000 100 N.A N.A

(ii) SHARE HOLDING OF PROMOTERS

Sl Shareholders Name Shareholding at the Shareholding at the % change in

No. begginning of the year end of the year share holding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 ANTARA SENIOR LIVING LIMITED 8219000 100 0 8219000 100 51 0
Total 8219000 100 0 8219000 100 51 0

(iii) CHANGE IN PROMOTERS' SHAREHOLDING ( SPECIFY IF THERE IS NO CHANGE)

Sl Share holding at the beginning Cumulative Share holding

No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year

Date wise increase/decrease in Promoters Share holding
during the year specifying the reasons for increase/
decrease (e.g. allotment/transfer/bonus/sweat equity etc)
At the end of the year

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 3 CONTD.

(iv) Shareholding Pattern of top ten Shareholders (other than Direcors, Promoters & Holders of GDRs & ADRs)

Sl For Each of the Top 10 Shareholders Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year 8219000 100 8219000 100

Date wise increase/decrease in Promoters Share NO CHANGE NO CHANGE NO CHANGE NO CHANGE
holding during the year specifying the reasons for
increase/decrease (e.g. allotment/transfer/bonus
/sweat equity etc)
At the end of the year (or on the date of separation, 8219000 100 8219000 100
if separated during the year)

(v) Shareholding of Directors & KMP

Sl For Each of the Directors & KMP Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year

Date wise increase/decrease in Promoters Share
holding during the year specifying the reasons for NIL
increase/decrease (e.g. allotment/transfer/bonus
/sweat equity etc)
At the end of the year

(v) INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtness at the beginning of the financial year
I) Principal Amount 313,779 750,000,000 750,313,779
ii) Interest due but not paid - - -
iii) Interest accrued but not due - - -

Total (i+ii+iii) 313,779 750,000,000 750,313,779

-

Change in Indebtedness during the financial year -

Additions 1,502,519,340 747,080,886 2,249,600,226
Reduction -
Net Change -
Indebtedness at the end of the financial year -
i) Principal Amount 1,502,703,000 1,497,080,886 2,999,783,886
ii) Interest due but not paid - -
iii) Interest accrued but not due - -
-

Total (i+ii+iii) 1,502,703,000 1,497,080,886 2,999,783,886

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 3 CONTD.

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole time director and/or Manager:

SI. No. Particulars of Remuneration Name of the MD/WTD/Manager Total Amount

1 Gross salary
(a) Salary as per provisions contained in section 17(1)
of the Income Tax. 1961.
(b) Value of perquisites u/s 17(2) of the Income tax Act, 1961
(c) Profits in lieu of salary under section 17(3) of the Income
Tax Act, 1961
2 Stock option
3 Sweat Equity NOT APPLICABLE
4 Commission
as % of profit
others (specify)
5 Others, please specify
Total (A)
Ceiling as per the Act
B. Remuneration to other directors:
SI. No. Particulars of Remuneration Name of the Directors Total Amount

1 Independent Directors Mr. Pradeep Mrs. Sharmila

Pant Tagore
(a) Fee for attending board/ committee meetings 1100000 1200000 2300000
(b) Commission
(c ) Others, please specify
Total (1) 2300000
2 Other Non Executive Directors NIL
(a) Fee for attending board/ committee meetings
(b) Commission
(c ) Others, please specify.
Total (2)
Total (B)=(1+2) 2300000
Total Managerial Remuneration 2300000
Overall Cieling as per the Act. 100000 per meeting

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

SI. No. Particulars of Remuneration Key Managerial Personnel Total
CEO Company CFO Total
1. Gross Salary
Secretary
(a) Salary as per provisions contained in section 17(1) of
the Income Tax Act, 1961.
(b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961
(c ) Profits in lieu of salary under section 17(3) of the Income
Tax Act, 1961
2 Stock Option NOT APPLICABLE
3 Sweat Equity
4 Commission
as % of profit
others, specify
5 Others, please specify
Total

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 3 CONTD.

VII PENALTIES/PUNISHMENT/COMPPOUNDING OF OFFENCES

Section of the Brief Description Details of Penalty/Punishment/ Authority (RD/ Appeal made if
Type
Companies Act Compounding fees imposed NCLT/Court) any (give details)
A. COMPANY
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

B. DIRECTORS
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

C. OTHER OFFICERS IN DEFAULT

Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

For and on behalf of Board

Sd/- Sd/-
Tara Singh Vachani Rohit Kapoor
Director Director
DIN No.: 02610311 DIN No.: 06529360
Place: New Delhi
Date: August 1, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF ANTARA PURUKUL SENIOR LIVING LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements ofANTARA
PURUKUL SENIOR LIVING LIMITED (“the Company”), which comprise
the Balance Sheet as at 31 March, 2016, the Statement of Profit and
Loss andthe Cash Flow Statement for the year then ended, and a
summary of the significant accounting policies and other
explanatory information
true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at 31 March,
2016, and its loss and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. 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.

Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the Accounting
Standards prescribed under section 133 of the Act, as applicable.
This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates
that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included
in the audit report under the provisions of the Act and the Rules made
thereunder and the Order under section 143 (11) of the Act.
b) In our opinion, proper books of account as required by law
have been kept by the Company so far as it appears from
our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and
the Cash Flow Statement dealt with by this Report are in
agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply
with the Accounting Standards prescribed under section
133 of the Act, as applicable.
e) On the basis of the written representations received from
the directors as on 31 March, 2016 taken on record by the
Board of Directors, none of the directors is disqualified as
on 31March, 2016 from being appointed as a director in
terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial
controls over financial reporting of the Company and the
operating effectiveness of such controls, refer to our
separate Report in “Annexure A”. Our report expresses an
unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial controls
over financial reporting.
g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our
opinion and to the best of our information and according
to the explanations given to us:

We conducted our audit of the financial statements in accordance
with the Standards on Auditing specified under Section 143(10) of
the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error. In making
those risk assessments, the auditor considers internal financial control
2.
relevant to the Company’s preparation of the financial statements that
give a true and fair view in order to design audit procedures that are
appropriate in the circumstances. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
Place : New Delhi
explanations given to us, the aforesaid financial statements give the
Date: 9 May, 2016
information required by the Act in the manner so required and give a
i. The Company does not have any pending litigations
which would impact its financial position – Refer Note
22.1 of the financial statements.
ii. The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses – Refer Note 22.3 of the
financial statements.
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection
Fund by the Company - Refer Note 22.4 of the financial
statements.
As required by the Companies (Auditor’s Report) Order, 2016
(“the Order”/”CARO 2016”) issued by the Central Government in
terms of Section 143(11) of the Act, we give in “Annexure B” a
statement on the matters specified in paragraphs 3 and 4 of the
Order.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Partner
(Membership No. 93474)

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 1(f)under ‘Report on Other Legal and
Regulatory Requirements’ of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting
under Clause (i) of Sub-section 3 of Section 143 of the Companies
Act, 2013 (“the Act”)
We have audited the internal financial controls over financial
reporting of ANTARA PURUKUL SENIOR LIVING LIMITED (“the
Company”) as of 31 March, 2016 in conjunction with our audit of the
financial statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s management is responsible for establishing and
maintaining internal financial controls based on the internal control
over financial reporting criteria established by the Company
considering the essential components of internal control stated in
the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants
of India. These responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient conduct of
its business, including adherence to company’s policies, the
safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information,
as required under the Companies Act, 2013.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company's internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting
(the“Guidance Note”) issued by the Institute of Chartered
Accountants of India and the Standards on Auditing prescribe d
under Section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls. Those Standards
and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls over
financial reporting was established and maintained and if such
controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
A N N U A L R E P O RT 2 0 1 5 - 1 6
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls Over Financial
Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting
to future periods are subject to the risk that the internal financial
control over financial reporting may become inadequate because of
changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion
In our opinion, to the best of our information and according to the
explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting
were operating effectively as at 31 March, 2016, based on the
internal control over financial reporting criteria established by the
Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting issued by the Institute of Chartered
Accountants of India.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Partner
(Membership No. 93474)
Place : New Delhi
Date: 9 May, 2016
ANNEXURE “B” TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 2 under ‘Report on Other Legal and
Regulatory Requirements’ section of our report of even date)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of
fixed assets.
(b) The fixed assets were physically verified during the year by
the Management in accordance with a regular
programme of verification which, in our opinion, provides
for physical verification of all the fixed assets at
reasonable intervals. According to the information and
explanations given to us, no material discrepancies were
noticed on such verification.
(c) According to the information and explanations given to us
and the records examined by us and based on the
examination of the registered sale deed / transfer deed /
conveyance deed provided to us, we report that, the title
deeds, comprising all the immovable properties of land
and buildings which are freehold, are held in the name of
the Company as at the balance sheet date.
(ii) The Company does not have any inventory and hence reporting
under clause (ii) of the CARO 2016 is not applicable.
(iii) The Company has not granted any loans, secured or
unsecured, to companies, firms, Limited Liability Partnerships
or other parties covered in the register maintained under
section 189 of the Companies Act, 2013.
(iv) The Company has not granted any loans, made investments or
provided guarantees and hence reporting under clause (iv) of
the CARO 2016 is not applicable.
(v) According to the information and explanations given to us, the
Company has not accepted any deposit from public. The
Company does not have any unclaimed deposits and
accordingly the provisions of Sections 73 to 76 or any other
relevant provisions of the Companies Act, 2013 are not
applicable to the Company.
(vi) Having regard to the nature of the Company’s business /
activities, reporting under clause (vi) CARO 2016 is not
applicable.
(vii) According to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing
undisputed statutory dues, including Provident Fund,
Income-tax, Service Tax, Customs Duty, Value Added Tax,
cess and other material statutory dues applicable to it to
the appropriate authorities. We are informed that the
provisions of Employees State Insurance Act, 1948 are
not applicable to the Company and that the operations of
the Company did not give rise to any liability for Sales Tax
and Excise Duty.
(b) There were no undisputed amounts payable in respect of
Provident Fund, Income-tax, Service Tax, Customs Duty,
Value Added Tax, cess and other material statutory dues
in arrears as at 31 March, 2016 for a period of more than
six months from the date they became payable. We are
informed that the provisions of Employees State
Insurance Act, 1948 are not applicable to the Company
and that the operations of the Company did not give rise to
any liability for Sales Tax and Excise Duty.
(c) There are no dues of Income-tax, Service Tax, Customs
A N N U A L R E P O RT 2 0 1 5 - 1 6
Duty and Value Added Tax as on 31 March, 2016 on
account of disputes. We are informed that the operations
of the Company did not give rise to any liability for Sales
Tax and Excise Duty.
(viii) In our opinion and according to the information and
explanations given to us, the Company has not defaulted in the
repayment of loans or borrowings to banks and financial
institutions. The Company has not taken any loans or
borrowings from government or has not issued any debentures.
(ix) The Company has not raised moneys by way of initial public
offer or further public offer (including debt instruments). In our
opinion and according to the information and explanations
given to us, the term loans have been applied by the Company
during the year for the purposes for which they were raised.
(x) To the best of our knowledge and according to the information
and explanations given to us, no fraud by the Company and no
material fraud on the Company by its officers or employees has
been noticed or reported during the year.
(xi) In our opinion and according to the information and
explanations given to us, the Company has paid / provided
managerial remuneration in accordance with the requisite
approvals mandated by the provisions of section 197 read with
Schedule V to the Companies Act, 2013.
(xii) The Company is not a Nidhi Company and hence reporting
under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and
explanations given to us the Company is in compliance with
Section 188 and 177 of the Companies Act, 2013, where
applicable, for all transactions with the related parties and the
details of related party transactions have been disclosed in the
financial statements etc. as required by the applicable
accounting standards.
(xiv) During the year the Company has not made any preferential
allotment or private placement of shares or fully or partly
convertible debentures and hence reporting under clause (xiv)
of CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and
explanations given to us, during the year the Company has not
entered into any non-cash transactions with its directors or
persons connected with him and hence provisions of section
192 of the Companies Act, 2013 are not applicable.
(xvi) The Company is not required to be registered under section 45-
IA of the Reserve Bank of India Act, 1934.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Partner
(Membership No. 93474)
Place : New Delhi
Date: 9 May, 2016
BALANCE SHEET
AS AT MARCH 31, 2016

(Rs. in Lacs)
As at As at
Particulars Notes
March 31, 2016 March 31, 2015
A. EQUITY AND LIABILITIES
1. Shareholders' funds
(a) Share capital 3 821.90 821.90
(b) Reserves and surplus 4 (9,720.07) (7,592.22)
(8,898.17) (6,770.32)
2. Non-current liabilities
(a) Long-term borrowings 5 29,997.84 15,583.14
(b) Other Long-term liabilities 6 10,292.22 7,682.05
(c) Long-term provisions 7 130.53 290.78
40,420.59 23,555.97
3. Current liabilities
(a) Trade payables 8
(i) total outstanding dues to micro enterprises and small enterprises - -
(ii) total outstanding dues to creditors other than micro enterprises and small enterprises 144.74 164.11
(b) Other current liabilities 9 1,728.43 4,344.07
(c) Short-term provisions 10 321.35 41.18
2,194.52 4,549.36

TOTAL 33,716.94 21,335.01

B. ASSETS
1. Non-current assets
(a) Fixed assets
(i) Tangible assets 11A 6,034.44 6,006.31
(ii) Intangible assets 11B 22.70 3.63
(iii) Capital work-in-progress 25,593.73 11,489.81
(iv) Intangible assets under development - 1.87
31,650.87 17,501.62
(b) other non-current assets 12 - 4.52
(c) Long-term loans and advances 13 1,291.65 1,518.40
1,291.65 1,522.92
2. Current assets
(a) Current investments 14 - 1,375.36
(b) Cash and cash equivalents 15 720.34 877.57
(c) Short-term loans and advances 16 54.08 52.56
(d) Other current assets 17 - 4.98
774.42 2,310.47

TOTAL 33,716.94 21,335.01

See accompanying notes forming part of the financial statements 1 to 33
In terms of our report attatched
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Pradeep Pant Tara Singh Vachani

Partner (Director) (Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Jigyasa Gulati

(Director Finance) (Company Secretary)

Place : New Delhi Place : New Delhi

Date : 9 May, 2016 Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
Particulars Notes
March 31, 2016 March 31, 2015
1. Income
(a) Other income 18 106.03 192.59

2. Total revenue 106.03 192.59

3. Expenses
(a) Employee benefits expense 19 572.89 415.52
(b) Finance costs 20 1,025.01 398.17
(c) Depreciation and amortisation expense 11 35.59 19.65
(d) Other expenses 21 601.85 6,895.36

4. Total expenses 2,235.34 7,728.70

5. Loss before tax (2-4) (2,129.31) (7,536.11)

6. Tax expense
(a) Short / (Excess) provision for tax relating to prior years (1.46) 40.55
(1.46) 40.55

Loss after tax (2,127.85) (7,576.66)

Earnings per share (of Rs. 10 each) 28

- Basic and diluted (25.89) (92.18)

See accompanying notes forming part of the financial statements 1 to 33

In terms of our report attatched

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Pradeep Pant Tara Singh Vachani

Partner (Director) (Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Jigyasa Gulati

(Director Finance) (Company Secretary)

Place : New Delhi Place : New Delhi

Date : 9 May, 2016 Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
March 31, 2016 March 31, 2015
A. Cash flow from operating activities
Loss before tax (2,129.31) (7,536.11)
Adjustments for:
Depreciation and amortisation expense 35.59 19.65
Finance costs 1,025.01 398.17
Interest income from others (10.80) -
Interest income from bank on deposits (47.32) (67.61)
Loss on sale/write off of fixed assets - 1.28
Net gain on sale of current investments in mutual funds (47.91) (124.59)
Operating loss before working capital changes (1,174.74) (7,309.21)
Changes in working capital:
Adjustments for increase / (decrease) in operating liabilities:
Trade payables (19.37) (437.59)
Short-term provisions 280.73 14.06
Long-term provisions (160.26) 276.12
Other current liabilities (3,605.03) 2,503.79
Other long-term liabilities 2,610.17 3,156.03
(893.76) 5,512.41

Adjustments for (increase) / decrease in operating assets:

Short-term loans and advances (1.52) 33.27
Long-term loans and advances (34.18) 2,252.02
Other current assets - -
(35.70) 2,285.29

Cash flow/used in operations (2,104.20) 488.49

Net income tax paid 0.90 (40.55)
Net cash flow from/(used in) operating activities A. (2,103.30) 447.94

B. Cash flow from investing activities

Capital expenditure on fixed assets, including capital advances (13,384.80) (3,792.56)
Proceeds from sale of fixed assets - (9.54)
Bank balances not considered as Cash and cash equivalents 827.30 (106.73)
Interest received 67.62 65.90
Current investments in mutual funds
- Purchased (5,013.07) (7,366.20)
- Proceeds from sale 6,436.34 7,094.00
Net cash flow used in investing activities B. (11,066.61) (4,115.13)

Cash flow from financing activities

Proceeds from long -term borrowings 14,414.71 3,714.35
Finance costs (574.73) (375.34)
Net cash flow from financing activities C. 13,839.98 3,339.01

Net increase/(decrease) in cash and cash equivalents (A+B+C) 670.07 (328.18)

Cash and cash equivalents at the beginning of the year 50.27 378.45
Cash and cash equivalents at the end of the year* 15 720.34 50.27

Reconciliation of Cash and cash equivalents with the Balance Sheet:

Cash and cash equivalents (Refer Note 15) 720.34 877.57
Less: Bank balances not considered as Cash and cash equivalents
(i) In other deposit accounts - 733.90

A N N U A L R E P O RT 2 0 1 5 - 1 6
 CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
March 31, 2016 March 31, 2015
- Original maturity more than 3 months
(ii) In earmarked accounts
- Balances held as margin money against guarantees - 93.40
- 827.30

Net Cash and cash equivalents (as defined in AS 3 Cash Flow Statements) included in Note 15 720.34 50.27
Cash and cash equivalents at the end of the year*
*Comprises:
(a) Cash on hand 1.15 0.98
(b) Balances with banks
- in current account 719.19 49.29
- in deposit account - -

Total 720.34 50.27

See accompanying notes forming part of the financial statements 1 to 33
In terms of our report attatched
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Pradeep Pant Tara Singh Vachani

Partner (Director) (Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Jigyasa Gulati

(Director Finance) (Company Secretary)

Place : New Delhi Place : New Delhi

Date : 9 May, 2016 Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

Significant Accounting Policies and Notes on Accounts

1. Corporate information
ANTARA PURUKUL SENIOR LIVING LIMITED ("the Company") is a wholly owned subsidiary of ANTARA SENIOR LIVING LIMITED. The Company
has been set up to primarily engage in the business of construction and leasing of residential senior living communities.
2. Significant Accounting Policies
a. Basis of Preparation
The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in India
(Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013 (“the 2013 Act”) and
relevant provisions of the Companies Act, 2013. The financial statements have been prepared on accrual basis under the historical cost
convention. The accounting policies adopted in the preparation of the financial statements are consistent with those followed in the previous year.
b. Uses of Estimates
The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income
and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are
prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the
estimates are recognised in the periods in which the results are known / materialise.
c. Cash and cash equivalents (for purposes of Cash flow statement)
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances, (with original maturity of
three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash
and which are subject to insignificant risk of changes in value.
d. Cash flow statement
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is adjusted for the effects
of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from
operating, investing and financing activities of the Company are segregated based on the available information.
e. Depreciation and amortisation
Depreciation amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated value. Depreciation on
tangible fixed assets has been provided on the straight line method as per the useful life prescribed in Schedule II to the Companies
Act, 2013The estimated useful life of the intangible assets and the amortisation period are reviewed at the end of each financial year
and the amortisation period is revised to reflect the changed pattern, if any.
f. Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be
reliably measured.
g. Other income
Interest income is accounted on accrual basis. Dividend income is accounted when the right to receive it is established.
h. Fixed Assets (Tangible/Intangible)
Fixed assets are carried at cost less accumulated depreciation/amortisation and impairment losses, if any. The cost of fixed assets
comprises its purchase price, net of any trade discounts and rebates, any import duties and other taxes (other than those subsequently
recoverable from the tax authorities), any directly attributable expenditure on making the asset ready for its intended use, other incidental
expenses and interest on borrowings attributable to acquisition of qualifying fixed assets up to the date the asset is ready for its intended
use. Subsequent expenditure on fixed assets after its purchase / completion is capitalised only if such expenditure results in an increase
in the future benefits from such asset beyond its previously assessed standard of performance. Fixed assets acquired and put to use for
project purpose are capitalised and depreciation thereon is included in the project cost till the project is ready for its intended use. Fixed
assets acquired in full or part exchange for another asset are recorded at the fair market value or the net book value of the asset given up,
adjusted for any balancing cash consideration. Fair market value is determined either for the assets acquired or asset given up, whichever
is more clearly evident. Fixed assets acquired in exchange for securities of the Company are recorded at the fair market value of the assets
or the fair market value of the securities issued, whichever is more clearly evident. Fixed assets retired from active use and held for sale
are stated at the lower of their net book value and net realisable value and are disclosed separately in the balance sheet. Capital work-in-
progress: Projects under which assets are not ready for their intended use and other capital work-in-progress are carried at cost,
comprising direct cost, related incidental expenses and attributable interest.
i. Foreign currency transactions and translations
Initial recognition Transactions in foreign currencies entered into by the Company are accounted at the exchange rates prevailing on
the date of the transaction or at rates that closely approximate the rate at the date of the transaction. Measurement at the balance
sheet date Foreign currency monetary items (other than derivative contracts) of the Company, outstanding at the balance sheet date
are restated at the year-end rates. Non-monetary items of the Company are carried at historical cost.
Treatment of exchange differences Exchange differences arising on settlement / restatement of foreign currency monetary assets and
liabilities of the Company are recognised as income or expense in the Statement of Profit and Loss. Accounting of forward contracts
Premium / discount on forward exchange contracts, which are not intended for trading or speculation purposes, are amortised over the

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

period of the contracts if such contracts relate to monetary items as at the Balance Sheet date. Any profit or loss arising on cancellation or
renewal of such a forward contract is recognised as income or as expense in the period in which such cancellation or renewal is made.
j. Investments
Long-term investments, are carried individually at cost less provision for diminution, other than temporary, in the value of such
investments. Current investments are carried individually, at the lower of cost and fair value. Cost of investments include acquisition
charges such as brokerage, fees and duties.
k. Employee benefits
Employee benefits include provident fund, gratuity fund, compensated absences and long term incentive.
Defined contribution plan The Company's contribution to provident fund is considered as defined contribution plan and are charged
as an expense based on the amount of contribution required to be made and when services are rendered by the employees. Defined
benefit plan For defined benefit plans in the form of gratuity fund, the cost of providing benefits is determined using the Projected Unit
Credit method, with actuarial valuations being carried out at each balance sheet date. Actuarial gains and losses are recognised in
the Statement of Profit and Loss in the period in which they occur. Past service cost is recognised immediately to the extent that the
benefits are already vested and otherwise is amortised on a straight-line basis over the average period until the benefits become
vested. The retirement benefit obligation recognised in the Balance Sheet represents the present value of the defined benefit obligation
as adjusted for unrecognised past service cost, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is
limited to past service cost, plus the present value of available refunds and reductions in future contributions to the scheme.
Short-term employee benefits
The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees
are recognised during the year when the employees render the service. These benefits include performance incentive and
compensated absences which are expected to occur within twelve months after the end of the period in which the employee renders
the related service. The cost of short-term compensated absences is accounted as under :(a) in case of accumulated compensated
absences, when employees render the services that increase their entitlement of future compensated absences; and(b) in case of
non-accumulating compensated absences, when the absences occur.
Long-term employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee
renders the related service are recognised as a liability at the present value of the defined benefit obligation as at the balance sheet
date less the fair value of the plan assets out of which the obligations are expected to be settled. Long Service Awards are recognised
as a liability at the present value of the defined benefit obligation as at the balance sheet date.
Long term incentive
The Company has offered a long term incentive plan for its employees based on achievement of certain individual performance
milestones and collective milestones at the Company level. This plan offers a formula based financial incentive to eligible employees
who meet these milestones.
l. Borrowing costs
Borrowing costs include interest, amortisation of ancillary costs incurred and exchange differences arising from foreign currency
borrowings to the extent they are regarded as an adjustment to the interest cost. Costs in connection with the borrowing of funds to
the extent not directly related to the acquisition of qualifying assets are charged to the Statement of Profit and Loss over the tenure of
the loan. Borrowing costs, allocated to and utilised for qualifying assets, pertaining to the period from commencement of activities
relating to construction /development of the qualifying asset upto the date of capitalisation of such asset are added to the cost of the
assets. Capitalisation of borrowing costs is suspended and charged to the Statement of Profit and Loss during extended periods when
active development activity on the qualifying assets is interrupted.
m. Leases
Where the Company as a lessor leases assets under finance leases, such amounts are recognised as receivables at an amount equal
to the net investment in the lease and the finance income is recognised based on a constant rate of return on the outstanding net
investment. Assets leased by the Company in its capacity as lessee where substantially all the risks and rewards of ownership vest in
the Company are classified as finance leases. Such leases are capitalised at the inception of the lease at the lower of the fair value
and the present value of the minimum lease payments and a liability is created for an equivalent amount. Each lease rental paid is
allocated between the liability and the interest cost so as to obtain a constant periodic rate of interest on the outstanding liability for
each year. Lease arrangements where the risks and rewards incidental to ownership of an asset substantially vest with the lessor are
recognised as operating leases. Lease rentals under operating leases are recognised in the Statement of Profit and Loss on a
straight-line basis over the lease term.
n. Earnings per share
Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if any)
by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by dividing the
profit / (loss) after tax (including the post tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges
to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for
deriving basic earnings per share and the weighted average number of equity shares which could have been issued on the conversion
of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would
decrease the net profit per share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the
proceeds receivable had the shares been actually issued at fair value. Dilutive potential equity shares are determined independently
for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits / reverse
share splits and bonus shares, as appropriate.
o. Taxes on income
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the applicable tax rates
and the provisions of the Income Tax Act, 1961 and other applicable tax laws. Minimum Alternate Tax (MAT) paid in accordance with
the tax laws, which gives future economic benefits in the form of adjustment to future income tax liability, is considered as an asset if
there is convincing evidence that the Company will pay normal income tax. Accordingly, MAT is recognised as an asset in the Balance
Sheet when it is probable that future economic benefit associated with it will flow to the Company.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income that
originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the tax rates
and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities are recognised for all timing
differences. Deferred tax assets are recognised for timing differences of items other than unabsorbed depreciation and carry forward
losses only to the extent that reasonable certainty exists that sufficient future taxable income will be available against which these
can be realised. However, if there are unabsorbed depreciation and carry forward of losses and items relating to capital losses,
deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that there will be sufficient future
taxable income available to realise the assets. Deferred tax assets and liabilities are offset if such items relate to taxes on income
levied by the same governing tax laws and the Company has a legally enforceable right for such set off. Deferred tax assets are
reviewed at each balance sheet date for their realisability. Current and deferred tax relating to items directly recognised in reserves
are recognised in reserves and not in the Statement of Profit and Loss.
p. Impairment of assets
The carrying values of assets / cash generating units at each balance sheet date are reviewed for impairment if any indication of
impairment exists. If the carrying amount of the assets exceeds the estimated recoverable amount an impairment is recognised for
such excess amount. The impairment loss is recognised as an expense in the Statement of Profit and Loss, unless the asset is carried
at revalued amount, in which case any impairment loss of the revalued asset is treated as a revaluation decrease to the extent a
revaluation reserve is available for that asset. The recoverable amount is the greater of the net selling price and their value in use.
Value in use is arrived at by discounting the future cash flows to their present value based on an appropriate discount factor. When
there is indication that an impairment loss recognised for an asset (other than a revalued asset) in earlier accounting periods no
longer exists or may have decreased, such reversal of impairment loss is recognised in the Statement of Profit and Loss, to the extent
the amount was previously charged to the Statement of Profit and Loss. In case of revalued asset such reversal is not recognised.
q. Provisions and contingencies
A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an outflow of
resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions (excluding
retirement benefits) are not discounted to their present value and are determined based on the best estimate required to settle the
obligation at the balance sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best
estimates. A contingent liability is disclosed unless the possbility of an outflow of resources embodying economic benefits are
remote. Contingent assets are not recognised in the financial statements.
r. Service tax input credit
Service tax input credit is accounted for in the books in the period in which the underlying service received is accounted and when
there is no uncertainty in availing / utilising the credits.
s. Operating cycle
Based on the nature of products / activities of the Company and the normal time between acquisition of assets and their realisation in
cash or cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of classification of its assets
and liabilities as current and non-current.
3 Share Capital
(Rs. in Lacs)
As at March 31, 2016 As at March 31, 2015
Particulars
Number of shares Amount Rs./Lacs Number of shares Amount Rs./Lacs
(a) Authorised
Equity share capital 10,000,000 1,000.00 10,000,000 1,000.00
Equity shares of Rs. 10 (Previous year Rs. 10)
each with voting rights

(b) Issued, subscribed and fully paid up

Equity share capital
Equity shares of Rs. 10 (Previous year Rs. 10) 8,219,000 821.90 8,219,000 821.90
each with voting rights
821.90 821.90

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 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

Refer Notes (i) to (iv) below

(i) The Company has one class of equity shares having a par value of Rs. 10 each. Each holder of equity shares is entitled to one vote per
share. In the event of liquidation of the Company, holder of equity shares will be entitled to receive remaining assets of the Company
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders.
(ii) Details of shares held by each shareholder holding more than 5% shares:

As at March 31, 2016 As at March 31, 2015

Class of shares/Name of shareholder
Number of shares held % holding Number of shares held % holding
Equity shares with voting rights of Rs. 10 each
ANTARA SENIOR LIVING LIMITED (ASL) and its
nominees ('Holding Company') 8,219,000 100.00 8,219,000 100.00

(iii) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period:

Particulars Opening Balance Shares Issued Closing Balance

Equity shares with voting rights of Rs. 10 each

Year ended 31 March, 2016
- Number of shares 8,219,000 - 8,219,000
- Amount (Rs./lacs ) 821.90 - 821.90

Year ended 31 March, 2015

- Number of shares 8,219,000 - 8,219,000
- Amount (Rs./lacs ) 821.90 - 821.90

(iv) Details of shares held by ANTARA SENIOR LIVING LIMITED, the holding company:

Aggregate number of shares

As at As at
March 31, 2016 March 31, 2015
Fully paid up equity shares with voting rights 8,219,000 8,219,000

4 Reserve and surplus

(Rs. in Lacs)
As at As at
Particulars March 31, 2016 March 31, 2015
Surplus/(deficit) in Statement of Profit and Loss
Opening balance (7,592.22) (15.56)
Add: Loss for the year (2,127.85) (7,576.66)
Total (9,720.07) (7,592.22)

5 Long-term borrowings

As at As at
March 31, 2016 March 31, 2015
(a) Term loans
(i) From banks (secured)* 15,025.19 -
(ii) From financial institutions (secured) - 8,080.00
(iii) From related parties (unsecured) 14,970.81 7,500.00

(b) Loan from banks - Vehicle loans (secured)** 1.84 3.14

Total 29,997.84 15,583.14

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NOTES FORMING PART OF THE FINANCIAL STATEMENTS

i. The rate of interest applicable on long term borrowings are as under:

a. Term loans from banks 11.50% -
b. Term loans from financial institution - 12.85%
c. Term loans from related parties 12.00% - 14.00% 14.00%
d. Vehicle loans 10.75% - 11.00% 10.75% - 11.00%
ii. Details of terms of repayment and securities provided in respect of secured term loans are as under:
* Term loans from banks (secured) :
The Loan together with interest, additional interest, further interest, liquidated damages, costs, charges, expenses and all other
monies whatsoever payable by the Company is secured by the following security interest created in favour of the Bank or the Security
Trustee:
a) Exclusive charge by way of mortgage of the land on which the "Company is building a senior living commnity" ('Project')
admeasuring 19 acres (including project land of 13 acres and surplus land of 6 acres) situated at Village Chak Soloniwala,
Dehradun, owned by the Company.
b) Exclusive charge by way of hypothecation on entire current assets and movable fixed assets (excluding vehicles hypothecated to
the financiers of the vehicles) of the Company and ANTARA SENIOR LIVING LIMITED ('ASL'), both present and future;
c) Exclusive charge over designated account and over all cash flows of the Company and ASL including but not limited to cash flows
arising out of sales / leasing of area / project receipts / all other cash flows pertaining to project;
d) Exclusive charge on all the receivables of the Company and ASL by way of hypothecation of scheduled receivables both present
and future; and
e) Exclusive charge by way of hypothecation / mortgage / assignment as the case may be of:
(i) all the FSI, rights, title, interest, benefits, claims and demands whatsoever of the Company and ASL in respect of the project,
in the project documents, all as amended, varied or supplemented from time to time;(ii) subject to applicable Law, all the
rights, title, interest, benefits, claims and demands whatsoever of the Company and ASL in the clearances, and(iii) all the
rights, title, interest, benefits, claims and demands whatsoever of the Company and ASL in any letter of credit, guarantee,
performance bond, guarantee, bank guarantee provided by any vendor/contractor/party to the Company and ASL in
relation to the project.
f) Corporate Guarantees of Max India Limited and ASL.
The loan is repayable in twelve equal quarterly installments from 30 June, 2017 with an option to prepay.
** Vehicle loans (secured)
Vehicle loans Rs 7.46 lacs (including current maturities of long term borrowing Rs 5.62 lacs) (previous year: Rs 7.55 lacs, including
current portion of Rs. 4.41 lacs) are secured by way of hypothecation of respective vehicles. This is repayable in next 2 years.

6 Other Long-term liabilities

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
Others
(a) Advances from customers 10,129.77 7,682.05
(b) Retention money payable 162.45 -
Total 10,292.22 7,682.05

7 Long-term provisions
(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
Provision for employee benefits
(a) Provision for compensated absences 83.02 46.05
(b) Provision for gratuity (net) (Refer Note 24) 47.51 29.41
(c) Provision for long term incentive - 215.32
Total 130.53 290.78

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 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

8 Trade payables
(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
Trade payables - Other than acceptances
- total outstanding dues of micro enterprises and small enterprises (Refer note 29)
- total outstanding dues of creditors other than micro enterprises and small enterprises 144.74 164.11
Total 144.74 164.11

9 Other current liabilities

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Current maturities of long-term borrowings 5.62 4.41
(b) Interest accured but not due on borrowings (Refer note 5) - 48.36
(c) Interest accrued and due on borrowings (Refer note 5) 498.64 -
(d) Other payables
(i) Statutory dues(Contributions to PF, VAT, Service Tax, Withholding Taxes etc.) 159.00 160.89
(ii) Payables on purchase of fixed assets 985.07 445.97
(iii) Contractually reimbursable expenses - 3,673.81
(iv) Advances from customers 52.84 -
(v) Retention money payable 22.68 6.05
(vi) Security deposits received 4.58 4.58
Total 1,728.43 4,344.07

10 Short-term provisions
(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Provision for employee benefits
(i) Provision for compensated absences 1.08 0.55
(ii) Provision for gratuity (net) (Refer Note 24) 0.18 0.08
(iii) Current portion of Provision for long term incentive 320.09 -

(b) Provision - Others

(i) Provision for tax (net of advance tax Rs. Nil (Previous year Rs. Nil) - 40.55
Total 321.35 41.18

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NOTES FORMING PART OF THE FINANCIAL STATEMENTS

11 Fixed Assets
(Rs. in Lacs)
Gross block Depreciation/Amortisation Net block
As at April Additions Deletions/ As at As at April For the year Deletions/ As at As at As at
1, 2015 adjustments March 31, 1, 2015 adjustments March 31, March 31, March 31,
2016 2016 2016 2015

A TANGIBLE ASSETS - OWNED

(a) Land (freehold) 5,878.33 5.50 - 5,883.83 - - - - 5,883.83 5,878.33
5,878.33 - - 5,878.33 - - - - 5,878.33 5,878.33
(b) Computers 56.44 30.73 - 87.17 10.04 19.30 - 29.34 57.83 46.40
14.71 40.72 (1.01) 56.44 1.16 8.84 (0.04) 10.04 46.40 13.55
(c) Furniture and fixtures 35.77 9.78 - 45.55 3.42 3.78 - 7.20 38.35 32.35
0.07 34.71 (0.99) 35.77 0.03 3.38 (0.01) 3.42 32.35 0.04
(d) Vehicles 39.20 5.07 - 44.27 4.19 4.85 - 9.04 35.23 35.01
29.42 19.48 9.70 39.20 1.81 3.84 1.46 4.19 35.01 27.61
(e) Office equipments 16.97 8.97 25.94 2.75 3.99 - 6.74 19.20 14.22
10.08 8.90 2.01 16.97 0.16 2.63 0.04 2.75 14.22 9.92
Total (A) 6,026.71 60.05 - 6,086.76 20.40 31.92 - 52.32 6,034.44 6,006.31
Previous year (C) 5,932.61 103.81 9.71 6,026.71 3.16 18.69 1.45 20.40 6,006.31 5,929.45

B INTANGIBLE ASSETS
(a) Computer software 5.28 22.74 - 28.02 1.65 3.67 - 5.32 22.70 3.63
5.02 0.26 - 5.28 0.69 0.96 - 1.65 3.63 4.33
Total (B) 5.28 22.74 - 28.02 1.65 3.67 - 5.32 22.70 3.63
Previous year (D) 5.02 0.26 - 5.28 0.69 0.96 - 1.65 3.63 4.33
Total (A+B) 6,031.99 82.79 - 6,114.78 22.05 35.59 - 57.64 6,057.14 6,009.94
Previous year (C+D) 5,937.63 104.07 9.71 6,031.99 3.85 19.65 1.45 22.05 6,009.94 5,933.78
Amounts in italics represent previous year's figures.

12 Other non-current assets

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
Interest accrued on deposits - 4.52
Total - 4.52

13 Long-term loans and advances

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Capital advances
(i) Secured, considered good 715.35 1,427.85
(ii) Unsecured, considered good 475.46 23.90
1,190.81 1,451.75

(b) Security deposits - Unsecured, considered good 34.00 0.70

(c) Advance income tax - (net of provisions Rs. 46.58 lacs (Previous year Rs. 9.66 lacs)
- Unsecured, considered good 66.84 65.95
Total 1,291.65 1,518.40

14 Current Investments
(Rs. in Lacs)
As at March 31, 2016 As at March 31, 2015
Particulars
No of units Rs./Lacs No of units Rs./Lacs
Investment in mutual funds (unquoted)
(a) Liquid Funds
DSP BlackRock Liquidity Fund - Direct
Plan - Growth - - 68,761.61 1,375.36
Total - 1,375.36
Note:
Aggregate amount of current unquoted investments - 1,375.36

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

15 Cash and cash equivalents

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
A Cash and cash equivalents (as per AS 3 Cash Flow Statements)
(a) Cash on hand 1.15 0.98
(b) Balances with banks
(i) In current accounts 719.19 49.29
Total - Cash and cash equivalents (as per AS 3 Cash Flow Statements) (A) 720.34 50.27

B Other bank balances

(i) In other deposit accounts
- Original maturity more than 3 months(Refer note (ii) below) - 733.90
(ii) In earmarked accounts
- Balances held as margin money against guarantees (Refer note (I) below) - 93.40
Total - Other bank balances (B) - 827.30
Total Cash and cash equivalents (A+B) 720.34 877.57
Notes:
(i) Deposits under lien for Debt Service Reserve Account (DSRA) of IDFC Limited - 93.40
(ii) Deposits lodged with banks for issue of guarantees in favour of Mussorie Dehradun
Development Authority. - 733.90

16 Short-term Loans and advances

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
(a) Loans and advances to related parties (Refer note 25.1) 0.18 4.03
Unsecured, considered good
(b) Loans and advances to employees - Unsecured, considered good 8.62 1.17
(c) Prepaid expenses - Unsecured, considered good 14.84 15.87
(d) Advance to suppliers - Unsecured, considered good 26.88 7.87
(e) Balances with government authorities - Unsecured, considered good
(i) Service tax credit receivable - 20.06
(ii) MAT credit entitlement 3.56 3.56
Total 54.08 52.56

17 Other current assets

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
a Interest accrued on deposits - 4.98
Total - 4.98

18 Other income
(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
(a) Interest income from deposit in banks 47.32 67.61
(b) Interest income from others 10.80 -
(c) Net gain on sale of current investments in mutual funds 47.91 124.59
(d) Scrap sale - 0.39
Total 106.03 192.59

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NOTES FORMING PART OF THE FINANCIAL STATEMENTS

19. Employee benefits expense

(Refer Note 24)
(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
(a) Salaries and wages 1,111.81 1,400.17
(b) Contributions to provident and other funds 37.61 32.32
(c) Gratuity expense 18.21 14.13
(d) Staff welfare expenses 143.19 104.51
1,310.82 1,551.13

Less: Employee benefit expense transferred to capital work in progress 737.93 1,135.61
Total 572.89 415.52

20. Finance costs

(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
Interest expense on
(i) Borrowings 3,552.43 1,813.64
(ii) Others 0.81 1.20
3,553.24 1,814.84
Less: Finance costs transferred to capital work in progress 2,528.23 1,416.67
Total 1,025.01 398.17

21. Other expenses

(Rs. in Lacs)
For the year ended For the year ended
31 March, 2016 31 March, 2015
(a) Sales commission 65.23 65.61
(b) Marketing expense 1.85 64.97
(c) Electricity charges 31.94 13.92
(d) Rent including lease rentals (Refer note 27) 82.61 80.10
(e) Repairs and maintenance - Others 50.83 51.72
(f) Rates and taxes 22.33 5.44
(g) Communication 32.56 22.69
(h) Travelling and conveyance 129.66 50.02
(i) Printing and stationery 17.04 11.65
(j) Security expense 55.78 39.69
(k) Housekeeping charges 49.28 10.86
(l) Business promotion, advertisement and publicity 8.83 13.50
(m) Legal and professional 185.43 514.08
(n) Fixed assets written off - 6,093.34
(o) Directors sitting fees 24.24 -
(p) Payments to auditors (refer note below) 5.67 0.74
(q) Loss on sale of fixed assets - 1.28
(r) Miscellaneous expenses 45.99 36.08
809.27 7075.69
Less: Other expenses transferred to capital work in progress 207.42 180.33
Total 601.85 6,895.36
Note
Payments to auditors
a. Statutory audit fee 5.50 0.65
b. Reimbursement of out of pocket expenses 0.17* 0.09
5.67 0.74*
* Paid to previous auditor.

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 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

22. Additional information to the financial statements

(Rs. in Lacs)
As at As at
Particulars
March 31, 2016 March 31, 2015
22.1 Contingent liabilities
a) Corporate guarantee - 620.00
b) The Company does not have any pending litigations which would impact its financial position.
22.2 Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for 9,799.28 9,661.35
22.3 The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
22.4 There were no amounts which were required to be transferred to the Investor Education and Protection fund by the Company.

23. Expenditure in Foreign Currency (on accrual basis)

(Rs. in Lacs)
For the year ended For the year ended
Particulars
31 March, 2016 31 March, 2015
Legal and professional - 8.29
Printing and stationery - 1.53
Directors sitting fees 5.57 -
Travelling and conveyance 4.61 -
Capital work in progress 312.27 -
Total 322.45 9.82

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

24. Disclosures under Accounting Standards

Retirement benefit plans
(i) Defined contribution plans
The Company makes provident fund contribution which is a defined contribution plan for qualifying employees. Under the scheme,
the Company is required to contribute a specified percentage of the payroll costs to fund the benefits.
The Company recognised Rs. 37.61 lacs (Previous year Rs. 32.32 lacs) for provident fund contributions in the Statement of Profit and
Loss. The contributions payable to these plans by the Company are at rates specified in the rules to the scheme.
(ii) Defined benefit plans
The gratuity liability arises on retirement, withdrawal, resignation and death of an employee. The aforesaid liability is calculated on the
basis of one month salary (i.e. last drawn basic salary plus dearness allowance) for each completed year of service subject to
completion of five years of service except in case of death of employee in service.
The following tables set out the unfunded status of the defined benefit scheme and amounts recognised in the Company financial
statements as at 31 March, 2016:
(Rs. in Lacs)
For the year ended For the year ended
Particulars
31 March, 2016 31 March, 2015
Components of employer expense
Current service cost 18.68 15.29
Interest cost 2.29 1.15
Expected return on plan assets - -
Actuarial losses/(gains) (2.76) (2.31)
Settlement cost / (credit) - -
Total expense recognised in the Statement of Profit and Loss 18.21 14.13

Actual contribution and benefit payments for year

Actual benefit payments - -
Actual contributions - -

Net asset / (liability) recognised in the Balance Sheet

Present value of defined benefit obligation 47.69 29.49
Fair value of plan assets - -
Net asset / (liability) recognised in the Balance Sheet (47.69) (29.49)

Net liability has been classified under:

Long-term provisions 47.51 29.41
Short-term provisions 0.18 0.08

Change in defined benefit obligations (DBO) during the year

Present value of DBO at beginning of the year 29.49 14.82
Current service cost 18.68 15.29
Interest cost 2.29 1.15
Actuarial loss/(gains) (2.77) (2.23)
Benefits paid - -
Acquisition adjustment 0.46
Present value of DBO at the end of the year 47.69 29.49

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

(Rs. in Lacs)
For the year ended For the year ended
Particulars
31 March, 2016 31 March, 2016
Principal actuarial assumptions for gratuity and compensated absences:
Discount rate 8.00% 7.75%
Expected return on plan assets - -
Salary escalation 10.00% 10.00%
Retirement age 60 years 60 years
Mortality tables IALM IALM
(2006 - 08) (2006 - 08)

Attrition (%)
Ages:
Upto 30 years 3 3
From 31 to 44 years 2 2
Above 44 years 1 1
Estimate of amount of contribution in the immediate next year Rs. 27.57 22.10

Notes:
a. 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 obligations.
b. The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant
factors.
c. The gratuity plan is unfunded.
d. Experience on actuarial gain/(loss) for benefit obligations and plan assets:

(Rs. in Lacs)
Gratuity
31 March, 31 March, 31 March, 31 March, 31 March,
2016 2015 2014 2013 2012
Present value of DBO 47.69 29.49 14.82 - -
Fair value of plan assets - - - - -
Funded status [Surplus / (Deficit)] (47.69) (29.49) (14.82) - -
Experience gain / (loss) adjustments on plan liabilities 0.72 2.23 0.01 - -
Experience gain / (loss) adjustments on plan assets - - - - -

e. Experience adjustments have been disclosed from the year for which information is available.

25. Related party disclosures

List of related parties:

Ultimate Holding Company
Holding Company
Fellow Subsidiaries
Enterprise over which director or his
relative is able to exercise significant
influence or control(Mr. Analjit Singh)
1. Max India Limited (formerly known as 'Taurus Ventures Limited') w.e.f 1 April, 2015
1. Max Financial Services Limited (formerly known as 'Max India Limited') upto 1 April, 2015
(due to demerger of the Company effective from 1 April, 2015)
1. ANTARA SENIOR LIVING LIMITED
1. Max Life Insurance Company Limited
2. Pharmax Corporation Limited
1. New Delhi House Services Limited
2. Max Financial Sevices Limited

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

25.1 Details of transactions with related party during the year

(Rs. in Lacs)
Ultimate Enterprise over which
Holding director or his relative is
Particulars holding Fellow Subsidiaries
company able to exercise significant
company influence or control Total
Pharmax Max Life New Delhi
Max India Antara Senior Max Financial
Corporation Insurance House Services
Limited Living Limited Services Ltd.
Limited Company Ltd. Limited
Transactions during the year
Staff welfare expenses - - - - 21.14 - 21.14
(-) (-) (-) (-) (16.90) (-) (16.90)
Interest expense on borrowings 357.51 1,543.55 - - - - 1,901.06
(-) (1,081.44) (-) (-) (-) (-) (1,081.44)
Sales commission - 65.23 - - - 65.23
(-) (65.61) (-) (-) (-) (-) (65.61)
Electricity charges - - - - 16.08 16.08
(-) (-) (-) (-) (9.44) (-) (9.44)
Rent including lease rentals - - 82.61 - - 82.61
(-) (-) (80.10) (-) (-) (-) (80.10)
Repair and maintenance - others - - - - 29.73 29.73
(-) (-) (-) (-) (28.25) (-) (28.25)
Miscelaneous expenses - - - 2.75 - - 2.75
(-) (-) (-) (4.11) (-) (-) (4.11)
Legal and professional - - - - - -
(447.19) (-) (-) (-) (-) (-) (447.19)
Reimbursement of expenses paid 4.78 - - - - 3.71 8.49
(8.56) (-) (-) (-) (0.73) (-) (9.29)
Loan taken by the Company 4,250.00 4,980.48 - - - - 9,230.48
(-) (-) (-) (-) (-) (-) (-)
Loan repaid by the Company - 1,759.67 - - - - 1,759.67
(-) (-) (-) (-) (-) (-) (-)
Corporate guarantee given to secure borrowings by 27,700.00 27,700.00 - - - - 55,400.00
(-) (-) (-) (-) (-) (-) (-)

Balance outstanding at the end of year

Long-term borrowings
Term loans from related parties 4,250.00 10,720.81 - - - - 14,970.81
(-) (7,500.00) (-) (-) (-) (-) (7,500.00)

Trade payables - - - - 1.48 3.76 5.24

(-) (-) (-) (-) (2.66) (-) (2.66)
Other long-term liabilities
I. Advance from customer - - - - - - -
(-) (1,306.67) (-) (-) (-) (-) (1,306.67)

Other current liabilities

i. interest accrued but not due on borrowings - 498.64 - - - - 498.64
(-) (-) (-) (-) (-) (-) (-)
ii. Contractually reimbursable expenses - - - - - - -
(-) (3,673.81) (-) (-) (-) (-) (3,673.81)

Short term loans and advances

Loans and advances - - - 0.18 - - 0.18
(-) (-) (-) (0.41) (-) (-) (0.41)

Long term loans and advances

Security deposit given - - 8.00 - - - 8.00
(-) (-) (-) (-) (-) (-) (-)

Corporate guarantee given at the year end 27,700.00 27,700.00 - - - - 55,400.00

to secure borrowings by
(-) (-) (-) (-) (-) (-) (-)
Note: Figures in brackets pertain to previous year

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

26. Segment Note

As the Company’s business activity primarily falls within a single business and geographical segment, there are no additional disclosures
to be provided in terms of Accounting Standard 17 on ‘Segment Reporting’.
27. Lease commitments
Obligations towards operating leases (As lessee)
The Company has entered into operating lease arrangements for certain facilities and office premises. Rent expense of Rs. 82.61 lacs
(Previous year: Rs. 80.10 lacs) has been charged to the Statement of Profit and Loss in respect of cancellable operating leases.

(Rs. in Lacs)
For the year ended For the year ended
Particulars
31 March, 2016 31 March, 2016
Not later than one year - -
Later than one year and not later than five years - -
Later than five years - -
- -

28. Calculation of earnings per share (EPS) - basic and diluted

(Rs. in Lacs)
For the year ended For the year ended
Particulars
31 March, 2016 31 March, 2016
Basic and diluted EPS
Profit / (loss) after tax (Rs. In Lacs) (2,127.85) (7,576.66)
Weighted average number of equity shares outstanding during the year (Nos.) 8,219,000 8,219,000
Basic earnings per share (Rs.) (25.89) (92.18)
Face value per equity Share (Rs.) 10.00 10.00

29. Disclosures as per Micro, Small and Medium Enterprises Development Act, 2006 (MSMED)
Based on the information available with the Company, the balance due to Micro and small enterprises as defined under the MSMED Act,
2006 is Rs. Nil (Previous year Rs. Nil) and no interest has been paid or is payable under the terms of the MSMED Act, 2006. Dues to Micro
and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the
Management. This has been relied upon by the auditors.
30. The Company has carried out its tax computation in accordance with the mandatory standard on accounting, Accounting Standard 22
‘Accounting for Taxes on Income’. In view of absence of virtual certainty of realisation of unabsorbed tax losses, deferred tax assets on
unabsorbed tax losses has not been recognised.
31. Previous year figures have been audited by another Chartered Accountants and have been presented for the purpose of comparison.
32. The Company has incurred significant losses in the current year and the previous year and has accumulated losses of Rs. 9,720.07 lacs
(Previous year 7,592.22 lacs) as at the year end resulting in full erosion of the net worth of the Company. ANTARA SENIOR LIVING LIMITED
('holding company') and Max India Limited ('ultimate holding company’), have confirmed to provide financial support as the need arises. In
view of the above, these financial statements have been prepared on a “going concern basis” as the holding company and ultimate holding
company have confirmed to provide such financial support. Accordingly, the financial statements do not include any adjustments relating
to the recoverability and classification of recorded asset amounts or to the classification of liabilities that might be necessary, should the
Company be unable to continue as a going concern.
33. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification /
disclosure.

For and on behalf of the Board of Directors

Pradeep Pant Tara Singh Vachani

(Director) (Director)
DIN No: 00677064 DIN No: 02610311

Kameshwarrao Venkata Adhikarla Jigyasa Gulati

(Director Finance) (Company Secretary)

Place : New Delhi

Date : 9 May, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 Antara Gurgaon
SenioR Living Limited
Your Directors have pleasure in presenting the Fourth Annual Report
together with the Audited Accounts for the period from April 01, 2015
to March 31, 2016.
Financial Performance
The financial highlights of your Company for the year under review are
given below:
including your Company.
Thus, the ultimate holding company of your Company shall be Max
India Limited (erstwhile TVL) instead of Max Financial Services
Limited (erstwhile Max India Limited). The shares of Max India Limited
were listed on Bombay Stock Exchange and National Stock Exchange
effective July 14, 2016.

(Rs. in Lacs) Board of Directors

For the year ended For the year ended There had been no change in the composition of Board of Directors of
March 31, 2016 March 31, 2015 the Company which comprises of:

Total Income Nil Nil 1) Mrs. Tara Singh Vachani

Total expenses 0.47 0.66 2) Mr. AVK Rao

EBITDA (0.47) (0.66) 3) Mr. Rohit Kapoor

Less: Depreciation Nil Nil Particulars of Deposits

Less: Finance cost Nil
Profit / (Loss) Before Tax (0.47) (0.66)
Less : Tax expense Nil
Profit / (Loss) After Tax (0.47) (0.66)
During the year under review, the Company has registered a net loss
amounting to Rs. 47,000/- due to mandatory statutory expenses
incurred by the Company during the period from April 01, 2015 to
March 31, 2016.
Review of Operations
Your Company is in process of identifying a potential location for
development of a senior living community in the Delhi NCR. It is yet to
commence its operations.
Dividend
Your Directors are not recommending any dividend for the year under
review in view of losses in the Company.
Share Capital
There is no change in the share capital structure of the Company
during the year under review.
The Authorised Share Capital of the Company is Rs. 5,00,000/-. The
paid-up share capital of the Company is Rs. 5,00,000/- comprising
50,000 equity shares of Rs. 10/- each.
The entire paid-up share capital of the Company is held by Antara
Senior Living Limited and its nominees.
Material change affecting the financial position of the Company
since March 31, 2016 to the date of the report
There is no material change affecting the financial position of the
Company since March 31, 2016 to the date of Report.
Changes in the ultimate Holding Company
Nil The Company has not accepted any deposits during the period under
review.
Particulars of Employees
Nil
The Company had no employee during the period under review.
Auditors and Auditors’ Report
Statutory Auditor
The Shareholders of the Company in their Annual General Meeting
held on September 15, 2015 had appointed M/s Deloitte Haskins and
Sells LLP, Chartered Accountants as the statutory auditors of the
Company for a consecutive period of 5 years i.e. from Financial Year
2015-16 till 2019-20.
As per Section 139 of the Companies Act, 2013 read with the
Companies (Audit and Auditors) Rules, 2014, the Statutory Auditor
appointed in the Annual General Meeting hold office from the
conclusion of that meeting till the conclusion of the sixth annual
general meeting and further such appointment is subject to
ratification in every annual general meeting by passing of an ordinary
resolution.
Ratification of appointment of M/s Deloitte Haskins and Sells LLP,
Chartered Accountants as the statutory auditor of the Company is due
for the Financial Year 2016-17 and is being placed in the Notice of
Annual General Meeting.
Auditors’ Report
All observations made in the Auditors’ Report and notes to the
accounts are self-explanatory and do not call for any further
comments under Section 134 of the Companies Act, 2013.
Directors’ Responsibility Statement
Pursuant to the requirement under Section 134(5) of the Companies
Act, 2013, with respect to Directors Responsibility Statement, your
Directors confirm that:

Max India Limited, the ultimate holding company of your Company got
restructured during the period under review. The Hon’ble High Court of
Punjab and Haryana at Chandigarh approved the Composite Scheme
of Arrangement between Max India Limited, Taurus Ventures Limited
(“TVL”) and Capricorn Ventures Limited (hereinafter referred to as “the
Composite Scheme”), on December 14, 2015.
As per the Composite Scheme of Arrangement, Max India Limited has
been demerged into 3 different entities namely Max Financial
Services Limited (erstwhile Max India Limited), TVL (now known as
Max India Limited) and Max Ventures and Industries Limited
(erstwhile Capricorn Ventures Limited). The name of TVL was changed
to Max India Limited w.e.f. February 12, 2016. TVL is engaged inter
alia in the activity of providing management consultancy services and
holding, making and nurturing of investments in health and allied
activities, which includes senior living activities conducted through
the holding company, Antara Senior Living Limited and its subsidiaries
a. in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper
explanation relating to material departures;
b. the directors had selected such accounting policies and applied
them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and
of the profit and loss of the Company for that period;
c. the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with
the provisions of this Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities;
d. the directors had prepared the annual accounts on a going
concern basis; and

A N N U A L R E P O RT 2 0 1 5 - 1 6
e. the directors had devised proper systems to ensure compliance Extract of Annual Return
with the provisions of all applicable laws and that such systems Extract of Annual Return of the Company is annexed herewith as
were adequate and operating effectively. Annexure 1 to this Report.
Disclosures: Conservation of Energy: N.A
Number of meetings of Board of Directors Research & Development and Technology Absorption: Nil
The Company prepares a calendar of meetings of the Board and Foreign Exchange Earnings and Outgo: NIL
Committees in advance so as to allow the Directors to block their
calendars. During the year under review, the Board of Directors duly
met four times 18.05.2015, 24.07.2015, 28.10.2015 and For and on behalf of the Board
14.01.2016 in respect of which proper notices were given and the Antara Gurgaon Senior Living Limited
proceedings were properly recorded and signed in the minutes book
maintained for the purpose.
Sd/- Sd/-
Particulars of the Loans given, Investment or Guarantees under
Section 186 Place: New Delhi (Tara Singh Vachani) (AVK Rao)
Date: July 29, 2016 Director Director
There were no loan, guarantees given or investment made by the
Company during the period under review. DIN No. 02610311 DIN No. 02718550

Particulars of Contracts or Arrangements with Related Parties

There were no contract or arrangements with related parties during Enclosure: Annexure-1: Extract of Annual return of the Company
the period under review.

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 1

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
as on financial year ended on 31.03.2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U74140DL2012PLC244411
ii Registration Date May 11, 2012
iii Name of the Company ANTARA GURGAON SENIOR LIVING LIMITED
iv Category/Sub-category of the Company UNLISTED PUBLIC COMPANY
v Address of the Registered office & contact details MAX HOUSE,1 DR. JHA MARG, OKHLA, NEW DELHI
vi Whether listed company NO
vii Name , Address & contact details of the Registrar & Transfer Agent, if any. N.A

II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated
SL No Name & Description of main products/services NIC Code of the % to total turnover of the company
Product /service
1 Construction 99531122 100

III PARTICULARS OF HOLDING , SUBSIDIARY & ASSOCIATE COMPANIES

Sl No Name & Address of the Company CIN/GLN Holding/subsidiary/ % of applicable
associate Shares Held Section
1 ANTARA SENIOR LIVING LIMITED U74140DL2011PLC218781 HOLDING 100

IV (i) SHAREHOLDING PATTERN (Equity Share Capital Break up as % to Total Equity)

Category of Shareholders No. of Shares held at the No. of Shares held at the % change during
beginning of the year end of the year the year
Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF
b) Central Govt.or State Govt.
c) Bodies Corporates 50,000 50,000 100 50,000 50,000 100 N.A N.A
d) Bank/FI
e) Any other

SUB TOTAL:(A) (1) 50,000 50,000 100 50,000 50,000 100 N.A N.A
(2) Foreign
a) NRI- Individuals
b) Other Individuals
c) Bodies Corp.
d) Banks/FI
e) Any other…

SUB TOTAL (A) (2)

Total Shareholding of 50,000 50,000 100 50,000 50,000 100 N.A N.A
Promoter (A)= (A)(1)+(A)(2)

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 1 CONTD.

B. PUBLIC SHAREHOLDING

(1) Institutions
a) Mutual Funds
b) Banks/FI
c) Cenntral govt

LE
d) State Govt.

AB
e) Venture Capital Fund
f) Insurance Companies

IC
g) FIIS
h) Foreign Venture Capital Funds

PL
I) Others (specify)

AP
SUB TOTAL (B)(1):

(2) Non Institutions

T
a) Bodies corporates
NO

I) Indian
ii) Overseas
b) Individuals
I) Individual shareholders holding nominal share capital upto Rs.1 lakhs
ii) Individuals shareholders holding nominal share capital in excess of Rs. 1 lakhs
c) Others (specify)

SUB TOTAL (B)(2):

Total Public Shareholding

(B)= (B)(1)+(B)(2)
C. Shares held by Custodian N.A N.A N.A N.A N.A N.A N.A N.A N.A N.A
for GDRs & ADRs

Grand Total (A+B+C) NA 50,000 50,000 100 50,000 50,000 100 N.A N.A

(ii) SHARE HOLDING OF PROMOTERS

Sl Shareholders Name Shareholding at the Shareholding at the % change in

No. begginning of the year end of the year share holding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 ANTARA SENIOR LIVING LIMITED 50,000 100 0 50,000 100 0 0
Total 50,000 100 0 50,000 100 0 0

(iii) CHANGE IN PROMOTERS' SHAREHOLDING ( SPECIFY IF THERE IS NO CHANGE)

Sl Share holding at the beginning Cumulative Share holding

No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year

Date wise increase/decrease in Promoters Share holding
during the year specifying the reasons for increase/
NO CHANGE DURING
decrease (e.g. allotment/transfer/bonus/sweat equity etc) THE YEAR
At the end of the year

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 1 CONTD.

(iv) Shareholding Pattern of top ten Shareholders (other than Direcors, Promoters & Holders of GDRs & ADRs)

Sl For Each of the Top 10 Shareholders Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year N.A N.A N.A N.A

Date wise increase/decrease in Promoters Share N.A N.A N.A N.A
holding during the year specifying the reasons for
increase/decrease (e.g. allotment/transfer/bonus
/sweat equity etc)
At the end of the year (or on the date of separation, N.A N.A N.A N.A
if separated during the year)

(v) Shareholding of Directors & KMP

Sl For Each of the Directors & KMP Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year N.A N.A N.A N.A

Date wise increase/decrease in Promoters Share N.A N.A N.A N.A
holding during the year specifying the reasons for
increase/decrease (e.g. allotment/transfer/bonus
/sweat equity etc)
At the end of the year N.A N.A N.A N.A

(v) INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtness at the beginning of the financial year
I) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due

Total (i+ii+iii)

Change in Indebtedness during the financial year

L
NI

Additions
Reduction
Net Change
Indebtedness at the end of the financial year
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due

Total (i+ii+iii)

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 1 CONTD.

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole time director and/or Manager:

SI. No. Particulars of Remuneration Name of the MD/WTD/Manager Total Amount

1 Gross salary
(a) Salary as per provisions contained in section 17(1) N.A N.A N.A N.A N.A
of the Income Tax. 1961.
(b) Value of perquisites u/s 17(2) of the Income tax Act, 1961 N.A N.A N.A N.A N.A
(c) Profits in lieu of salary under section 17(3) of the Income N.A N.A N.A N.A N.A
Tax Act, 1961
2 Stock option N.A N.A N.A N.A N.A
3 Sweat Equity N.A N.A N.A N.A N.A
4 Commission N.A N.A N.A N.A N.A
as % of profit N.A N.A N.A N.A N.A
others (specify) N.A N.A N.A N.A N.A
5 Others, please specify N.A N.A N.A N.A N.A
Total (A) N.A N.A N.A N.A N.A
Ceiling as per the Act N.A N.A N.A N.A N.A
B. Remuneration to other directors:
SI. No. Particulars of Remuneration Name of the Directors Total Amount

1 Independent Directors

(a) Fee for attending board committee meetings

(b) Commission
(c ) Others, please specify
Total (1)
2 Other Non Executive Directors
(a) Fee for attending board committee meetings NOT APPLICABLE
(b) Commission
(c ) Others, please specify.
Total (2)
Total (B)=(1+2)
Total Managerial Remuneration
Overall Cieling as per the Act.

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

SI. No. Particulars of Remuneration Key Managerial Personnel
CEO Company CFO Total
1. Gross Salary
Secretary
(a) Salary as per provisions contained in section 17(1) of NA NA NA NA
the Income Tax Act, 1961.
(b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961 NA NA NA NA
(c ) Profits in lieu of salary under section 17(3) of the Income NA NA NA NA
Tax Act, 1961
2 Stock Option NA NA NA NA
3 Sweat Equity NA NA NA NA
4 Commission NA NA NA NA
as % of profit NA NA NA NA
others, specify NA NA NA NA
5 Others, please specify NA NA NA NA
Total

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 1 CONTD.

VII PENALTIES/PUNISHMENT/COMPPOUNDING OF OFFENCES

Section of the Brief Description Details of Penalty/Punishment/ Authority (RD/ Appeal made if
Type
Companies Act Compounding fees imposed NCLT/Court) any (give details)
A. COMPANY
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

B. DIRECTORS
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

C. OTHER OFFICERS IN DEFAULT

Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

For and on behalf of Board

Sd/- Sd/-
Tara Singh Vachani AVK Rao
Director Director
DIN No.: 02610311 DIN No.: 02718550
Place: New Delhi
Date: July 29, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
Independent Auditor’s Report
To the members of Antara Gurgaon Senior Living Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Antara
Gurgaon Senior Living Limited(“the Company”), which comprise the
Balance Sheet as at 31 March, 2016, the Statement of Profit and Loss
and 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 Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the Accounting
Standards prescribed under section 133 of the Act, as applicable.
This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates
that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included
in the audit report under the provisions of the Act and the Rules made
thereunder and the Order under section 143 (11) of the Act.
We conducted our audit of the financial statements in accordance
with the Standards on Auditing specified under Section 143(10) of
the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error. In making
those risk assessments, the auditor considers internal financial
control relevant to the Company’s preparation of the financial
statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
A N N U A L R E P O RT 2 0 1 5 - 1 6
true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at 31 March,
2016, and its loss and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. 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, proper books of account as required by law
have been kept by the Company so far as it appears from our
examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and
the Cash Flow Statement dealt with by this Report are in
agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply
with the Accounting Standards prescribed under section
133 of the Act, as applicable.
e) On the basis of the written representations received from
the directors as on 31 March, 2016 taken on record by the
Board of Directors, none of the directors is disqualified as
on 31March, 2016 from being appointed as a director in
terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial
controls over financial reporting of the Company and the
operating effectiveness of such controls, refer to our
separate Report in “Annexure A”. Our report expresses an
unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial controls
over financial reporting.
g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best
of our information and according to the explanations given to us:
i) The Company does not have any pending litigations
which would impact its financial position - Refer Note
8.5 to the financial statements
ii) The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses - Refer Note 8.6 to the
financial statements
iii) There were no amounts which were required to be
transferred to the Investor Education and Protection Fund
by the Company- Refer Note 8.7 to the financial
statements
2. As required by the Companies (Auditor’s Report) Order, 2016 (“the
Order” / “CARO 2016”) issued by the Central Government in terms
of Section 143(11) of the Act, we give in “Annexure B” a statement
on the matters specified in paragraphs 3 and 4 of the Order.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Partner
(Membership No. 93474)
Place : New Delhi
Date: 9 May, 2016
Annexxure “A” to the Independent Report Auditor’s Report
(Referred to in paragraph 1(f)under ‘Report on Other Legal and
Regulatory Requirements’ of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting
under Clause (i) of Sub-section 3 of Section 143 of the Companies
Act, 2013 (“the Act”)
We have audited the internal financial controls over financial
reporting of Antara Gurgaon Senior Living Limited (“the Company”)
as of 31 March, 2016 in conjunction with our audit of the financial
statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s management is responsible for establishing and
maintaining internal financial controls based on the internal control
over financial reporting criteria established by the Company
considering the essential components of internal control stated in
the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants
of India. These responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient conduct of
its business, including adherence to company’s policies, the
safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information,
as required under the Companies Act, 2013.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company's internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting
(the“Guidance Note”) issued by the Institute of Chartered
Accountants of India and the Standards on Auditing prescribed
under Section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls. Those Standards
and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls over
financial reporting was established and maintained and if such
controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
A N N U A L R E P O RT 2 0 1 5 - 1 6
control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls Over Financial
Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting
to future periods are subject to the risk that the internal financial
control over financial reporting may become inadequate because of
changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion
In our opinion, to the best of our information and according to the
explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting
were operating effectively as at 31 March, 2016, based on the
internal control over financial reporting criteria established by the
Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting issued by the Institute of Chartered
Accountants of India.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
Alka Chadha
Partner
(Membership No. 93474)
Place : New Delhi
Date: 9 May, 2016
Annexure “B” to the Independent Auditor’s Report and explanations given to us, no fraud by the Company and no
fraud on the Company by its officers or employees has been
(Referred to in paragraph 2 under ‘Report on Other Legal and
noticed or reported during the year.
Regulatory Requirements’ section of our report of even date)
(xi) The company has not paid / provided any managerial
(i) The Company does not have any fixed assets and hence
remuneration and accordingly reporting under this clause (xi)
reporting under clause (i) of the CARO 2016 is not applicable.
of CARO 2016 is not applicable.
(ii) The Company does not have any inventory and hence reporting
(xii) The Company is not a Nidhi Company and hence reporting
under clause (ii) of the CARO 2016 is not applicable.
under clause (xii) of the CARO 2016 is not applicable.
(iii) The Company has not granted any loans, secured or
(xiii) In our opinion and according to the information and
unsecured, to companies, firms, Limited Liability Partnerships
explanations given to us the Company is in compliance with
or other parties covered in the register maintained under
Section 188 and 177 of the Companies Act, 2013, where
section 189 of the Companies Act, 2013.
applicable, for all transactions with the related parties and the
(iv) The Company has not granted any loans, made investments or details of related party transactions have been disclosed in the
provided guarantees and hence reporting under clause (iv) of financial statements etc. as required by the applicable
the CARO 2016 is not applicable. accounting standards.
(v) According to the information and explanations given to us, the (xiv) During the year the Company has not made any preferential
Company has not accepted any deposit from the public. The allotment or private placement of shares or fully or partly
Company does not have any unclaimed deposits and convertible debentures and hence reporting under clause (xiv)
accordingly the provisions of Sections 73 to 76 or any other of CARO 2016 is not applicable to the Company.
relevant provisions of the Companies Act, 2013 are not
(xv) In our opinion and according to the information and
applicable to the Company.
explanations given to us, during the year the Company has not
(vi) Having regard to the nature of the Company’s business / entered into any non-cash transactions with its directors or
activities, reporting under clause (vi) of the CARO 2016 is not persons connected with him and hence provisions of section
applicable. 192 of the Companies Act, 2013 are not applicable.
(vii) We are informed that the provisions of the Employees’ (xvi) The Company is not required to be registered under section 45-
Provident Funds and Miscellaneous Provisions Act, 1952 and IA of the Reserve Bank of India Act, 1934.
Employees’ State Insurance Act, 1948 are not applicable to the
Company and that the operations of the Company during the
year, did not give rise to any Income-tax, Sales Tax, Service Tax,
Customs Duty, Excise Duty, Value Added Tax, Cess and other
For Deloitte Haskins & Sells LLP
material statutory dues and hence reporting under clause (vii)
Chartered Accountants
of CARO 2016 is not applicable.
(Firm’s Registration No. 117366W/W-100018)
(viii) The Company has not taken any loans or borrowings from
financial institutions, banks and government nor has it issued
any debentures. Hence reporting under clause (viii) of CARO Alka Chadha
2016 is not applicable to the Company. Partner
(Membership No. 93474)
(ix) The Company has not raised moneys by way of initial public
offer or further public offer (including debt instruments) or term
loans during the year and hence reporting under clause (ix) of
Place: New Delhi
the CARO 2016 is not applicable.
Date: 9 May, 2016
(x) To the best of our knowledge and according to the information

A N N U A L R E P O RT 2 0 1 5 - 1 6
 BALANCE SHEET
AS AT MARCH 31, 2016

(Rs. in Lacs)
As at As at
Particulars Notes
March 31, 2016 March 31, 2015
A. EQUITY AND LIABILITIES
1. Shareholders' funds
(a) Share capital 3 5.00 5.00
(b) Reserves and surplus 4 (1.56) (1.09)
3.44 3.91
2. Current liabilities
(a) Trade payables 5
i. total outstanding dues to micro enterprises and small enterprises - -
ii. total outstanding dues to creditors other than micro enterprises and small enterprises 0.20 0.20
0.20 0.20

TOTAL 3.64 4.11

B. ASSETS
1. Current assets
(a) Cash and cash equivalents 6 3.64 4.11

TOTAL 3.64 4.11

-
See accompanying notes forming part of the financial statements 1 to 8

In terms of our report attached

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Kameshwarrao Venkata Adhikarla Tara Singh Vachani

Partner (Director) (Director)
DIN No: 02718550 DIN No: 02610311

Place: New Delhi Place: New Delhi

Date : 9 May,2016 Date : 9 May,2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
Particulars Notes
March 31, 2016 March 31, 2015
1. Income - -
2. Expenses
(a) Other expenses 7 0.47 0.66
3. Total expenses 0.47 0.66
4. Loss before tax (1-3) (0.47) (0.66)
5. Tax expense - -
Loss after tax (4-5) (0.47) (0.66)
Earnings per share (of Rs. 10 each)
- Basic and diluted 8.4 (0.94) (1.32)
See accompanying notes forming part of the financial statements 1 to 8

In terms of our report attached

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Kameshwarrao Venkata Adhikarla Tara Singh Vachani

Partner (Director) (Director)
DIN No: 02718550 DIN No: 02610311

Place: New Delhi Place: New Delhi

Date : 9 May,2016 Date : 9 May,2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in Lacs)
For the year ended For the year ended
March 31, 2016 March 31, 2015
A. Cash flow from operating activities
Net loss before tax (0.47) (0.66)
Operating loss before working capital changes (0.47) (0.66)
Changes in working capital:
Adjustments for (increase)/decrease in operating assets:
Other current assets - 0.19

Adjustments for (increase)/decrease in operating liabilities:

Trade payables - (0.31)

Cash generated from operations (0.47) (0.78)

Net income tax paid - -
Net cash flow used in operating activities A (0.47) (0.78)

B. Cash flow from investing activities B - -

C. Cash flow from financing activities C - -

Net Increase/(decrease) in cash and cash equivalents (A+B+C) (0.47) (0.78)

Cash and cash equivalents at the beginning of the year 4.11 4.89
Cash and cash equivalents at the end of the year* 6 3.64 4.11
*Comprises:
(a) Balances with banks
- in current accounts 3.64 4.11

Total 3.64 4.11

See accompanying notes forming part of the financial statements 1 to 8

In terms of our report attached

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Alka Chadha Kameshwarrao Venkata Adhikarla Tara Singh Vachani

Partner (Director) (Director)
DIN No: 02718550 DIN No: 02610311

Place: New Delhi Place: New Delhi

Date : 9 May,2016 Date : 9 May,2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

1 Corporate information
Antara Gurgaon Senior Living Limited ('the Company') is a wholly owned subsidiary of ANTARA SENIOR LIVING LIMITED. The Company has
been set up to primarily engage in the business of development and sale, lease of senior living communities.
2 Significant Accounting Policies
(a) Basis of Preparation
The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in
India (Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013, and the
relevant provisions of the Companies Act, 2013 ("the 2013 Act"). The financial statements have been prepared on accrual basis
under the historical cost convention. The accounting policies adopted in the preparation of the financial statements are consistent
with those followed in the previous year.
(b) Uses of Estimates
The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income
and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are
prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the
estimates are recognised in the periods in which the results are known / materialise.
(c) Cash and cash equivalents (for purposes of Cash Flow Statement)
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity
of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash
and which are subject to insignificant risk of changes in value.
(d) Cash flow statement
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is adjusted for the effects
of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from
operating, investing and financing activities of the Company are segregated based on the available information.
(e) Provisions and contingencies
A provision is recognised when the Company has a present obligation as a result of past event and it is probable that an outflow of
resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are not discounted to
its present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are
reviewed at each balance sheet date and adjusted to reflect the current best estimates. A contingent liability is disclosed unless the
possibility of an outflow of resources embodying economic benefits is remote. A contingent asset is neither recognised nor disclosed.
(f) Earnings per share
Basic earnings per share is computed by dividing the profit / (loss) after tax by the weighted average number of equity shares
outstanding during the year. Diluted earnings per share is computed by dividing the profit / (loss) after tax as adjusted for dividend,
interest and other charges to expense or income (net of any attributable taxes) relating to the dilutive potential equity shares, by the
weighted average number of equity shares considered for deriving basic earnings per share and the weighted average number of
equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are
deemed to be dilutive only if their conversion to equity shares would decrease the net profit per share from continuing ordinary
operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been
issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually
issued at fair value. Dilutive potential equity shares are determined independently for each period presented.
(g) Operating Cycle
Based on the nature of products / activities of the Company and the normal time between acquisition of assets and their realisation in
cash or cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of classification of its assets
and liabilities as current and non-current.

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

3 Share Capital

As at March 31, 2016 As at March 31, 2015

Particulars
Number of shares Amount Rs./Lacs Number of shares Amount Rs./Lacs
(a) Authorised
Equity share capital 50,000 5.00 50,000 5.00
Equity shares of Rs. 10 (Previous year Rs. 10)
each with voting rights

(b) Issued, subscribed and fully paid up

Equity share capital
Equity shares of Rs. 10 (Previous year Rs. 10)
each with voting rights 50,000 5.00 50,000 5.00
5.00 5.00

Refer Notes (i) to (iv) below

(i) The Company has one class of equity shares having a par value of Rs. 10 each. Each holder of equity shares is entitled to one vote per
share. In the event of liquidation of the Company, holder of equity shares will be entitled to receive remaining assets of the Company
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders.
(ii) Details of shares held by each shareholder holding more than 5% shares:

As at March 31, 2016 As at March 31, 2015

Class of shares/Name of shareholder
Number of shares held % holding Number of shares held % holding
Equity shares with voting rights of Rs. 10 each
ANTARA SENIOR LIVING LIMITED and its
nominees ('holding company') 50,000 100.00 50,000 100.00

(iii) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period:

Particulars Opening Balance Shares Issued Closing Balance

Equity shares with voting rights of Rs. 10 each

Year ended 31 March, 2016
- Number of shares 50,000 - 50,000
- Amount (Rs./lacs ) 5.00 - 5.00

Year ended 31 March, 2015

- Number of shares 50,000 - 50,000
- Amount (Rs./lacs ) 5.00 - 5.00

(iv) Details of shares held by ANTARA SENIOR LIVING LIMITED, the holding company:

Aggregate number of shares

As at As at
March 31, 2016 March 31, 2015
Fully paid up equity shares with voting rights 50,000 50,000

4 Reserve and surplus

(Rs. in Lacs)
As at As at
Particulars March 31, 2016 March 31, 2015
Surplus/(deficit) in Statement of Profit and Loss
Opening balance (1.09) (0.43)
Add: Loss for the year (0.47) (0.66)
Total (1.56) (1.09)

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES FORMING PART OF THE FINANCIAL STATEMENTS

5 Trade payables
(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
Trade payables - Other than acceptances
- total outstanding dues of micro enterprises and small enterprises (Refer note 8.9) - -
- total outstanding dues of creditors other than micro enterprises and small enterprises 0.20 0.20

Total 0.20 0.20

6 Cash and bank balances

(Rs. in Lacs)
As at As at
March 31, 2016 March 31, 2015
Cash and cash equivalents (as per AS 3 Cash Flow Statements)
Balances with banks
(i) In current accounts 3.64 4.11

Total Cash and bank balances 3.64 4.11

7 Other expenses
(Rs. in Lacs)
For the year ended, For the year ended,
Particulars
March 31, 2016 March 31, 2015
(a) Rates and taxes 0.18 0.04
(b) Legal and professional 0.09 0.08
(c) Payment to auditors (Refer note below) 0.20 0.35
(d) Preliminary expenses written off - 0.19
0.47 0.66

Note
Payments to auditors (net of service tax input credit)
a. Statutory audit fee 0.20 0.20
b. Reimbursement of out of pocket expenses - 0.15
0.20 0.35
* Paid to previous auditor.

8 Additional information to the Financial Statements :

8.1 As the Company’s business activity primarily falls within a single business and geographical segment, there are no additional
disclosures to be provided in terms of Accounting Standard 17 on ‘Segment Reporting’.
8.2 The Company has carried out its tax computation in accordance with the mandatory standard on accounting, Accounting Standard 22
‘Accounting for Taxes on Income’. In view of absence of virtual certainty of realisation of unabsorbed tax losses, deferred tax assets on
unabsorbed tax losses has not been recognised.
8.3 Related party disclosures
List of related parties:

Ultimate Holding Company 1. Max India Limited (formerly known as 'Taurus Ventures Limited') w.e.f 1 April, 2015
1. Max Financial Services Limited (formerly known as 'Max India Limited') upto 1 April,
2015 (due to demerger of the Company effective from 1 April, 2015)
Holding Company ANTARA SENIOR LIVING LIMITED

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES FORMING PART OF THE FINANCIAL STATEMENTS

8.4 Earnings per share (EPS):

(Rs. in Lacs)
For the year ended For the year ended
March 31, 2016 March 31, 2015
a. Loss after tax attributable to equity shareholders (0.47) (0.66)
b. Nominal value per share 10 10
c. Weighted average number of equity shares for basic and dilutive earnings
per share (No. of Shares) 50,000 50,000
d. Basic and diluted earnings per share (in Rs.) (0.94) (1.32)

8.5 The Company does not have any pending litigations which would impact its financial position.
8.6 The Company does not have any long term commitments/contracts including derivative contracts for which there will be any material
foreseeable losses.
8.7 There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
8.8 Previous year figures have been audited by another Chartered Accountants and have been presented for the purpose of comparison.
8.9 Based on the information available with the Company, the balance due to micro and small enterprises as defined under the Micro,
Small and Medium Enterprises Development (MSMED) Act, 2006 is Rs. Nil (Previous year Rs. Nil) and no interest has been paid or is
payable during the year under the terms of the MSMED Act, 2006. This has been relied upon by the auditors.
8.10 Previous year figures have ben regrouped / reclassified, where necessary, to conform to current year's classification / disclosures.

For and on behalf of the Board of Directors

Kameshwarrao Venkata Adhikarla Tara Singh Vachani

(Director) (Director)
DIN No: 02718550 DIN No: 02610311

Place: New Delhi

Date : 9 May,2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 MAX SKILL FIRST LIMITED
(formerly known as max healthstaff international limited)
Dear Shareholders, Services Limited from Max Neeman Medical International Limited
Your Directors have the pleasure in presenting the 13th Annual thus making Max One Distribution and Services Limited, a wholly
Report, together with the Audited Balance Sheet as at March 31st, owned subsidiary of the Company effective March 19, 2015.
2016 and the Profit & Loss Account for the year ended on that date. DIVIDEND
FINANCIAL RESULTS In order to conserve the resources of the company for future growth,
(In Rupees) the Board of Directors of the company has not recommended any
dividend to the shareholders.
Particulars Year Ended Year Ended
March 31, 2016 March 31, 2015 CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
Total Income 35,25,37,635 3,49,676 All Related Party Transactions (RPTs) as per provisions of the Act that
entered during the financial year were in ordinary course of the
Operating Expenses 33,96,47,326 19,82,956
business of the Company and were on arm’s length basis. There were
EBDITA 1,28,90,309 (16,33,280) no materially significant RPTs entered by the Company with
Depreciation 4,84,417 - Promoters, Directors, Key Managerial Personnel or other persons
which may have a potential conflict with the interest of the Company.
Finance cost 6,735 112
Since all RPTs entered into by the Company were in the ordinary
Taxes 0 0 course of business and were on an arm’s length basis, form AOC-2 is
Net Profit After Tax 1,23,99,158 (16,33,392) not applicable to the Company. However, the details of all the RPTs
have been disclosed in the Notes to the Accounts of the Company for
No. of Equity Shares* 9695000 6495000
the financial year ended March 31, 2016, attached elsewhere in this
Earnings Per Share* 1.59 (0.38) Annual Report.
(*figures in actual numbers) TRANSFER TO RESERVES
MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION The Company did not transfer any amount to any reserve.
Following the amendments in the main objects and nature of the BOARD OF DIRECTORS
business during the year, your Company has seen positive changes in
There have been changes in the Board of Directors of the Company
the financial position of the Company during the financial year.
during the year under review with the appointment of Mr. Rajesh Sud,
Further details are given below.
Mr. Rajit Mehta and Ms. Marielle Theron w.e.f. May 1, 2015 as
OPERATIONS additional Directors of the Company whose term extended till the
Your Company was incorporated on March 4, 2003 in the name of Annual General Meeting of the Company held on September 28,
“Max Healthstaff International Limited” with the objective to provide 2015 wherein they were regularized as Directors of the Company
healthcare staffing and personnel in India and overseas, including pursuant to the provisions of Section 161(1) of Companies Act, 2013.
imparting education and training to such healthcare staff and The said Directors, being willing and eligible, have given their consent
personnel. The Company faced operational difficulties due to the to be appointed as Directors of the Company in the said AGM
enforcement of VISA retrogression in the USA and therefore the pursuant to the provisions of Section 160 of the Act. Further, Mr.
Company discontinued such operations. Mohit Talwar and Mr. P Dwarakanath resigned from the position of
Directors of the Company on May 1, 2015 while Mrs. Sujatha Ratnam
Given the developments of “Make in India”, the Company has re- resigned on May 8, 2015.
aligned its objectives and has now stepped in the business of
imparting learning and development programme as well as providing In terms of Section 152 of the Companies Act, 2013, Ms. Marielle
training services. The main objects of the Company were amended Theron, shall retire at the ensuing AGM and being eligible for re-
pursuant to the provisions of the Companies Act, 2013 (‘the Act’) and appointment, offer herself for re-appointment.
the rules made thereunder and approval of the shareholders was The Board met for a total number of eight times during the year under
received in an Extra ordinary General Meeting of the Company held review, namely on April 10, 2015, May 01, 2015, July 23, 2015, July
on February 4, 2015. Consequentially, with effect from April 29, 30, 2015, September 25, 2015, November 02, 2015, February 05,
2015, the name of the Company was changed to “Max Skill First 2016 and February 27, 2016.
Limited”.
The Company is not required to appoint any Independent Director on
Max Skill First currently provides training services in relation to sales its Board pursuant to the provisions of the Act and the rules made
and services to the Max Group companies and is engaged with Max there under.
Life Insurance Company Limited, Max Healthcare Institute Limited
COMMITTEE OF BOARD OF DIRECTORS
and Max Bupa Health Insurance Co. Ltd as part of its Phase 1.
The Company is not required to constitute any committee of Board of
SHARE CAPITAL
Directors in terms of the provisions of the Act and the rules made
The authorized share capital of the Company was increased from Rs. there under.
5,00,00,000 (Rupees Five Crores only) to Rs. 10,00,00,000/-
PUBLIC DEPOSITS
(Rupees Ten Crore only), comprising of 1,00,00,000 equity shares of
Rs. 10/- each on February 4, 2015. During the year under review, the Company has not accepted or
renewed any deposits from the public.
The paid up capital of the Company as on March 31, 2016 was Rs.
9,69,50,000/- (Rupees Nine Crore Sixty Nine lacs Fifty Thousand LOANS, GUARANTEES OR INVESTMENTS IN SECURITIES
only). The entire paid up share capital of the Company is held by Max The Company has invested in the securities of Max One Distribution
India Limited (Formerly Taurus Ventures Limited). and Services Limited thereby making it a wholly owned subsidiary of
SUBSIDIARIES the Company and the Company has also granted loans with
compliance to all requirements of Companies Act, 2013. Pursuant to
The Company acquired all the shares of Max One Distribution and Rule 11 of the Companies (Meetings of Board and its Power) Rules,
2014, the requirement of sub-section (3) of section 186 of the Act is
not applicable on investments made by Company in its wholly owned
subsidiaries.
The Company has granted a loan to its subsidiary Max One
Distribution & Services Limited of INR 1 crore in FY 2015-16. Further,
your Company has not made any guarantees during the period under
review which are to be covered under Section 186 of the Act.
AUDITOR & AUDITORS’ REPORT
Pursuant to Section 139 & 142 of the Act, M/s Nangia & Co.,
Chartered Accountants, were appointed as the Statutory Auditors of
the Company at the Annual General Meeting held on September 26,
2014 for a period of three years subject to ratification of their
appointment in every Annual General Meeting held during their
tenure.
M/s Nangia & Co, Chartered Accountants, Statutory Auditors of the
Company, had provided a certificate that their appointment, if
ratified, will be in conformity with the provisions of Section 141 of the
Act.
There are no audit qualifications or reporting of fraud in the Statutory
Auditors Report given by M/s Nangia & Co., Statutory Auditors of the
Company for the FY 2015-16 as annexed elsewhere in this Annual
Report.
of the loss of the Company for that period;
(c) The directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities;
(d) The directors have prepared the annual accounts on a going
concern basis;
(e) The directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls
are adequate and were operating effectively; and
(f) The directors have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENT
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from the Shareholders and
other business constituents during the year under review.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff for their performance during the year.

RISK MANAGEMENT POLICY

The Company manages, monitors and reports on the principal risks By Order of the Board
and uncertainties that can impact its ability to achieve its strategic For Max Skill First Limited
objectives. The Company’s management systems, organizational
structures, processes, standards, code of conduct and behaviors
Rajesh Sud
together form Risk Management Policy that governs how the
Chairman
Company conducts the business and manages associated risks.
DIN: 02395182
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION & FOREIGN EXCHANGE EARNING AND OUTGO
Date: May 20, 2016
The disclosures to be made under sub-section (3) (m) of Section 134
Place: New Delhi
of the Act read with Rule (8)(3) of the Companies (Accounts) Rules,
2014 by your Company are explained as under:
(A) Conservation of Energy & Technology Absorption Annexure:
1. MGT 9
The Company has taken measures to reduce the energy
2. AOC 1
consumption, by using energy efficient equipment,
incorporating latest technology and regular maintenance. No
expenditures were incurred on Research and Development.
(B) Foreign Exchange Earnings and Outgo
There has been no foreign exchange earnings and outgo
during the year under report.
EXTRACTS OF ANNUAL RETURN
Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of
Section 92 of the Act read with Rule 12 of the Companies
(Management and Administration) Rules, 2014 the extracts of the
Annual Return as at March 31, 2016 forms part of this report as
Annexure 1.
DIRECTORS’ RESPONSIBILITY STATEMENT
(a) Pursuant to the requirement under Section 134(5) of the Act, it is
hereby confirmed that:
I. In the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper
explanation relating to material departures;
(b) The directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and
 ANNEXURE - 1

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2015
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
Il REGISTRATION & OTHER DETAILS:
i CIN U85199DL2003PLC119249
ii Registration Date 04-03-2003
iii Name of the Company MAX SKILL FIRST LIMITED
(formerly MAX HEALTHSTAFF INTERNATIONAL LIMITED
iv Category/Sub-category of the Company Public Company/ Company Limited by Shares
v Address of the Registered office & contact details Max House 1 Dr. Jha Marg, Okhla, New Delhi - 110 020
Tel: 011-42598000; Fax: 011 26324126
vi Whether listed company NO
vii Name, Address & contact details of the Registrar & Transfer Agent, if any. Not applicable

IIl PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY(All the business activities contributing 10 % or more of the total turnover of the
company shall be stated)
Due to the enforcement of visa retrogression in USA, the Company discontinued the business of imparting education and training to
healthcare staff and personnel and placing them in India and overseas. However, the Company initiated actions in May 2015 to carry on
the business of rendering management services such as learning and skill development, training and placements etc., and the same were
operational in early FY 2015-16.

IV PARTICULARS OF HOLDING, SUBSIDIARY & ASSOCIATE COMPANIES

Sl No Name & Address of the Company CIN/GLN Holding/subsidiary/ % of applicable
associate Shares Held Section
1. Max Financial Services Limited L24223PB1988PLC008031 Ultimate Holding Company 100% 2 (46) of the
Bhai Mohan Singh Nagar, Tehsil, Balachaur, Companies Act, 2013
Distt. Nawanshahar, Punjab-144533
2. Max India Limited
(Formerly Taurus Ventures Limited)
419, Bhai Mohan Singh Nagar
Railmajra, Tehsil Balachaur
Dist. Nawanshahr Punjab – 144 533. U85100PB2015PLC039155 Holding Company 100% 2 (46) of the
Companies Act, 2013
3. Max One Distribution and Services Limited U74140DL2013PLC254577 Subsidiary 100% 2 (87) of the
Max House, 1, Dr. Jha Marg, Okhla Companies Act, 2013.
New Delhi – 110020

V. IV SHARE HOLDING PATTERN (Equity Share Capital Break up as percentage to Total Equity)
Category-wise Share Holding
No. of Shares held at the beginning of No. of Shares held at the end of
the year (As on 31-March-2015) the year (As on 31-March-2016) % change during
Category of Shareholders
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
A. Promoter s
(1) Indian
a) Individual/ HUF -- -- -- -- -- -- -- -- –
b) Central Govt -- -- -- -- -- -- -- -- –
c) State Govt(s) -- -- -- -- -- -- -- -- --
d) Bodies Corp. -- 6495000 6495000 100% -- 9695000 9695000 100% Nil
e) Banks / FI -- -- -- -- -- -- -- –
f) Any other -- -- -- -- -- -- -- -- –
Total shareholding of Promoter (A) -- 6495000 6495000 100% -- 9695000 9695000 100% Nil

B. Public Shareholding -- -- -- -- -- -- -- -- –
1. Institutions -- -- -- -- -- -- -- -- –

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 1

No. of Shares held at the beginning of No. of Shares held at the end of
the year (As on 31-March-2015) the year (As on 31-March-2016) % change during
Category of Shareholders
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
a) Mutual Funds -- -- -- -- -- -- -- -- –
b) Banks / FI -- -- -- -- -- -- -- -- –
c) Central Govt -- -- -- -- -- -- -- -- –
d) State Govt(s) -- -- -- -- -- -- -- -- --
e) Venture Capital Funds -- -- -- -- -- -- -- -- –
f) Insurance Companies -- -- -- -- -- -- -- -- –
g) FIIs -- -- -- -- -- -- -- -- –
h) Foreign Venture Capital Funds -- -- -- -- -- -- -- -- –
i) Others (specify) -- -- -- -- -- -- -- -- –
Sub-total (B)(1):- -- -- -- -- -- -- -- -- --

2. Non-Institutions -- -- -- -- -- -- -- -- –
a) Bodies Corp. -- -- -- -- -- -- -- -- –
i) Indian -- -- -- -- -- -- -- -- –
ii) Overseas -- -- -- -- -- -- -- -- –
b) Individuals -- -- -- -- -- -- -- -- –
I) Individual shareholders holding nominal -- -- -- -- -- -- -- -- –
share capital upto Rs. 1 lakh
ii) Individual shareholders holding nominal -- -- -- -- -- -- -- -- –
share capital in excess of Rs 1 lakh
c) Others (specify) -- -- -- -- -- -- -- -- –
Non Resident Indians -- -- -- -- -- -- -- -- –
Overseas Corporate Bodies -- -- -- -- -- -- -- -- –
Foreign Nationals -- -- -- -- -- -- -- -- –
Clearing Members -- -- -- -- -- -- -- -- –
Trusts -- -- -- -- -- -- -- -- –
Foreign Bodies - D R -- -- -- -- -- -- -- -- –
Sub-total (B)(2):- -- -- -- -- -- -- -- -- --
Total Public Shareholding (B)=(B)(1)+ (B)(2) -- -- -- -- -- -- -- -- --
C. Shares held by Custodian for GDRs & ADRs -- -- -- -- -- -- -- -- –
Grand Total (A+B+C) -- 6495000 6495000 100% -- 9695000 9695000 100% Nil

B) SHARE HOLDING OF PROMOTERS

Sl Shareholders Name Shareholding at the Shareholding at the % change in

No. begginning of the year end of the year share holding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 Max India Limited
(Formerly Taurus Ventures Limited)6494950 Nil 9694950 Nil Nil
2. Mr. Analjit Singh* -- Nil -- -- -- –
3. Mrs. Sujatha Ratnam* 01 Nil 01 Nil
4. Mr. V. Krishnan* 01 Nil 01 Nil
5. Mr. Neeraj Basur* -- Nil -- -- -- –
6. Mr. Jatin Khanna* 10 -- -- 10 Nil
7. Mr. B. Das* 20 Nil 20 Nil
8. Mr. M.G. Rajagopalan* 07 Nil 07 Nil
9. Mr. Rajinder Kumar* 10 Nil 10 Nil
10. Ms. A. Bindu* 01 -- -- 01 Nil
Total : 6495000 100% 9695000 100%
* shares held as nominees of Max India Limited (Formerly Taurus Ventures Limited)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 1

C) Change in Promoters’ Shareholding (please specify, if there is no change)

Max Skill First Limited

Particulars Share holding at the beginning Cumulative Share holding
of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
1. At the beginning of the year 6495000 100% 6495000 100%
2. Shares allotted under Right Issue on April 10, 2015 – – 1500000 100%
3. Shares allotted under Right Issue on May 27, 2015 – – 500000 100%
4. Shares allotted under Right Issue on October 08, 2015 – – 600000 100%
5. Shares allotted under Right Issue on March 31, 2016 – – 600000 100%
6. At the end of the year -- -- 9695000 100%

D) Shareholding Pattern of top ten Shareholders:

(Other than Directors, Promoters and Holders of GDRs and ADRs): NOT APPLICABLE
Particulars Share holding at the beginning Cumulative Share holding
of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
1. At the beginning of the year 1 0.0000 0 0.0000
2 Date wise Increase / Decrease in Promoters Nil Nil 1 0.0000
Shareholding during the year specifying the reasons
for increase /decrease (e.g. allotment / transfer /
bonus/ sweat equity etc.):
3. At the end of the year 0 0.0000 0 0.0000

(v) INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount Nil 19,16,34,399.00 Nil 19,16,34,399.00
ii) Interest due but not paid
iii) Interest accrued but not
Total (i+ii+iii) Nil 19,16,34,399.00 Nil 19,16,34,399.00
Change in Indebtedness during the financial year
- Addition Nil Nil Nil Nil
- Reduction
Net Change Nil Nil Nil Nil
Indebtedness at the end of the financial year
i) Principal Amount Nil 19,16,34,399.00 Nil 19,16,34,399.00
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i+ii+iii) Nil 19,16,34,399.00 Nil 19,16,34,399.00

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 1

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

A. Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL
B. Remuneration to other directors: NIL
C. Remuneration to Key Managerial Personnel Other Than MD/ Manager/ WTD: NIL
Sl. Particulars of Key Managerial Personnel
No. Remuneration CEO Company Secretary Total
Mr. Rajinder Sud Mr. Sanket Srivastava
(as from 23 July 2015) (as from 25 Sep 2015)

1. Gross salary
(a) Salary as per provisions contained in 95,04,151.63 3,56,899.00 98, 61,050.63
section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 4,73,996.00 - 4,73,996.00
17(2) Income-tax Act, 1961
(c) Profits in lieu of salary under section
17(3) Income-tax Act, 1961
2. Stock Option Nil Nil Nil
3. Sweat Equity Nil Nil Nil
4. Commission
- as % of profit
- others, specify… Nil Nil Nil
5. Others, please specify Nil Nil Nil
Total 99,78,147.63 3,56,899.00 1,03,35,046.63

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

No Penalties/punishment/compounding of offences have been imposed on the Company, its Directors and any other officers
during the financial year ended March 31, 2016.

A N N U A L R E P O RT 2 0 1 5 - 1 6
To the Members of Max Skill First Limited, New Delhi
(Formerly known as Max Healthstaff International Limited)
Report on the Financial Statements
We have audited the accompanying financial statements of Max Skill
First Limited formerly known as Max Healthstaff International
Limited (the ‘Company’) which comprise the Balance Sheet as at
March 31, 2016, the Statement of Profit and Loss and the Cash Flow
Statement for the period ended 31st March’2016, and a summary of
significant accounting policies and other explanatory information.
Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial 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 for safeguarding the assets
of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder.
We conducted our audit in accordance with the Standards on
Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatements.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the financial statements
that give a true and fair view in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of
expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the
A N N U A L R E P O RT 2 0 1 5 - 1 6
information required by the Act in the manner so required and give a
true 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, 2016, its Profit and its cash flows for the period ended
March 31, 2016.
Report on Other Legal and Regulatory Requirements
1. 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 Companies Act, 2015, we give in
the Annexure a statement on the matters specified in paragraph 3
of the Order, to the extent applicable.
2. 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 purpose of our audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as 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.
(d) In our opinion, the Balance Sheet, Statement of Profit and
Loss, and Cash Flow Statement comply with the Accounting
Standards notified specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of written representations received from the
directors as on March 31, 2016, and taken on record by the
Board of Directors, none of the directors is disqualified as on
March 31, 2016, from being appointed as a director in terms of
sub-section (2) of section 164 of the Companies Act, 2013.
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating
effectiveness of such controls, refer to “Annexure A” to this
report;
(g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best
of our information and according to the explanations given to us:
i. The Company does not have any pending litigation which
would impact its financial position.
ii. The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses.
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection Fund
by the Company.
For Nangia & Co.
Chartered Accountants
ICAI FRN 002391C
(Vikas Gupta)
Partner,
Membership # 076879
Place: New Delhi
Date: 20 May 2016
ANNEXURE A
Report on the Internal Financial Controls under Clause (i) of Sub-
section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
To the Members of Max Skill First Limited, New Delhi
(Formerly known as Max Healthstaff International Limited)
We have audited the internal financial controls over financial
reporting of Max Skill First Limited formerly known as Max
Healthstaff International Limited (“the Company”) as of March 31,
2016 in conjunction with our audit of financial statements of the
Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls over Financial
Reporting

The Company’s Management is responsible for establishing and Because of the inherent limitations of internal financial controls over
maintaining internal financial controls based on the internal control financial reporting, including the possibility of collusion or improper
over financial reporting criteria established by the Company management override of controls, material misstatements due to
considering the essential components of internal control stated in error or fraud may occur and not be detected. Also, projections of any
the Guidance Note on Audit of Internal Financial Controls over evaluation of the internal financial controls over financial reporting to
Financial Reporting issued by the Institute of Chartered Accountants future periods are subject to the risk that the internal financial control
of India. These responsibilities include the design, implementation over financial reporting may become inadequate because of
and maintenance of adequate internal financial controls that were changes in conditions, or that the degree of compliance with the
operating effectively for ensuring the orderly and efficient conduct of policies or procedures may deteriorate.
its business, including adherence to the Company’s policies, the Opinion
safeguarding of its assets, the prevention and detection of frauds
In our opinion, the Company has, in all material respects, an
and errors, the accuracy and completeness of the accounting
adequate internal financial controls system over financial reporting
records, and the timely preparation of reliable financial information,
and such internal financial controls over financial reporting were
as required under the Companies Act, 2013.
operating effectively as at March 31, 2016, based on the internal
Auditors’ Responsibility control over financial reporting criteria established by the Company
Our responsibility is to express an opinion on the Company's internal considering the essential components of internal control stated in
financial controls over financial reporting based on our audit. We the Guidance Note on Audit of Internal Financial Controls Over
conducted our audit in accordance with the Guidance Note on Audit Financial Reporting issued by the Institute of Chartered Accountants
of Internal Financial Controls Over Financial Reporting (the of India.
“Guidance Note”) and the Standards on Auditing as specified under
section 143(10) of the Companies Act, 2013, to the extent applicable
For Nangia & Co.
to an audit of internal financial controls, both applicable to an audit of
Chartered Accountants
Internal Financial Controls and, both issued by the Institute of
ICAI FRN 002391C
Chartered Accountants of India. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and
(Vikas Gupta)
perform the audit to obtain reasonable assurance about whether
Partner,
adequate internal financial controls over financial reporting was
Membership # 076879
established and maintained and if such controls operated effectively
in all material respects. Place: New Delhi
Date: 20 May, 2016
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and

A N N U A L R E P O RT 2 0 1 5 - 1 6
Max Skill First Limited, New Delhi
(Formerly known as Max Healthstaff International Limited)
Annexure to Independent Auditors’ Report for the period ended
March 31, 2016
(Referred to in Paragraph 1 under the Heading of “Report on Other
Legal and Regulatory Requirements” of our Report of even date)
Based on the audit procedures performed for the purpose of
reporting a true and fair view on the financial statements of the
Company and taking into consideration the information and
explanations given to us and the books of accounts and other records
examined by us in the normal course of audit, we report that:
i. In respect of fixed assets:
a) The Company is maintaining proper records showing full
particulars including quantitative details and situation of its
fixed assets.
b) The Fixed assets have been physically verified by the
management during the year and no material discrepancies were
identified on such verification. In our opinion, the frequency of
verification of the fixed assets is reasonable having regard to the
size of the Company and the nature of its assets.
c) According to the information and explanations given to us,
there is no immovable property held by the company,
accordingly the provisions of Clause (i) (c) of paragraph 3 of
the Order are not applicable to the Company.
ii. In respect of Inventories:
The Company being a service company engaged in the field
training & development services, accordingly the provisions of
Clause (ii) of paragraph 3 of the Order are not applicable to the
Company.
iii. According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured to
companies, firms, Limited Liability Partnership or other parties
covered in the register maintained under Section 189 of the
Companies Act, 2013. Accordingly, the provisions of clause iii (a)
to (c) of paragraph 3 of the Order are not applicable to the
Company and hence not commented upon.
iv. According to the information and explanations given to us, the
Company has not given any loan to Directors or persons
connected with them as per the provisions mentioned in section
185 of the companies Act, 2013.
According to the information and explanations given to us, the
Company has not made investments, guarantees in other bodies
corporate as per the provisions of section 186 of the Companies
Act, 2013 except the investment in wholly owned subsidiary
which is exempt under Rule 11 of Companies (Meetings of Board
and its Powers) Rules, 2014. Hence provision of Section 186 of
the companies Act, 2013 is not applicable.
v. In respect of public deposit:
According to the information and explanations given to us, the
Company has not accepted any deposits from the public within
the meaning of Section 73 to 76 of the Companies Act, 2013 and
the rules framed there-under. Therefore, the provisions of Clause
(v) of paragraph 3 of the Order are not applicable to the Company.
vi. In respect of cost records:
In our opinion and according to information and explanations
given to us, maintenance of cost records has not been prescribed
by the Central Government under Section 148(1) of the
Companies Act, 2013 for the services provided by the company.
vii. In respect of statutory dues:
a) According to the information and explanations given to us and
A N N U A L R E P O RT 2 0 1 5 - 1 6
on the basis of our examination of the books of account, the
Company has generally been regular in depositing its undisputed
statutory dues including Provident Fund, Employees State insurance,
income-tax, Sales-Tax, Wealth Tax, Service tax, duty of Custom, duty
of Excise, value added tax, cess and Entertainment Tax etc. There are
no undisputed dues payable, outstanding as on 31st March, 2016 for
a period of more than six months from the date they became payable.
b) According to the information and explanations given to us, there
are no amounts in respect of income tax, service tax etc. that
have not been deposited with the appropriate authorities on
account of any dispute.
viii. The Company has not taken any loans from financial institutions,
Banks, Government or through debentures during the audit period.
ix. The company has not raised money by way of initial public offer or
further public offer (including debt instruments) and term loans
during the year under audit.
x. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during
the year.
xi. According to the information and explanations given to us, no
managerial remuneration has been paid or provided in
accordance with the requisite approvals mandated by the
provisions of section 197 read with Schedule V to the Companies
Act, 2013
xii. As explained, the company is not a Nidhi company. Therefore, the
provisions of Clause (xii) of paragraph 3 of the Order are not
applicable to the Company.
xiii. According to the information and explanations given to us, the
provisions of Section 177 of Companies Act, 2013 read with rule
6 of Companies (Meetings of Board and its powers) Rules, 2014
is not applicable to the Company.
According to the information and explanations given to us, all
transaction with related parties are in compliance with
provisions of Section 188 of Companies Act, 2013 and details
have been disclosed in the Financial Statements as required by
the Accounting Standards.
xiv. According to the information and explanations given to us, no
preferential allotment or Private placement of shares or fully or
partly convertible debentures has been noticed or reported
during the Year. Hence the requirement of Section 42 of
Companies Act, 2013 is not applicable.
xv. According to the information and explanations given to us, no non
cash transactions with Directors or persons connected with him
have been noticed or reported during the year as per the
provisions of Section 192 of Companies Act, 2013.
xvi. According to the information and explanations given to us,
Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934.
For Nangia & Co.
Chartered Accountants
ICAI FRN 002391C
(Vikas Gupta)
Partner,
Membership # 076879
Place: New Delhi
Date: 20 May, 2016
BALANCE SHEET
AS AT MARCH 31, 2016

(Amount in `)
As at As at
Particulars Notes
March 31, 2016 March 31, 2015
Equity and liabilities
Shareholders' funds
Share capital 2 96,950,000 64,950,000
Reserves and surplus 3 (218,094,932) (230,494,090)
(121,144,932) (165,544,090)

Share application money pending for allotment 4 - 15,000,000

Non-current liabilities
Long-term Provisions 5 8,127,963 -
8,127,963 -
Current liabilities
Short-term borrowings 6 191,634,399 191,634,399
Trade payables 7 20,242,021 1,742,141
Other current liabilities 8 62,059,058 509,804
Short-term provisions 9 153,575 -
274,089,053 193,886,344
TOTAL 161,072,084 43,342,254

Assets
Non-current assets
Fixed assets
Tangible assets 10 2,824,807 -
Intangible assets 10 1,930,277 -
Non-current investments 11 45,000,000 39,000,000
Long-term loans and advances 12 10,496,153 10,886
Other non-current assets 13 1,930,574 1,792,369
62,181,811 40,803,255

Current assets
Trade Receivables 14 13,073,580 -
Cash and bank balances 15 17,034,317 1,537,059
Short-term loans and advances 16 13,832,815 1,001,940
Other current assets 17 54,949,561 -
98,890,273 2,538,999
TOTAL 161,072,084 43,342,254
Significant Accounting Policies 1
Notes to the Accounts 2 to 32
Auditor’s Report
“As per our separate report of even date”
For Nangia and Co. For Max Skill First Limited
Chartered Accountants
FRN: 002391C

VIKAS GUPTA THERON MARIELLE RAJIT MEHTA

FCA, Partner (DIRECTOR) (DIRECTOR)
Membership Number: 076879 DIN No.02667356 DIN No.01604819
Erlenstrasse 118 B-2/18
Wollerau 8832 CH DLF Phase-I
Gurgaon, Haryana - 122001
SANKET SRIVASTAVA
(Company Secretary)
Membership No. A31047
Place : New Delhi H. No. 35, Sector 7
Date: 20 May, 2016 HB Colony, Gurgaon-122001

A N N U A L R E P O RT 2 0 1 5 - 1 6
 STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016

(Amount in `)
For the year ended For the year ended
Particulars Notes #
on March 31, 2016 on March 31, 2015
Income
Revenue from operations 18 351,939,467 -
Other Income 19 598,168 349,676
Total revenue (I) 352,537,635 349,676

Expenses
Employee benefit expenses 20 297,094,112 413,301
Finance cost 21 6,735 112
Depreciation and amortisation 22 484,417 -
Other expenses 23 42,553,214 1,569,655

Total expenses (II) 340,138,477 1,983,068

Profit/(loss) before tax 12,399,158 (1,633,392)

Profit/(loss) before tax 12,399,158 (1,633,392)

Tax expense
Current tax - -
Deferred tax - -
Total tax expense - -

Profit/(Loss) after tax 12,399,158 (1,633,392)

Earnings per equity share 24

Basic and Diluted [Nominal value of shares Rs.10 (Previous year Rs.10)] 1.59 (0.38)

Significant Accounting Policies 1

Notes to the Accounts 2 to 32

Auditor’s Report
“As per our separate report of even date”
For Nangia and Co. For Max Skill First Limited
Chartered Accountants
FRN: 002391C

VIKAS GUPTA THERON MARIELLE RAJIT MEHTA

FCA, Partner (DIRECTOR) (DIRECTOR)
Membership Number: 076879 DIN No.02667356 DIN No.01604819
Erlenstrasse 118 B-2/18
Wollerau 8832 CH DLF Phase-I
Gurgaon, Haryana - 122001
SANKET SRIVASTAVA
(Company Secretary)
Membership No. A31047
Place : New Delhi H. No. 35, Sector 7
Date: 20 May, 2016 HB Colony, Gurgaon-122001

A N N U A L R E P O RT 2 0 1 5 - 1 6
CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Amount in `)
For the year ended For the year ended
Particulars
on March 31, 2016 on March 31, 2015
Cash flow from operating activities
Net Profit / (loss) before tax 12,399,158 (1,633,392)
Adjustments for:
Interest income (598,168) (201,963)
Assets written off - 544,721
Loss on Sale of Assets - 295,853
Provision for Gratuity 2,442,975 (130,154)
Provision for Leave Encashment 5,838,563 (164,970)
Provision for doubtful debts and advances - 177,504
Liability/ provisions no longer required written back - (661)
Unrealised foreign exchange (gain) / loss - 276,291
Operating Profit Before Working Capital Changes 20,082,528 (836,771)
Movement in working capital :
Increase/ (decrease) in trade payables 18,499,880 (259,851)
Increase/ (decrease) in other current liabilities 61,549,255 (6,768)
Decrease / (increase) in long-term loans and advances (10,485,267) 2,573
Decrease / (increase) in short-term loans and advances (12,830,875) 139,987
Decrease / (increase) in other non-current assets (138,205) -
Decrease / (increase) in trade receivables (13,073,580) -
Decrease / (increase) in other current assets (54,949,561) -

Cash generated from/(used in) operations 8,654,174 (960,830)

Direct taxes paid (net of refunds) -
Net cash flow from /(used in) operating activities (A) 8,654,174 (960,830)

Cash flow from investing activities

Proceeds form sale of fixed assets - 25,000
Purchase of non- current investments (6,000,000) (39,000,000)
Purchase of Tangible Assets (2,824,807) -
Purchase of Intangible Assets (1,930,277) -
Interest Received 598,168 88,318
Net cash flow from /(used in) investing activities (B) (10,156,916) (38,886,682)

Cash flow from financing activities

Proceeds from issuance of share capital 17,000,000 40,500,000
Proceeds from short -term borrowings 0 836,000
Net cash flow from /(used in) financing activities (C) 17,000,000 41,336,000

Net Increase/(decrease) in cash and cash equivalents (A + B + C) 15,497,258 1,488,488

Cash and cash equivalents at the beginning of the year 1,537,059 48,571
Cash and cash equivalents at the end of the year 17,034,317 1,537,059

A N N U A L R E P O RT 2 0 1 5 - 1 6
 CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Amount in `)
For the year ended For the year ended
Particulars
on March 31, 2016 on March 31, 2015
Components of cash and cash equivalent
Cash on hand 11,109 598
With banks -
on current account 17,023,208 1,536,461
Total cash and cash equivalents 17,034,317 1,537,059
The Cash Flow Statement has been prepared under the "Indirect method" as set out in the Accounting Standared -3 on Cash Flow Statements
Significant Accounting Policies 1
Notes to the Accounts 2 to 32

Auditor’s Report
“As per our separate report of even date”
For Nangia and Co. For Max Skill First Limited
Chartered Accountants
FRN: 002391C

VIKAS GUPTA THERON MARIELLE RAJIT MEHTA

FCA, Partner (DIRECTOR) (DIRECTOR)
Membership Number: 076879 DIN No.02667356 DIN No.01604819
Erlenstrasse 118 B-2/18
Wollerau 8832 CH DLF Phase-I
Gurgaon, Haryana - 122001
SANKET SRIVASTAVA
(Company Secretary)
Membership No. A31047
Place : New Delhi H. No. 35, Sector 7
Date: 20 May, 2016 HB Colony, Gurgaon-122001

A N N U A L R E P O RT 2 0 1 5 - 1 6
significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

1. Significant accounting policies

a Background
Max Skill First Limited formerly known as Max Healthstaff International Limited is a Company registered under the Companies Act, 2013.
The name of the company has been changed from "Max Healthstaff International Limited" to "Max Skill First Ltd" w.e.f 29 April 2015. With
the change in its main objects (w.e.f. 4th Feb' 2015) the company is engaged in the business to pursue the activities of learning and
development and distribution of insurance and other financial products and investing in companies having similar objective.
Previously, the Company was engaged in the business of heathstaff staffing in India and overseas including imparting education and
training to such healthstaff personnel more particulary in USA. The Placement of healthcare personnel in USA was subject to
availabilty of immigrant visas which are currently unavailable given the visa retrogression in force. Accordingly the company has
closed down its operations and has surrendered its registration for such operations to the Central Government.
b Basis of preparation
The financial statements of the Company have been prepared in accordance with Generally Accepted Accounting Principles in India
(Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Compnaies Act,2013, read with Rule 7 of
the Companies (Accounts) Rules,2014 and the relevant provisions of the Companies Act,2013 ("the 2013 Act") / Companies Act,
1956 ("the 1956 Act"), as applicable. The financial statements have been prepared on accrual basis under the historical cost
convention. The accounting policies adopted in the preparation of the financial statements are consistent with those followed in the
previous year except for change in the accounting policy for depreciation as more fully described in Note no. f.
c Use of estimates
The preparation of financial statements in conformity with the generally accepted accounting principles ('GAAP') in India requires
management to make estimates and assumptions that affect the reported amounts of income and expenses of the period, assets
and liabilities and disclosures relating to contigent assets & contingent liabilities as of the date of the financial statements and the
results of operations during the reporting period. Examples of such estimates include estimates of income taxes, employment
retirement benefit plans, provision for doubtful debts and advances and estimated useful life of fixed assets. Actual results could
differ from those estimates. Any revision to accounting estimates is recognised prospectively in current & future periods.
d Revenue Recognition
a) Revenue from operations is recognized on the basis of agreements executed with clients on accrual basis.
b) Interest Income is recognized on a time proportion basis taking into account the amounts invested and the rate of interest.
Income is stated in full with the tax thereon being accounted for under advance tax.
e Fixed Assets
Tangible fixed assets
Fixed assets are stated at cost, less accumulated depreciation and impairment losses if any. Cost comprises the purchase price and
any attributable cost of bringing the asset to its working condition for its intended use.
Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are
carried at cost less accumulated amortization and accumulated impairment losses, if any. Internally generated intangible assets,
excluding capitalized development costs, are not capitalized and expenditure is reflected in the statement of profit and loss in the
year in which the expenditure is incurred.
f Depreciation /Amortization
Depreciation on fixed assets except leasehold improvement is charged on the Written Down Method on a pro-rata basis at the rate
and manner prescribed under Schedule II to the Companies Act, 2013. Depreciation has been charged after considering scrap value
prescribed under Schedule II to the Companies Act, 2013. The Company provides pro-rata depreciation from / to the date the asset is
acquired / put to use / or disposed off. Intangible assets are amortized on a Written Down Method basis over the best estimated
useful economic life. The company presumes that the useful life of an intangible asset will not exceed five years.
g Taxation
Direct Taxes
Tax expense comprises of current and deferred tax. Current income tax is measured at the amount expected to be paid to the tax
authorities in accordance with the Indian Income Tax Act, 1961. Deferred income taxes reflects the impact of current year timing
differences between taxable income and accounting income for the year and reversal of timing differences of earlier years.
Deferred tax is measured using on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred
tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax
liabilities and the deferred tax assets and deferred tax liabilities relate to the taxes on income levied by same governing taxation laws.
Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be
available against which such deferred tax assets can be realised. In situation where the Company has unabsorbed depreciation or
carry forward tax losses, deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that
such deferred tax assets can be realised against future taxable profits.
At each balance sheet date the Company re-assesses unrecognised deferred tax assets. It recognises unrecognised deferred tax

A N N U A L R E P O RT 2 0 1 5 - 1 6
 significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

assets to the extent that it has become reasonably certain or virtually certain, as the case may be that sufficient future taxable income
will be available against which such deferred tax assets can be realised.
The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Company writes down the carrying amount
of a deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future
taxable income will be available against which deferred tax asset can be realized. Any such write down is reversed to the extent that it
becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.
h Indirect Taxes
The company claims credit of service tax for input services, which is set off against tax on output services. Unutilized credit is carried forward
for future set off in subsequent periods. Relevant provision is created, if required, based on estimated realization of the unutilized credit.
i Earnings Per Share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the
weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the
weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares
j Provisions
A provision is recognized when the company has a present obligation as a result of past event. it is probable that an outflow of resources
embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the
reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.
k Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-
occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is not recognized
because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The company does
not recognize a contingent liability but discloses its existence in the financial statements.
Cash & Cash equivalents
Cash and cash equivalents for the purposes of cash flow statement comprise cash at bank and in hand and short term investments
with an original maturity of three months or less.
m Going Concern
Max Skill First Limited formerly known as Max Healthstaff International Limited, a wholly owned subsidiary of Max India Limited is
engaged in activities of learning and development and distribution of insurance and other financial products and investing in
companies having similar objective.
During the year the Company has earned profit of Rs 12,399,158 (Previous year incurred loss of Rs 1,633,392). As at March 31,
2016, the accumulated losses of the Company are Rs 218,094,932 (previous year Rs 23,04,94,090) and its cumulative losses are
greater than 50% of its net worth. The Company is dependent on its holding company, Max India Limited for financial support. In the
opinion of the management, in view of the commitment of continued financial support by the holding company and on the basis of the
Company’s future investment plans, the Company is continuing with a going concern assumption. Further, the Company does not
anticipate that it will not be able to realize its assets and discharge its liabilities in the normal course of business.
n Employee benefits
a) Provident Fund
Eligible employees receive benefits from a provident fund, which is defined contribution plan. The Company makes contributions
under Provident Fund to "Max India Limited Employees Provident Fund Trust". Both the employee and the Company make
monthly contributions to the provident fund trust equal to a specified percentage of the covered employee's salary.
b) Gratuity
In accordance with the Payment of Gratuity Act 1972, the Company provides gratuity, a defined benefit plan ( the "Gratuity Plan")
covering eligible employees. 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. Liablities with regard to the Gratuity Plan are determined by actuarial valuation, based upon which, the Compnay
contributes to Master policy with Life Insurance Corporation of India.
c) Leave Encashment
Accrual for leave encashment is made on the basis of actuarial valuation done at the year end. The company recognises
actuarial gains and losses as and when the same arise. The charge in respect of the same is taken to the Profit and Loss account.
o Foreign Exchange Transactions
a) Monetary assets and liabilities related to foreign currency transactions remaining unsettled at the end of the year are translated
at year-end rates.
b) The difference in translation of monetary assets and liabilities and realized gains and losses on foreign exchange transactions
are recognized in the Profit and Loss account.

A N N U A L R E P O RT 2 0 1 5 - 1 6
significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

2 Share Capital
(Amount in `)
As at As at
Particulars March 31, 2016 March 31, 2015
Authorised share capital
10,000,000 (Previous year 10,000,000) Equity Shares of Rs. 10/- each 100,000,000 100,000,000

100,000,000 100,000,000

Issued, subscribed & fully paid-up shares (Nos.)

9,695,000 (March 31, 2015: 6,495,000) Equity Shares of Rs.10/- each fully paid up 96,950,000 64,950,000
(Of the above 9,695,000 ( Previous year 6,495,000) equity shares are held by
Max India Limited, the holding Company)
Total 96,950,000 64,950,000

2.1 Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
(Amount in `)
March 31, 2016 March 31, 2015
# of shares Amount # of shares Amount

Equity Shares

At the beginning of the year 6,495,000 64,950,000 3,945,000 39,450,000

Issued during the period 3,200,000 32,000,000 2,550,000 25,500,000

Outstanding at the end of the year 9,695,000 96,950,000 6,495,000 64,950,000

2.2 Terms/rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10/- per share. Each holder of equity shares is entitled to
one vote per share.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, in
proportion to the number of equity shares held by the shareholders.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after
distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
2.3 Shares held by holding Company
Out of equity shares issued by the company, shares held by its holding company are as below:
(Amount in `)
As at As at
Name of the Shareholder March 31, 2016 March 31, 2015
Max India limited
9,695,000 (Previous year 6,495,000 ) equity shares of Rs.10/- each fully paid 96,950,000 64,950,000

Total 96,950,000 64,950,000

2.4 Details of shareholder holding more than 5% shares specifying the number of shares held is as given below:
(Amount in `)
March 31, 2016 March 31, 2015
Number of the Shareholder # of shares % held # of shares % held
Max India Limited 9,695,000 100 6,495,000 100

3. Reserve & Surplus

(Amount in `)
As at As at
March 31, 2016 March 31, 2015
Surplus/ (deficit) in the statement of profit and loss
Balance as per last financial statements (230,494,090) (228,860,698)
Profit for the year 12,399,158 (1,633,392)
Net Deficit in the statement of profit and loss (218,094,932) (230,494,090)
Total reserves & surplus (218,094,932) (230,494,090)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

4 Share application money pending allotment

(Amount in `)
As at As at
Particulars March 31, 2016 March 31, 2015
Share Application Money Pending Allotment - 15,000,000
Total - 15,000,000

5 Long-term Provisions
(Amount in `)
As at As at
Particulars March 31, 2016 March 31, 2015
Provision for employee benefits
Provision for Leave Encashment 5,690,636 -
Provision for Gratuity 2,437,327 -
Total 8,127,963 -

Employee Benefits
The following table sets out the disclosure in respect of defined benefit plans as required under AS 15 Employee Benefits:
(Amount in `)
Gratuity Leave
Particulars
encashment
Reconciliation of opening and closing balances of the present value of the defined benefit obligation:
Obligations as at April 1, 2015 - -
Service Cost 2,442,975 5,687,121
Interest cost - -
Benefits settled - (741,185)
Actuarial (gain)/loss - 892,627
Obligations as at March 31, 2016 2,442,975 5,838,563

Change in plan assets

Plans assets as at April 1, 2015, at fair value - -
Expected return on plan assets - -
Actuarial gain/(loss) - -
Contributions - -
Benefits paid - -
Plans assets as at March 31, 2016, at fair value - -

Reconciliation of present value of the obligation and the fair value of the plan assets: - -
Fair value of plan assets, as at March 31, 2015
Present value of the defined benefit obligations, as at March 31, 2016 2,442,975 5,838,563
(Asset)/Liability recognized in the balance sheet 2,442,975 5,838,563

Costs for the year

Current service cost 2,442,975 5,687,121
Interest cost - -
Expected return on plan assets - -
Actuarial (gain)/loss - 892,627
Net costs 2,442,975 6,579,748

Assumptions
Discount factor 8% 8%
Estimated rate of return on plan assets - -
Salary Increase 7% 5%
Retirement age 58 years 58 years

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significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

6. Short term borrowings

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Max India Limited*
*Loan repayable on demand 191,634,399 191,634,399
Total 191,634,399 191,634,399

7. Trade Payables
(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Dues to other than micro and small enterprises 20,242,021 1,742,141
Total 20,242,021 1,742,141

8. Current Liabilities
(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Other Liabilities
Security Deposit 453,227 507,304
Statutory dues payable 8,019,958 2,500
Payable to employees 50,228,925 -
Other Current Liabilities 3,356,949 -
Total 62,059,058 509,804

9. Short-term Provisions
(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Provision for employee benefits
Provision for Leave Encashment 147,927 -
Provision for Gratuity 5,648 -
Total 153,575 -

10 Fixed Assets
(Amount in `)
Gross block Depreciation/Amortisation Net block
Particulars As at April Additions Sales/ As at As at April For the year Sales/ Asset As at As at As at
1, 2015 Adjustments March 31, 1, 2015 Adjustments charged to March 31, March 31, March 31,
2016 opening 2016 2016 2015
reserve

Tangible Assets
Computers (End User Devices) - 713,897 - 713,897 - 133,333 - - 133,333 580,564 -
Motor Vehicles - 2,250,003 - 2,250,003 - 5,760 - - 5,760 2,244,243 -
- 2,963,900 - 2,963,900 - 139,093 - - 139,093 2,824,807 -

Intangible Assets
Software - 2,275,601 - 2,275,601 - 345,324 - - 345,324 1,930,277 -
- 2,275,601 - 2,275,601 - 345,324 - - 345,324 1,930,277 -

TOTAL - 5,239,501 - 5,239,501 - 484,417 - - 484,417 4,755,084 -

Previous year - - - - - - - - - - -
During the year, pursuant to the notification of Schedule II to the Companies Act, 2013 with effect from April 1, 2014, the Company has
revised the estimated useful life of some of its assets to align the useful life with those specified in Schedule II. Further, assets individually
costing Rs. 5,000/- or less that were depreciated fully in the year of purchase are now depreciated based on the useful life considered by
the Company for the respective category of assets.

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 significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

11. Non- current investments

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Max One Distribution & Services Limited* 45,000,000 39,000,000
45,00,000 (March 31, 2015: 39,00,000) Equity shares of ` 10 each fully paid up
Total 45,000,000 39,000,000
*Unquoted equity instruments

12. Long-term loans & advances

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Security Deposits (Unsecured, considered good) 118,886 10,886
Loan to Max One Distribution & Services Limited 10,377,267 -

Total 10,496,153 10,886

13. Other Current Assets

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Deposit with original maturity for more than 12 months 1,000,000 1,000,000
Interest accrued on fixed deposits 930,574 792,369
Total 1,930,574 1,792,369

14. Trade Receivables

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Unsecured, considered good unless stated otherwise
Outstanding for a period greater than six months from the date they are due for payment
Considered good
Doubtful - 4,362,157
- 4,362,157
Provision for doubtful receivables - (4,362,157)
- -
Outstanding for a period lesser than six months from the date they are due for payment
Considered good 13,073,580 -
Total 13,073,580 -

15. Cash & Bank Balances

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Balances with banks
Balances with banks 17,023,208 1,536,461
Cash in hand 11,109 598
Total 17,034,317 1,537,059

16. Short-term loans & advances

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Advances recoverable in cash or kind
Gratuity Assets 873,758 806,421
Advance income tax (net of provisions) 12,959,057 195,519
Total 13,832,815 1,001,940

A N N U A L R E P O RT 2 0 1 5 - 1 6
significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

17. Other Current Assets

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Unsecured, considered good unless stated otherwise
Unbilled Income 50,505,813 -
Other Current Assets 4,443,748 -
Total 54,949,561 -

18. Revenue from operations

(Amount in `)
As at As at
Particulars
March 31, 2016 March 31, 2015
Training Income 351,939,467 -
Total 351,939,467 -

19. Other Income

(Amount in `)
For the year ended For the year ended
Particulars
on March 31, 2016 on March 31, 2015
Liabilities/Provisions No Longer Required Written Back - 661
Gain/(loss) on foreign exchange fluctuation - 142,052
Interest Income 598,168 201,963
Miscellaneous Income - 5,000
Total 598,168 349,676

20. Employee benefit expenses

(Amount in `)
For the year ended, For the year ended,
Particulars
on March 31, 2016 on March 31, 2015
Salaries, wages and bonus 278,884,625 389,087
Contribution to provident and other funds 8,193,783 13,880
Gratuity expense 2,442,975 -
Leave Encashment Expense 6,579,748 -
Staff welfare expenses 992,981 10,334
Total 297,094,112 413,301

21. Finance Cost

(Amount in `)
For the year ended, For the year ended,
Particulars
on March 31, 2016 on March 31, 2015
Bank Charges 6,735 112
Total 6,735 112

22. Depreciation and amortization expense

(Amount in `)
For the year ended, For the year ended,
Particulars
on March 31, 2016 on March 31, 2015
Depreciation 484,417 -
Total 484,417 -

A N N U A L R E P O RT 2 0 1 5 - 1 6
 significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

23. Other Expenses

(Amount in `)
For the year ended, For the year ended,
Particulars
on March 31, 2016 on March 31, 2015
Audit Fee 300,000 28,090
Rent* 6,330,998 76,075
Insurance 2,036,519 12,670
Rates and Taxes 95,621 70,698
Repairs and Maintenance: 365,000 24,060
Communication 438,074 55,191
Legal and Professional 13,082,704 85,202
Business promotion 4,595,007 -
Printing & Stationery 1,767,316 -
Recruitment & Relocation Expenses 2,259,481 -
Travelling and Conveyance 11,219,671 -
Provision for Doubtful Debts and Advances - 177,504
Net Loss on Sale/Disposal of Fixed Assets - 295,853
Debit Balances Written Off - 172,782
Assets written off - 544,721
Miscellaneous Expenses 62,824 26,809
Total 42,553,214 1,569,655
*Rent includes electricity, fixed rent, water and maintenance.

Payment to Auditor
(Amount in `)
For the year ended, For the year ended,
Particulars
on March 31, 2016 on March 31, 2015
As auditor:
Audit fee 300,000 28,090
300,000 28,090

24. Earnings per share (EPS)

(Amount in `)
For the year ended, For the year ended,
Particulars
on March 31, 2016 on March 31, 2015
Basic and Diluted
Profit / (Loss) After Tax (Rs.) 12,399,158 1,633,392
- Weighted average number of equity share 7,803,743 4,343,219
- EPS (Rs.) 1.59 (0.38)
- DPS (Rs.) 1.59 (0.38)
Equity Share Details (Nos)
Outstanding as at the beginning of the year 6,495,000 3,945,000
Outstanding as at the end of the year 9,695,000 6,495,000

A N N U A L R E P O RT 2 0 1 5 - 1 6
significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

25. Related Party transactions

As per accounting standard 18 on "Related party Disclosure" as notified under Companies (Accounting Standard) Rules 2006, the
disclosure of transactions with the related party is as under :

Names of related parties where control exists irrespective of whether transactions have occurred or not
Ultimate Holding Company 1. Max Financial Services Limited
Holding Company 2. Max India Limited
Subsidiary Companies 3. Max One Distribution and Services Limited
Fellow Subsidiaries 4. Max Bupa Health Insurance Company Limited
5. Max Life Insurance Company Limited
6. Pharmax Corporation Limited
7. Antara Senior Living Limited
8. Antara Purukul Senior Living Limited
9. Antara Gurgaon Senior Living Limited
10. Max Ateev Limited
11. Max UK Limited, UK
Employee benefit funds 12. Max India Ltd. Employees’ Provident Fund Trust
Key Managerial Personnel 13. Rajender Sud (CEO)
14. Sanket Srivastava (CS)

25.1 Related Parties Disclosure

(Amount in `)
Holding Company Subsidiraies Fellow Subsidiaries Total
Particulars
2015-16 2014-15 2015-16 2014-15 2015-16 2014-15 2015-16 2014-15

Transactions during the year:

Loan taken (Short term borrowing)
-Max India Limited - 836,000 - - - - - 836,000
Reimbursement of expenses
-Max India Limited 364,800 - - - - - 364,800 -
-Max India Ltd. Employee's Provident Fund Trust 53,835 53,835 -
Services received
-Max India Limited 5,070,000 - - - - - 5,070,000 -
Services given
- Max Bupa Health Insurance Company Limited - - - - 13,680,000 - 13,680,000 -
- Max Life Insurance Company Limited - - - - 306,661,131 - 306,661,131 -
Insurance Policies taken
- Max Life Insurance Company Limited - - - - 516,609 - 516,609 -
Purchase of fixed asset
- Max Life Insurance Company Limited 2,250,003 - 2,250,003 -
Intra cost allocation
- Max Life Insurance Company Limited - - - - 6,495,995 - 6,495,995 -
Rent Payment
- Pharmax Corporation Limited - - - - 198,000 - 198,000 -
Security Deposit
- Pharmax Corporation Limited - - - - 108,000 - 108,000 -
Loan given (Short term borrowing)
- Max One Distribution and Services Limited - - 10,000,000 - - - 10,000,000 -
Interest on loan given
- Max One Distribution and Services Limited - - 377,267 - - - 377,267 -
- Max Life Insurance Company Limited - - - - - -
Investment in equity shares
- Max One Distribution and Services Limited - - 6,000,000 39,000,000 - - 6,000,000 39,000,000
Share Capital
-Max India Limited 32,000,000 25,500,000 - - - - 32,000,000 25,500,000
Share Application money
-Max India Limited - 15,000,000 - - - - - 15,000,000
Company's Contribution towards Retirements
-Max India Ltd. Employee's Provident Fund Trust 9,998,485 11,372 - - - - 9,998,485 11,372
Balance Outstanding at the end of year:
Amount Payable - Max India Limited
- Short Term Borrowings 191,634,399 191,634,399 - - - - 191,634,399 191,634,399
- Share Application Money - 15,000,000 - - - - - 15,000,000
- Services 5,298,150 - - - - - 5,298,150 -
Amount Payable - Max India Ltd.
Employee's Provident Fund Trust
-Company's Contribution towards Retirements 1,196,988 - - - - - 1,196,988 -

A N N U A L R E P O RT 2 0 1 5 - 1 6
 significant accounting policies and notes on accounts
FOR THE YEAR ENDED MARCH 31, 2016

(Amount in `)
Holding Company Subsidiraies Fellow Subsidiaries Total
Particulars
2015-16 2014-15 2015-16 2014-15 2015-16 2014-15 2015-16 2014-15

Amount Receivable -
Max One Distribution and Services Limited
-Loan and advances alongwith interest - - 10,377,267 - - - 10,377,267 -
accrued on it
Amount Receivable - Max Bupa Health
Insurance Company Limited
- Services - - - - 7,601,250 - 7,601,250 -
Amount Payable - Max Life Insurance
Company Limited
-Expenses - - - - 4,319,838 - 4,319,838 -
Amount Receivable - Max Life Insurance
Company Limited
- Services - - - - 2,103,988 - 2,103,988 -

26. Contingent Liability

(Amount in `)
For the year ended, For the year ended,
Particulars
on March 31, 2016 on March 31, 2015
Bank guarantee * 1,000,000 1,000,000
* Company has given bank guarantee of Rs 1,000,000 to The President of India acting through Protector General of Emigrants, Ministry of
Labour, New Delhi. The guarantee was given for satisfying the conditions to act as an recruiting agent failing or neglecting to observe and
discharge the set terms and conditions and decisions of the Government.
27 As per the special resolution passed in the Extra ordinary General Meeting held on 4th Feb'2015 the main objective the company has been
changed. Earlier the company was incorporated for pursuing the business of health staffing and placement of personnel in India and overseas
including imparting education and training to such healthcare staff and personnel. Due to the enforcement of Visa retrogression in USA, the
company had surrendered Registration for such operation to the Central Government. The company now pursues the activities relating to
Learning and Development and distribution of insurance and other financial products and investing in companies having similar objects.
28. The Company has carried out its tax computation in accordance with the mandatory Accounting Standard, AS-22 on ‘Taxes on Income’ issued
by the Institute of Chartered Accountants of India. There has been a deferred tax asset on account of accumulated losses. However as a
principle of prudence, and as there is no virtual certainty supported by convincing evidence on the date of the Balance Sheet, that there will be
sufficient taxable income available to realize such assets in near future, the Company has not provided for deferred tax assets in the financial
statements for the year ended 31st March 2016.
29. Information pursuant to the provisions of Section 22 of Micro, Small and Medium Enterprises Development Act, 2006. During the year
company has not paid any interest in terms of the section 18 of the above mentioned act. No principal amount or interest amount are due at
the end of this accounting year which is payable to any Micro, Small or Medium enterprises as defined in the Micro, Small and Medium
Enterprises Development Act, 2006.
30. The accounts of certain Trade Receivables, Trade Payables, Short /Long Term Loans and Advances, Other Current Assets and Current
Liabilities and are subject to confirmation / reconciliation and adjustment, if any. The Management does not expect any material difference
affecting the current year's financial statements. In the opinion of the management, the current assets, loans and advances are expected to
realize at least the amount at which they are stated, if realized in the ordinary course of business and provisions for all known liabilities have
been adequately made in the books of accounts.
31. The Company has prepared these financial statements as per the format prescribed by Schedule III to the Companies Act,2013 ('the
schedule') issued by Ministry of Corporate Affairs.
32. The Current Year refers to the period April 01,2015 to March 31, 2016. (Previous year refers to April 01, 2014 to March 31, 2015). The previous
year figures have been regrouped, rearranged and reclassified wherever necessary to conform to this year's classification.

Auditor’s Report
“As per our separate report of even date”
For Nangia and Co. For Max Skill First Limited
Chartered Accountants
FRN: 002391C

VIKAS GUPTA THERON MARIELLE RAJIT MEHTA

FCA, Partner (DIRECTOR) (DIRECTOR)
Membership Number: 076879 DIN No.02667356 DIN No.01604819
Erlenstrasse 118 B-2/18
Wollerau 8832 CH DLF Phase-I
Gurgaon, Haryana - 122001
SANKET SRIVASTAVA
(Company Secretary)
Membership No. A31047
Place : New Delhi H. No. 35, Sector 7
Date: 20 May, 2016 HB Colony, Gurgaon-122001

A N N U A L R E P O RT 2 0 1 5 - 1 6
Max One DistribuTion
and Services Limited
Dear Shareholders, Average income per active agent of Max Life has also increased by
Your Directors have great pleasure in presenting the 3rd Annual ~Rs. 1900 per month compared to planned increase of ~Rs.
Report together with the Audited Balance Sheet as at March 31, 1600).This income came as a mixed earning from Investments,
2016 and Profit & Loss Account for the year ended on that date. Health Insurance and Motor Insurance.

Your Company was incorporated on June 28, 2013 and have now We had forayed into the motor insurance business in September
completed almost three years of operations. On March 19, 2015, it 2015 and have enrolled 1211 agents to our books till March 2015.
became a wholly owned subsidiary of Max Healthstaff International Collectively these agents have sourced 1049 policies with 32 lacs
Limited (Now Max Skill First Limited) which in turn is a wholly owned worth of commissionable premium since inception till March 2016,
subsidiary of Max India Limited. Earlier the Company was a wholly resulting in an average earning of Rs. ~700/- per active agent.
owned subsidiary of Max Neeman Medical International Limited Max One had earned revenue of Rs.165,000/- during this period
which was also a wholly owned subsidiary of Max India Limited. ending 31st March 2016.
FINANCIAL RESULTS SHARE CAPITAL
(In Rupees Thousands) During the year under review, the Authorized share capital of the
Particulars Year Ended Year Ended Company was Rs. 5,00,00,000/- (Rupees Five Crore only).
March 31, 2016 March 31, 2015
The Company issued 6,00,000 equity shares of Rs. 10/- each in
Sales 1519 1,066 aggregate on August 06, 2015 at right issue basis. The Paid up
Total Income 1523 1,066 capital of the Company as on March 31, 2016 was Rs. 4,50,00,000/-
(Rupees Four Crore Fifty lacs only). The entire share capital of the
Operating Expenses 19515 18629
Company is owned by Max Skill First Limited (formerly Max
EBITDA (17,992) (17,563) Healthstaff International Limited). The ultimate parent company is
Depreciation 249 724 Max India Limited, a public limited company in India.
Interests 377 0 SUBSIDIARIES
Taxes 0 0 The Company has no subsidiary company.
Net Profit After Tax (18,618) (18,287) CONSOLIDATED FINANCIAL STATEMENTS
No. of Equity Shares* 45,00,000 39,00,000 Since there is no subsidiary of the Company, hence no consolidated
EPS* (4.34) (8.51) financial statements have been prepared
*mentioned in actual numbers DIVIDEND
MATERIAL CHANGES AFFECTING FINANCIAL POSITION In view of the losses, your Directors are unable to recommend any
dividend for the year under review.
There are no material changes and commitments, affecting the
financial position of the Company which has occurred between the CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
end of the financial year of the Company i.e. March 31, 2016 and the All Related Party Transactions (RPTs) as per the provisions of the
date of this Directors’ report. Companies Act, 2013 that were entered during the financial year
OPERATIONS were in the ordinary course of the business of the Company and were
on arm’s length basis. There were no materially significant RPTs
Your Company commenced business operations on October 3, 2013.
entered by the Company with Promoters, Directors, Key Managerial
During the period under review, the total number of agents
Personnel or other persons which may have a potential conflict with
empanelled in the Investments till financial year 2015-16 was 238
the interest of the Company.
vs. 207 in financial year 2014-15 since inception of business. The
total number of agents empanelled in Health Insurance till financial Since all RPTs entered into by the Company were in the ordinary
year ending in 2015-16 was 1150 vs. 786 in financial year 2014-15. course of business and were on an arm’s length basis, form AOC-2 is
These figures are ITD. not applicable to the Company. However, the details of all the RPTs
have been elaborately disclosed in its Notes to the Accounts of the
Agent activation level in Investments continues to be above the
Company for the financial year ending 31st March, 2016 attached
industry standards (~10%) and is between 25% - 30% on a monthly
elsewhere in this Annual Report.
basis for financial year 2015-16 wherein ~75% agents have done
business since inception. TRANSFER TO RESERVES
In Health Insurance, the average agent productivity in Max Bupa is The Company did not transfer any amount to any reserve.
~27.5 k with an average 10% activation month-on-month basis. BOARD OF DIRECTORS
The operations of your Company are continually growing. Total AUM The Board of Directors comprises of Mr. Rajesh Sud (Chairman),
for the Company in Investments as on March’2016 was Rs.59.31Cr. Mr. Rahul Ahuja, Mr. Rohit Kapoor and Mr. V. Krishnan. There has
registering a growth of almost 100% as compared to Rs. 30.8 Cr. in been no change in the Board of Directors of the company during the
March 2015. year under review.
In Health Insurance, the total GWP sourced by the Company’s agents In terms of Section 152 of the Companies Act, 2013, Mr. Rohit
for Max Bupa for financial year 2015-16 was Rs. 2.91 Cr. as Kapoor being the longest in the office shall retire at the ensuing AGM
compared to 2.09 Cr. sourced in financial year 2014-15. and being eligible for re-appointment, offers themselves for re-
Multi-product proposition has helped associates expand their appointment.
customer base. Since inception, more than 2227 customers have The Board met for a total no. of five times during the period under
been empanelled in investments and out of these, ~ 54% customers review namely on May 25, 2015; August 06, 2015; September 25,
are new to Max Life. 2015; November 02, 2015 and February 27, 2016.
The Company is not required to appoint any Independent Director or
Woman Director on its Board pursuant to the provisions of the
Companies Act, 2013 and the rules made there under.
COMMITTEE OF BOARD OF DIRECTORS
The Company is not required to constitute any committee of Board of
Directors in terms of the provisions of the Companies act, 2013 and
the rules made there under.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted or
renewed any deposits from the public.
LOANS, GUARANTEES OR INVESTMENTS IN SECURITIES
The Company has not given any loans, made any guarantees or
acquired any securities or provided for acquisition of any securities
during the period under review which are covered under Section 186
of the Companies Act, 2013.
AUDITOR & AUDITORS’ REPORT
Pursuant to Section 139 & 142 of the Companies Act, 2013, M/s
Nangia & Co., Chartered Accountants, were appointed as the Statutory
Auditors of the Company at Annual General Meeting held on September
25, 2014 for a period of four years upon ratification of their
appointment in every Annual General Meeting held during their tenure.
M/s Nangia & Co, Chartered Accountants, Statutory Auditors of the
Company, had provided a certificate that their appointment, if
ratified, will be in conformity with the provisions of Section 141 of the
Companies Act, 2013. There are no audit qualifications or reporting
of fraud in the Statutory Auditors Report given by M/s Nangia & Co.,
Statutory Auditors of the Company for the FY 2015-16 as annexed
elsewhere in this Annual Report.
RISK MANAGEMENT POLICY
The Company manages monitors and reports on the principal
risks and uncertainties that can impact its ability to achieve its
strategic objectives. The Company's management systems,
Organisational structures, processes, standards, code of
conduct and behaviors together form Risk Management Policy
that governs how the Company conducts the business and
manages associated risks.
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION & FOREIGN EXCHANGE EARNING AND OUTGO
The disclosures to be made under sub-section (3) (m) of Section 134
of the Companies Act 2013 read with Rule (8)(3) of the Companies
(Accounts) Rules, 2014 by your Company are explained as under:
(A)Conservation of Energy & Technology Absorption
The Company has taken measures to reduce the energy
consumption, by using energy efficient equipment, incorporating
latest technology and regular maintenance. No expenditures were
incurred on Research and Development.
(B) Foreign Exchange Earnings and Outgo
There has been no foreign exchange earnings and outgo during
the year under report.
EXTRACTS OF ANNUAL RETURN
Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of
Section 92 of the Companies Act 2013, read with Rule 12 of the
Companies (Management and
Administration) Rules, 2014 the extracts of the Annual Return as at
March 31, 2016 forms part of this report as Annexure 1.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(5) of the Companies
Act, 2013, it is hereby confirmed that:
(a) In the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper
explanation relating to material departures;
(b) The directors had selected such accounting policies and applied
them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and
of the loss of the Company for that period;
(c) The directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with
the provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud and
other irregularities;
(d) The directors had prepared the annual accounts on a going
concern basis;
(e) The directors had laid down internal financial controls to be
followed by the Company and that such internal financial controls
are adequate and were operating effectively; and
(f) The directors had devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENT
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders and other
business constituents during the year under review.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff for their performance during the year.
By Order of the Board
For Max One Distribution & Services Limited
Mr. Rajesh Sud
Chairman
DIN: 02395182
Date: August 16, 2016
Place: New Delhi
 ANNEXURE - 1

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U74140DL2013PLC254577
ii Registration Date June 28, 2013
iii Name of the Company Max One Distribution and Services Limited
iv Category/Sub-category of the Company Public Company/ Company Limited by Shares
v Address of the Registered office & contact details 1 Dr. Jha Marg, Okhla, New Delhi - 110 020
Tel: 011-42598000; Fax: 011 26324126
vi Whether listed company NO
vii Name, Address & contact details of the Registrar & Transfer Agent, if any. Not applicable

II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated
SL No Name & Description of main products/services NIC Code of the % to total turnover of the company
Product /service
1 Referral fees (Referring fee for identifying and referring 51109 73%
agents for Max Bupa)
2 Commission earned (Receivable from Last for selling of 65991 27%
Mutual funds)

III PARTICULARS OF HOLDING , SUBSIDIARY & ASSOCIATE COMPANIES

Sl No Name & Address of the Company CIN/GLN Holding/subsidiary/ % of applicable
associate Shares Held Section
1 Max Skill First Limited U85199DL2003PLC119249 Holding Company 100% 2 (46)
Max House, 1, Dr. Jha Marg, Okhla, New Delhi – 110 020
IV SHARE HOLDING PATTERN (Equity Share Capital Break up as percentage to Total Equity)
Category-wise Share Holding
No. of Shares held at the beginning of No. of Shares held at the end of
the year (As on 31-March-2015) the year (As on 31-March-2016) % change during
Category of Shareholders
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
A. Promoter s
(1) Indian
a) Individual/ HUF Nil Nil Nil Nil Nil Nil Nil Nil Nil
b) Central Govt Nil Nil Nil Nil Nil Nil Nil Nil Nil
c) State Govt(s) Nil Nil Nil Nil Nil Nil Nil Nil Nil
d) Bodies Corp. Nil 3900000 3900000 100% Nil 4500000 4500000 100% Nil
e) Banks / FI Nil Nil Nil Nil Nil Nil Nil Nil Nil
f) Any other Nil Nil Nil Nil Nil Nil Nil Nil Nil
Total shareholding of Promoter (A) Nil 3900000 3900000 100% Nil 4500000 4500000 100% Nil
B. Public Shareholding
1. Institutions Nil Nil Nil Nil Nil Nil Nil Nil Nil
a) Mutual Funds Nil Nil Nil Nil Nil Nil Nil Nil Nil
b) Banks / FI Nil Nil Nil Nil Nil Nil Nil Nil Nil
c) Central Govt Nil Nil Nil Nil Nil Nil Nil Nil Nil
d) State Govt(s) Nil Nil Nil Nil Nil Nil Nil Nil Nil
e) Venture Capital Funds Nil Nil Nil Nil Nil Nil Nil Nil Nil
f) Insurance Companies Nil Nil Nil Nil Nil Nil Nil Nil Nil
g) FIIs Nil Nil Nil Nil Nil Nil Nil Nil Nil
h) Foreign Venture Capital Funds Nil Nil Nil Nil Nil Nil Nil Nil Nil
i) Others (specify) Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (B)(1):- Nil Nil Nil Nil Nil Nil Nil Nil Nil

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 1

No. of Shares held at the beginning of No. of Shares held at the end of
the year (As on 31-March-2015) the year (As on 31-March-2016) % change during
Category of Shareholders
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
2. Non-Institutions
a) Bodies Corp. Nil Nil Nil Nil Nil Nil Nil Nil Nil
I) Indian Nil Nil Nil Nil Nil Nil Nil Nil Nil
ii) Overseas Nil Nil Nil Nil Nil Nil Nil Nil Nil
b) Individuals Nil Nil Nil Nil Nil Nil Nil Nil Nil
I) Individual shareholders holding Nil Nil Nil Nil Nil Nil Nil Nil Nil
nominal share capital upto Rs. 1 lakh
ii) Individual shareholders holding nominal Nil Nil Nil Nil Nil Nil Nil Nil Nil
share capital in excess of Rs 1 lakh
c) Others (specify) Nil Nil Nil Nil Nil Nil Nil Nil Nil
Non Resident Indians Nil Nil Nil Nil Nil Nil Nil Nil Nil
Overseas Corporate Bodies Nil Nil Nil Nil Nil Nil Nil Nil Nil
Foreign Nationals Nil Nil Nil Nil Nil Nil Nil Nil Nil
Clearing Members Nil Nil Nil Nil Nil Nil Nil Nil Nil
Trusts Nil Nil Nil Nil Nil Nil Nil Nil Nil
Foreign Bodies - D R Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub-total (B)(2):- Nil Nil Nil Nil Nil Nil Nil Nil Nil
Total Public Shareholding (B)=(B)(1)+ (B)(2) Nil Nil Nil Nil Nil Nil Nil Nil Nil
C. Shares held by Custodian for Nil Nil Nil Nil Nil Nil Nil Nil Nil
GDRs & ADRs
Grand Total (A+B+C) Nil 3900000 3900000 100 Nil 4500000 4500000 100% Nil

B) SHARE HOLDING OF PROMOTERS

Sl Shareholders Name Shareholding at the Shareholding at the % change in

No. begginning of the year end of the year share holding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 Max Skill First Limited 3899940 100% – 4499940 100% – 100%
2 *Mrs. Sujatha Ratnam 10* – – 10* – – –
3 *Mr. Rahul Ahuja 10* – – 10* – – –
4 *Mr. V. Krishnan 10* – – 10* – – –
5 *Mr. Vaibhav Gupta 10* – – 10* – – –
6 *Mr. Raghav Shukla -- – – – – – –
7 *Mr. Vikas Jain -- – – – – – –
8 *Mr. M.G. Rajagopalan 10* – – 10* – – –
9 *Mr. Rajinder Kumar 10* – – 10* – – –
Total: 3900000 100% Nil 4500000 100% Nil Nil
*shares held as nominees of Max Skill First Limited

C) Change in Promoters’ Shareholding (please specify, if there is no change)

Max Skill First Limited

Particulars Share holding at the beginning Cumulative Share holding
of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
At the beginning of the year 3900000 100% 3900000 100%
Allotment of 600000 equity shares 06.08.2015 - - 600000 100%
At the end of the year - - 4500000 100%

D) Shareholding Pattern of top ten Shareholders:

(Other than Directors, Promoters and Holders of GDRs and ADRs): Not Applicable

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 1

E) Shareholding of Directors and Key Managerial Personnel:

Sl Shareholding of each Directors Share holding at the beginning Cumulative Share holding
No. and each Key Managerial Personnel of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
At the beginning of the year *20 0.0000 *20 0.0000
Date wise Increase / Decrease in Promoters Nil Nil Nil Nil
Shareholding during the year specifying the reasons
for increase /decrease (e.g. allotment / transfer /
bonus/ sweat equity etc.):
At the end of the year *20 0.0000 *20 0.0000
* shares held as nominees of Max Skill First Limited
(v) INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 10,000,000.00 10,000,000.00
ii) Interest due but not paid - -
iii) Interest accrued but not Nil 3,40,000.00 Nil 3,40,000.00
Total (i+ii+iii) Nil 1,03,40,000.00 Nil 1,03,40,000.00
Change in Indebtedness during the financial year
- Addition
- Reduction Nil Nil Nil Nil
Net Change Nil Nil Nil Nil
Indebtedness at the end of the financial year
i) Principal Amount 10,000,000.00 10,000,000.00
ii) Interest due but not paid
iii) Interest accrued but not due Nil 3,40,000.00 Nil 3,40,000.00
Total (i+ii+iii) Nil 1,03,40,000.00 Nil 1,03,40,000.00

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

A. Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL
B. Remuneration to other directors: NIL
C. Remuneration to Key Managerial Personnel Other Than MD/ Manager/ WTD: NIL
Section of the Brief Description Details of Penalty/Punishment/ Authority (RD/ Appeal made if
Type
Companies Act Compounding fees imposed NCLT/Court) any (give details)
A. COMPANY
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

B. DIRECTORS
Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A

C. OTHER OFFICERS IN DEFAULT

Penalty N.A N.A N.A N.A N.A
Punishment N.A N.A N.A N.A N.A
Compounding N.A N.A N.A N.A N.A
For and on behalf of Board
Rajesh Sud
Place: New Delhi Chairman
Date: August 16, 2016 DIN No.: 02395182

A N N U A L R E P O RT 2 0 1 5 - 1 6
To the Members of Max One Distribution and Services Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Max One
Distribution and Services Limited (the ‘Company’) which comprise
the Balance Sheet as at March 31, 2016, the Statement of Profit and
Loss and the Cash Flow Statement for the year ended on that date
and a summary of significant accounting policies and other
explanatory information.
Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial 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 for safeguarding the assets
of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder.
We conducted our audit in accordance with the Standards on
Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatements.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the financial statements
that give a true and fair view in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of
expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a
A N N U A L R E P O RT 2 0 1 5 - 1 6
true 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, 2016, its Losses and its cash flows for the period ended
March 31, 2016.
Report on Other Legal and Regulatory Requirements
1. 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 Companies Act, 2015, we give in
the Annexure a statement on the matters specified in paragraph 3
of the Order, to the extent applicable.
2. 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 purpose of our audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as 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.
(d) In our opinion, the Balance Sheet, Statement of Profit and
Loss, and Cash Flow Statement comply with the Accounting
Standards notified specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of written representations received from the
directors as on March 31, 2016, and taken on record by the
Board of Directors, none of the directors is disqualified as on
March 31, 2016, from being appointed as a director in terms of
sub-section (2) of section 164 of the Companies Act, 2013.
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating
effectiveness of such controls, refer to “Annexure A” to this
report;
(g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best
of our information and according to the explanations given to us:
i. The Company does not have any pending litigation which
would impact its financial position.
ii. The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses.
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection Fund
by the Company.
For Nangia & Co.
Chartered Accountants
ICAI FRN 002391C
(Vikas Gupta)
Partner
Membership # 076879
Place: New Delhi
Date: 19 May, 2016
ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN
DATE ON THE FINANCIAL STATEMENTS OF Max One Distribution and
Services Limited
Report on the Internal Financial Controls under Clause (i) of Sub-
section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
To the Members of Max One Distribution and Services Limited, New
Delhi
We have audited the internal financial controls over financial
reporting of Max One Distribution and Services Limited (“the
Company”) as of March 31, 2016 in conjunction with our audit of
financial statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls over Financial
Reporting

The Company’s Management is responsible for establishing and Because of the inherent limitations of internal financial controls over
maintaining internal financial controls based on the internal control financial reporting, including the possibility of collusion or improper
over financial reporting criteria established by the Company management override of controls, material misstatements due to
considering the essential components of internal control stated in error or fraud may occur and not be detected. Also, projections of any
the Guidance Note on Audit of Internal Financial Controls over evaluation of the internal financial controls over financial reporting to
Financial Reporting issued by the Institute of Chartered Accountants future periods are subject to the risk that the internal financial control
of India. These responsibilities include the design, implementation over financial reporting may become inadequate because of
and maintenance of adequate internal financial controls that were changes in conditions, or that the degree of compliance with the
operating effectively for ensuring the orderly and efficient conduct of policies or procedures may deteriorate.
its business, including adherence to the Company’s policies, the Opinion
safeguarding of its assets, the prevention and detection of frauds
In our opinion, the Company has, in all material respects, an
and errors, the accuracy and completeness of the accounting
adequate internal financial controls system over financial reporting
records, and the timely preparation of reliable financial information,
and such internal financial controls over financial reporting were
as required under the Companies Act, 2013.
operating effectively as at March 31, 2016, based on the internal
Auditors’ Responsibility control over financial reporting criteria established by the Company
Our responsibility is to express an opinion on the Company's internal considering the essential components of internal control stated in
financial controls over financial reporting based on our audit. We the Guidance Note on Audit of Internal Financial Controls Over
conducted our audit in accordance with the Guidance Note on Audit Financial Reporting issued by the Institute of Chartered Accountants
of Internal Financial Controls Over Financial Reporting (the of India.
“Guidance Note”) and the Standards on Auditing as specified under
section 143(10) of the Companies Act, 2013, to the extent applicable
For Nangia & Co.
to an audit of internal financial controls, both applicable to an audit of
Chartered Accountants
Internal Financial Controls and, both issued by the Institute of
ICAI FRN 002391C
Chartered Accountants of India. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and (Vikas Gupta)
perform the audit to obtain reasonable assurance about whether Partner
adequate internal financial controls over financial reporting was Membership # 076879
established and maintained and if such controls operated effectively
Place: New Delhi
in all material respects.
Date: 19 May, 2016
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in

A N N U A L R E P O RT 2 0 1 5 - 1 6
Max One Distribution and Services Limited
Annexure to Independent Auditors’ Report for the period ended
March 31, 2016
(Referred to in Paragraph 1 under the Heading of “Report on Other
Legal and Regulatory Requirements” of our Report of even date)
Based on the audit procedures performed for the purpose of
reporting a true and fair view on the financial statements of the
Company and taking into consideration the information and
explanations given to us and the books of accounts and other records
examined by us in the normal course of audit, we report that:
i. In respect of fixed assets:
a) The Company is maintaining proper records showing full
particulars including quantitative details and situation of its
fixed assets.
b) The Fixed assets have been physically verified by the
management during the year and no material discrepancies
were identified on such verification. In our opinion, the
frequency of verification of the fixed assets is reasonable
having regard to the size of the Company and the nature of its
assets.
c) According to the information and explanations given to us,
there is no immovable property held by the company,
accordingly the provisions of Clause (i) (c) of paragraph 3 of
the Order are not applicable to the Company.
ii. In respect of Inventories:
The Company being a service company engaged in the field of
advisory services and investment activities, accordingly the
provisions of Clause (ii) of paragraph 3 of the Order are not
applicable to the Company.
iii. According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured to
companies, firms, Limited Liability Partnership or other parties
covered in the register maintained under Section 189 of the
Companies Act, 2013. Accordingly the provisions of clause iii (a)
to (c) of paragraph 3 of the Order are not applicable to the
Company and hence not commented upon.
iv. According to the information and explanations given to us, the
Company has not given any loan to Directors or persons
connected with them as per the provisions mentioned in section
185 of the companies Act, 2013.
According to the information and explanations given to us,
Company has not made any Loans, investments, guarantee &
securities to any person or other bodies corporate as per the
provisions mentioned in section 186 of the Companies Act,
2013.
v. In respect of public deposit:
According to the information and explanations given to us, the
Company has not accepted any deposits from the public within
the meaning of Section 73 to 76 of the Companies Act, 2013 and
the rules framed there-under. Therefore the provisions of Clause
(v) of paragraph 3 of the Order are not applicable to the Company.
vi. In respect of cost records:
In our opinion and according to information and explanations
given to us, maintenance of cost records has not been prescribed
by the Central Government under Section 148(1) of the
Companies Act, 2013 for the services provided by the company.
vii. In respect of statutory dues:
a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the
Company has generally been regular in depositing its
A N N U A L R E P O RT 2 0 1 5 - 1 6
undisputed statutory dues including Provident Fund,
Employees State insurance, income-tax, Sales-Tax, Wealth
Tax, Service tax, duty of Custom, duty of Excise, value added
tax, cess and Entertainment Tax etc. There is no undisputed
dues payable, outstanding as on 31st March, 2016 for a
period of more than six months from the date they became
Payable.
b) According to the information and explanations given to us, there
are no amounts in respect of income tax, service tax etc. that
have not been deposited with the appropriate authorities on
account of any dispute.
viii. The Company has not taken any loans from financial institutions,
Banks, Government or through debentures during the audit
period.
ix. As explained, The Company has not raised money by way of initial
Public offer or further public offer (including debt instruments).
Further, term loans were applied for the purpose for which those
raised during the year under audit.
x. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during
the year.
xi. According to the information and explanations given to us, No
managerial remuneration has been paid or provided in
accordance with the requisite approvals mandated by the
provisions of section 197 read with Schedule V to the Companies
Act, 2013
xii. As explained, the company is not a Nidhi company. Therefore the
provisions of Clause (xii) of paragraph 3 of the Order are not
applicable to the Company.
xiii. According to the information and explanations given to us. The
provisions of Section 177 of Companies Act, 2013 read with rule
6 of Companies (Meetings of Board and its powers) Rules, 2014
is not applicable to the Company.
Further, According to the information and explanations given to
us, all transaction with related parties are in compliance with
provisions of Section 188 of Companies Act, 2013 and details
have been disclosed in the Financial Statements as required by
the Accounting Standards.
xiv. According to the information and explanations given to us, No
preferential allotment or Private placement of shares or fully or
partly convertible debentures has been noticed or reported
during the Year. Hence the requirement of Section 42 of
Companies Act, 2013 is not applicable.
xv. According to the information and explanations given to us, No
non cash transactions with Directors or persons connected with
him have been noticed or reported during the year as per the
provisions of Section 192 of Companies Act, 2013.
xvi. According to the information and explanations given to us,
Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934.
For Nangia & Co.
Chartered Accountants
ICAI FRN 002391C
(Vikas Gupta)
Partner
Membership # 076879
Place: New Delhi
Date: 19 May, 2016
 BALANCE SHEET
AS AT MARCH 31, 2016

(Rs. in ` 000’)
As at As at
Particulars Notes #
March 31, 2016 March 31, 2015
Equity And Liabilities
Shareholders’ funds
Share capital 2 45,000 39,000
Reserves and surplus 3 (54,158) (35,540)
(9,158) 3,460

Non-current liabilities
Long-term provisions 4 278 195
278 195

Current liabilities
Short Term Borrowings 5 10,340 -
Trade payables 6 34 113
Other current liabilities 7 1,976 1,548
Short-term provisions 8 4 2
12,354 1,663

Total 3,474 5,318

ASSETS
Non-current assets
Fixed assets 9
Tangible assets 87 120
Intangible assets 61 176
148 296
Current assets
Trade receivables 10 329 374
Cash and cash equivalents 11 1,447 3,519
Other current assets 12 1,550 1,129
3,326 5,022

Total 3,474 5,318

Significant Accounting Policies 1

Notes to the Accounts 2 to 27

Auditor’s Report
“As per our separate report of even date”

FOR NANGIA & CO. FOR Max One Distribution and Services Limited
CHARTERED ACCOUNTANTS
FRN No. 002391C

VIKAS GUPTA Rahul Ahuja V Krishnan

F. C. A. Partner Director Director
MRN 076879 DIN.06533944 DIN.00402601
53, First Floor A-38, Lajpat Nagar
Place:New Delhi Friends Colony East Sahibabad
Date: 19 May, 2016 New Delhi – 110 065 U.P. – 201 005

A N N U A L R E P O RT 2 0 1 5 - 1 6
STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in ` 000’)
For the year ended For the year ended
Particulars Notes #
March 31, 2016 March 31, 2015
Incomes
Revenue from operations (Gross) 13 1,519 1,066
Other Income 14 4 -

Total Revenue 1,523 1,066

Expenses
Employee benefits expense 15 16,003 13,917
Finance Cost 16 377 -
Depreciation and amortization expense 9 249 724
Other expenses 17 3,512 4,712

Total Expenses 20,141 19,353

Profit before tax (18,618) (18,287)

Tax expense:
Current tax - -
Less : MAT Credit Entitlement - -
Tax related to previous years - -
Deferred tax - -

Profit (Loss) for the period (18,618) (18,287)

Earnings per equity share:
Basic (4.34) (8.51)
Diluted (4.34) (8.51)

Significant Accounting Policies 1

Notes to the Accounts 2 to 27

Auditor’s Report
“As per our separate report of even date”

FOR NANGIA & CO. FOR Max One Distribution and Services Limited
CHARTERED ACCOUNTANTS
FRN No. 002391C

VIKAS GUPTA Rahul Ahuja V Krishnan

F. C. A. Partner Director Director
MRN 076879 DIN.06533944 DIN.00402601
53, First Floor A-38, Lajpat Nagar
Place:New Delhi Friends Colony East Sahibabad
Date: 19 May, 2016 New Delhi – 110 065 U.P. – 201 005

A N N U A L R E P O RT 2 0 1 5 - 1 6
 CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rs. in ` 000’)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Cash flows from operating activities
Net profit after tax and extraordinary items (18,618) (18,287)
Adjustments for:
-Depreciation 249 724
-Gain/Loss on sale of fixed assets, net - (32)
Operating Profit/(Loss) before working capital changes (18,369) (17,594)
Adjustments for changes in working capital
(Increase)/Decrease in inventories/trade receivables 45 1,070
(Increase)/Decrease in other current assets (423) (315)
(Increase)/Decrease in short trem borrowings 10,340 -
Increase/(Decrease) in long term liabilities 83 (213)
Increase/(Decrease) in trade payables (79) (185)
Increase/(Decrease) in other current liabilities 429 (10,374)
Increase/(Decrease) in short term provisions 2 (9)
Net cash generated from/ (used in) operating activities (A) (7,972) (27,620)

Cash flows from investment activities

-Purchase of fixed assets (100) -
-Sale proceeds of fixed assets - 1,472
Net cash generated from/ (used in) investing activities (B) (100) 1,472

Cash flows from financing activities

-Capital Inflow 6,000 19,000
Net cash generated from/ (used in) financing activities (C) 6,000 19,000

Net increase/(decrease) in cash/cash equivalents (A+B+C) (2,072) (7,148)

Cash and Cash Equivalents at beginning of the year 3,519 10,667
Cash and Cash Equivalents at end of the year 1,446 3,519
Notes
The Cash Flow Statement has been prepared under the "Indirect Method" as set out in the Accounting Standard-3 on Cash Flow Statements.
2) Cash and Cash Equivalents at the end of the year consist of Cash, Cheques in Hand, Fixed Deposits and Balances with Banks.
(Rs. in ` 000’)
For the year ended For the year ended
Notes #
March 31, 2016 March 31, 2015
Cash in Hand - -
Balances with Banks 1,447 3,519
1,447 3,519
Significant Accounting Policies 1
Notes to the Accounts 2 to 27
Auditor’s Report
“As per our separate report of even date”
FOR NANGIA & CO. FOR Max One Distribution and Services Limited
CHARTERED ACCOUNTANTS
FRN No. 002391C

VIKAS GUPTA Rahul Ahuja V Krishnan

F. C. A. Partner Director Director
MRN 076879 DIN.06533944 DIN.00402601
53, First Floor A-38, Lajpat Nagar
Place:New Delhi Friends Colony East Sahibabad
Date: 19 May, 2016 New Delhi – 110 065 U.P. – 201 005

A N N U A L R E P O RT 2 0 1 5 - 1 6
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

Background
Max One Distribution and Services Ltd. (‘the Company’) was incorporated on 28 June' 2013 as a public limited company under the Companies
Act, 1956 to undertake and carry on the distribution of various financial products.
1 Significant accounting policies
a Basis of preparation of financial statements
The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in
India (Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013, read with Rule
7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013 ("the 2013 Act") / Companies Act,
1956 ("the 1956 Act"), as applicable. The financial statements have been prepared on accrual basis under the historical cost
convention. The accounting policies adopted in the preparation of the financial statements are consistent with those followed in the
previous year except for change in the accounting policy for depreciation as more fully described in Note 9.
b Use of estimates
The preparation of financial statements in conformity with the generally accepted accounting principles ('GAAP') in India requires
management to make estimates and assumptions that affect the reported amounts of income and expenses of the period, assets
and liabilities and disclosures relating to contigent assets & contingent liabilities as of the date of the financial statements and the
results of operations during the reporting period. Examples of such estimates include estimates of income taxes, employment
retirement benefit plans, provision for doubtful debts and advances and estimated useful life of fixed assets. Actual results could
differ from those estimates. Any revision to accounting estimates is recognised prospectively in current & future periods.
c Fixed Assets
Tangible Assets
Fixed assets are stated at the cost of acquisition including incidental costs related to acquisition and installation less accumulated
depreciation. The actual cost capitalized includes material cost, freight, installation costs, duties and taxes, finance charges and
other incidental expenses incurred during the construction / installation stage.
Fixed Assets acquired during business acquisitions are accounted for at the fair market value of the assets.
Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are
carried at cost less accumulated amortization and accumulated impairment losses, if any. Internally generated intangible assets,
excluding capitalized development costs, are not capitalized and expenditure is reflected in the statement of profit and loss in the
year in which the expenditure is incurred.
d Depreciation /Amortization
Depreciation on fixed assets is charged on the Written Down Value Method over their estimated useful lives as prescribed under
Schedule II to the Companies Act, 2013. However if the management's estimate of the useful life of the asset is shorter than that
envisaged in the aforesaid schedule, depreciation is provided at a higher rate based on the management's estimate of useful/
remaining life. Depreciation is charged on a pro-rata basis for assets purchased/sold during the year.
Asset Useful life (in yrs.)
Software 3
Vehicle 8
Office Equipment 5
e Revenue Recognition
Revenue from the rendering of service is recognized as the service is performed by the proportionate completion method / service
contract method. All other item of income are accounted on accrual basis.
f Foreign Currency Transactions
Initial Recognition: Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount
the exchange rate between the reporting currency and the foreign currency at the date of the transaction.
Conversion: Foreign currency monetary items are reported using the closing rate. 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 transaction.
Exchange Differences: Exchange differences arising on the settlement of monetary items at rates different from those at which they
were initially recorded during the year, or reported in previous financial statements, are recognized as income or as expense in the
year in which they arise.
Forward exchange contracts not intended for trading or speculation purposes : The premium or discounts arising at the inception of
forward exchange contracts is amortised and recognised as an expense or income over the life of the contract. Exchange difference
on such contracts is recognized in the statement of profit and loss in the period in which the exchange rate changes. Any profit or loss
arising on cancellation or renewal of forward exchange contracts is recognized as income or expense for the period.
g Tax Expenses
Income tax expense comprises current tax as per Income Tax Act, 1961 and deferred tax charge or credit (reflecting the tax effects of
timing differences between accounting income and taxable income for the period). The deferred tax charge or credit and the
corresponding deferred tax liabilities or assets are recognized using the tax rates that have been enacted or substantively enacted by
the balance sheet date. Current income tax relating to items recognized directly in equity is recognized in equity and not in the

A N N U A L R E P O RT 2 0 1 5 - 1 6
 SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

statement of profit and loss.

Deferred tax liabilities are recognized for all taxable timing differences. Deferred tax assets are recognized only to the extent there is
reasonable certainty that the asset can be realized in future; however, where there is unabsorbed depreciation or carried forward loss
under taxation laws, deferred tax assets are recognized only if there is a virtual certainty of earning sufficient future taxable income
will be available against which such deferred tax assets can be realized. Deferred tax assets are reviewed as at each balance sheet
date and written down or written up to reflect the amount that is reasonably / virtually certain, as the case may be, to be realized.
Minimum alternate tax (MAT) paid in a year is charged to the statement of profit and loss as current tax. The company recognizes MAT
credit available as an asset only to the extent that there is convincing evidence that the company will pay normal income tax during the
specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the year in which the company recognizes MAT
credit as an asset in accordance with the Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax
under the Income-tax Act, 1961, the said asset is created by way of credit to the statement of profit and loss and shown as “MAT Credit
Entitlement. The company reviews the “MAT credit entitlement” asset at each reporting date and writes down the asset to the extent
the company does not have convincing evidence that it will pay normal tax during the specified period.
h Employee Benefits
The Company’s obligations towards various employee benefits have been recognized as follows:
Short-term employee benefits
All employee benefits payable within twelve months of rendering service are classified as short-term employee benefits. Benefits
such as salaries, allowances, short-term compensated absences and the expected cost of other benefits is recognised in the period
in which the employee renders the related service.
Post employment benefits:
• Defined contribution plans: The Company’s Provident Fund and the Superannuation scheme is a defined contribution plan where
the contribution paid/ payable under the scheme is recognised as an expense in the period in which the employee renders the related
service. The Company’s contributions towards Provident Fund and Superannuation Fund deposited with the Regional Provident Fund
Commissioner. Employees Group Superannuation Scheme respectively are charged to Statement of Profit and Loss.
• The Company’s gratuity scheme is a defined benefit plan. The present value of obligation under such defined benefit plan is determined
based on actuarial valuation carried at the yearend using the Projected Unit Credit Method, which recognises each period of service as
giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
The obligation is measured at the present value of the estimated future cash flows. The discount rates used for determining the
present value of the obligation under defined benefit plan, is based on market yields on Government securities as at the balance
sheet date.
Actuarial gains and losses are recognised immediately in the Statement of Profit and Loss. Gains or losses on the curtailment or
settlement of any defined benefit plan are recognised when the curtailment or settlement occurs.
• Other long term benefits:
Benefits under the Company’s leave encashment constitute other long term employee benefits, recognised as an expense in the
Statement of Profit and Loss for the period in which the employee has rendered services. Estimated liability on account of these
benefits is actuarially determined based on the projected unit credit method using the yield on government bonds, as on the date of
the balance sheet, as the discounting rate. Actuarial gains and losses are charged to the Statement of Profit and Loss.
Accumulated Leave, which is expected to be utilized within the next 12 months, is treated as short term employee benefit. The
company measures the expected cost of such expenses as the additional amount that it expects to pay as a result of the unused
entitlement that has accumulated at the reporting date.
The company treats accumulated leave expected to be carried forward beyond 12 months, as long term employee benefits for
measurement purpose. Such long term compensated absences are provided for based on the actuarial valuation using projected unit
credit method at the year end.
i Earnings Per Share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the
weighted average number of the equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the
weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
j Provisions
A provision is recognized when the Company has a present obligation as a result of past event. It is probable that an outflow of resources
embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the
reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.
k Contingent liability
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-
occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized
because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does
not recognize a contingent liability but discloses its existence in the financial statements.

A N N U A L R E P O RT 2 0 1 5 - 1 6
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

2 Share Capital
(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Authorized Capital
50,00,000 Equity Shares of Rs. 10/- each 50,000 50,000
(Previous year 50,00,000 Equity Shares of Rs. 10/- each)
50,000 50,000
Issued, Subscribed and Paid up:
45,00,000 Equity Shares of Rs. 10/- each fully paid up 45,000 39,000
(Previous year 39,00,000 Equity Shares of Rs. 10/- fully paid up)
Total 45,000 39,000

a.) Shares held by company

As at As at
Particulars March 31, 2016 March 31, 2015
Max Skill First Limited *
4,500,000 3,900,000

* Formally known as Max Healthstaff International limited

b. Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting period is as given below

As at As at
Particulars March 31, 2016 March 31, 2015
Shares outstanding at the beginning of the year 3,900,000 2,000,000
Shares Issued during the year 600,000 1,900,000
Shares outstanding at the end of the year 4,500,000 3,900,000

c) Terms/rights attached to equity shares :

The Company has only one class of equity shares having a par value of Rs. 10/- per share. Each holder of equity shares is entitled to
one vote per share.
The equity shareholders of the company are entitled to get the dividend as and when proposed by the Board of Directors and approved
by shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders.

d) Shares in the company held by each shareholder holding more than 5 percent shares specifying the number of shares held is as
given below:

As at March 31, 2016 As at March 31, 2015

Number of shares % Holding Number of shares % Holding

Max Skill First Limited * 4,500,000 100%* 3,900,000 100%*

*including shares are held by its nominees

e) The Company has not allotted any fully paid up equity shares without payment being received in cash and by way of bonus shares
nor has bought back any class of equity shares during the period of five years immediately preceding the balance sheet date.
3 Reserve and surplus
(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Surplus
Opening balance (35,540) (17,253)
(+) Net Profit/(Net Loss) For the current year (18,618) (18,287)
Closing Balance (54,158) (35,540)
Total (54,158) (35,540)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

4 Long Term Provisions

(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Provision for employee benefits
- Gratuity (unfunded) 203 139
- Leave Encashment (unfunded) 75 56
Total 278 195

Employee Benefits
The following table sets out the disclosure in respect of defined benefit plans as required under AS 15 Employee Benefits:
(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Reconciliation of opening and closing balances of the present value of the defined benefit obligation:
Obligations as at April 1, 2015 139 58
Service Cost 116 56
Interest cost 11 5
Benefits settled - (65)
Actuarial (gain)/loss (63) 24
Obligations as at March 31, 2016 204 78

Change in plan assets

Plans assets as at April 1, 2015, at fair value - -
Expected return on plan assets - -
Actuarial gain/(loss) - -
Contributions - -
Benefits paid - -
Plans assets as at March 31, 2016, at fair value - -

Reconciliation of present value of the obligation and the fair value of the plan assets: - -
Fair value of plan assets, as at March 31, 2015
Present value of the defined benefit obligations, as at March 31, 2016 204 78
(Asset)/Liability recognized in the balance sheet

Costs for the year

Current service cost 116 56
Interest cost 11 5
Expected return on plan assets - -
Actuarial (gain)/loss (63) 24
Net costs 64 85

Assumptions
Interest rate 5% 5%
Discount factor 8% 8%
Estimated rate of return on plan assets - -
Salary Increase 5% 5%
Retirement age 58 years 58 years

5 Short Term Provisions

(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Secured / Unsecured
Short Term loan from Max Skill First Limited 10,000 -
Interest on Loan 340 -
10,340 -

A N N U A L R E P O RT 2 0 1 5 - 1 6
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

6 Trade Payables
(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Trade Payables
- Acceptances 34 113

Total 34 113
Trade payables are due in respect of goods and services received in the normal course of business.

7 Other Current Liabilities

(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Statutory Liabilties 292 397
Payable to Employees 300 1,000
Rent Payable* 1,116 -
Other payables 268 151

Total 1,976 1,548

* Payable to Max Life Insurance Co. Ltd

8 Short Term Provisions

(Rs. in ` 000’)
As at As at
Particulars March 31, 2016 March 31, 2015
Provision for employee benefits
- Gratuity (unfunded) 1 -
- Leave Encashment (Unfunded) 3 2

Total 4 2

9 Fixed Assets
(Rs. in ` 000’)
Gross block Depreciation/Amortisation Net block
As at April Additions Sales/ As at As at April For the year Sales/ Asset As at As at As at
1, 2015 Adjustments March 31, 1, 2015 Adjustments charged to March 31, March 31, March 31,
Particulars 2016 opening 2016 2016 2015
reserve

Tangible Assets
Computer 383 100 - 483 268 131 - - 399 84 115
Office Equipment 10 - - 10 5 2 - - 7 3 5

393 100 0 493 273 134 0 - 406 87 120

Intangible Assets
Software 585 585 409 115 524 61 176
585 - - 585 409 115 - - 524 61 176

TOTAL 978 100 0 1,078 682 249 0 - 930 148 296

Previous year 2,730 - 1,752 978 269 724 313 - 682 296
Pursuant to the notification of Schedule II to the Companies Act, 2013 with effect from April 1, 2014, the Company has revised the estimated useful life of some
of its assets to align the useful life with those specified in Schedule II. Further, assets individually costing Rs. 5,000/- or less that were depreciated fully in the year
of purchase are now depreciated based on the useful life considered by the Company for the respective category of assets.

A N N U A L R E P O RT 2 0 1 5 - 1 6
 SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

10 Trade Receivables
(Rs. in ` 000’)
As at As at
Particulars
March 31, 2016 March 31, 2015
Unsecured - Considered Good
Trade Receivables less than 6 months 329 374
Total 329 374
* From Fellow Subsidiaries 318 229

11 Cash and Cash Equivalents

(Rs. in ` 000’)
As at As at
Particulars
March 31, 2016 March 31, 2015
Balances with banks 1,447 3,519
Total 1,447 3,519

12 Other Current Assets

(Rs. in ` 000’)
As at As at
Particulars
March 31, 2016 March 31, 2015
Prepaid Expenses - 48
Service Tax Input Credit 961 829
Unbilled Revenue 474 155
TDS Receivables 115 97
Total 1,550 1,129

13 Revenue from operations

(Rs. in ` 000’)
For the year ended, For the year ended,
Particulars
March 31, 2016 March 31, 2015
Sale of Services 1519 1,066
Total 1,519 1,066

14 Other Income
(Rs. in ` 000’)
For the year ended, For the year ended,
Particulars
March 31, 2016 March 31, 2015
Miscellaneous Income 4 -
Total 4 -

15 Employee Benefits Expense

(Rs. in ` 000’)
For the year ended, For the year ended,
Particulars
March 31, 2016 March 31, 2015
Salaries and Wages 15,348 13,628
Contributions to
- Provident fund 506 511
Leave Encashment 85 (291)
Gratuity fund contributions 64 69
Total 16,003 13,917

A N N U A L R E P O RT 2 0 1 5 - 1 6
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

16 Finance Costs
(Rs. in ` 000’)
For the year ended For the year ended
Particulars
March 31, 2016 March 31, 2015
Interest on Short Term Loan 377 -
Total 377 -

17 Other Expenses
(Rs. in ` 000’)
For the year ended For the year ended
Particulars
March 31, 2016 March 31, 2015
Audit Fees 50 50
Statutory Fee & duties 69 391
Legal & Professional expenses 1,084 667
Manpower consultancy 404 317
Communication Expenses 199 237
Conveyance 173 152
Miscellaneous Expenses 178 169
Insurance 102 123
Printing & Stationary 66 69
Rent 1,073 1,254
Repair & maintenance - 10
Travel Expenses 106 434
Training & Management Development 8 125
Recruitment Expense - 713
Interest on Service Tax - 1
Total 3,512 4,712

18 Earning Per Share

(Rs. in ` 000’)
For the year ended For the year ended
Particulars
March 31, 2016 March 31, 2015
A Net profit/ (Loss) attributable to equity sharesholders (Rs.) A (18,618) (18,287)
B Weighted Average Number of Equity Shares outstanding during the period* B 4,291,803 2,147,671
C Face Value per Share (Rs.) C 10 10
D Basic Earnings/(Loss) per equity shares (Rs.) A/B (4.34) (8.51)
E Diluted Earnings/ (loss) per equiry shares (Rs.) A/B (4.34) (8.51)

19 Payment to Auditors
(Rs. in ` 000’)
For the year ended For the year ended
Particulars
March 31, 2016 March 31, 2015
As Auditors
- Audit Fees 50 50
Total 50 50

A N N U A L R E P O RT 2 0 1 5 - 1 6
 SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

20 Related Party Disclosures

As per accounting standard 18 on “Related party Disclosure”as notified under Companies (Accounting Standard) Rules 2006, the
disclosure of transactions with the related party is as under:
a) Related Party where control exists:

Related Party where control exists:

Max Financial Services Limited* Ultimate Holding Company
Max India Limited Holding Company
Max Skill First Ltd Holding Company
Max Life Insurance Limited** Fellow Subsidiary Company
Max Bupa Health Insurance Company Limited Fellow Subsidiary Company
Max One Distribution And Services Limited Fellow Subsidiary Company
Antara Senior Living Limited Fellow Subsidiary Company
Antara Purukul Senior Living Limited Fellow Subsidiary Company
Antara Gurgaon Senior Living Limited Fellow Subsidiary Company
Pharmax Corporation Ltd Fellow Subsidiary Company
Max Ateev Limited Fellow Subsidiary Company
Max UK Limited, UK Fellow Subsidiary Company

*Max Financial Services Limited ceased to be the ultimate holding company effective from May 14, 2016
**Max Life Insurance Co. Ltd ceased to be fellow subsidiary effective from May 14, 2016

b) Key Managerial Personnel

NA
c) Transactions with Related Parties
(Rs. in ` 000’)
For the year ended For the year ended
Particulars
March 31, 2016 March 31, 2015
Share Allotment
Max Skill First Limited 6,000 -

Short Term Borrowings

Max Skill First Limited 10,000 -

Income
Max Bupa Health Insurance Company Limited ( including taxes) 1,274 631

Expenses
Max Life Insurance Company Limited (Rent) 1,073 1,205
Max Skill First Limited (Interest on Short Term Loan taken) 377 -

Other Transactions
Max Life Insurance Company Limited - 1,472

Balance Payable / Receivable

Short term Loan (Including Interest) from Max Skill First Limited 10,377 -
Receivable from Max Bupa Health Insurance Co. Ltd. 318 229
Payable to Max Life Insurance Co. Ltd 1,116 -

21 Information pursuant to the provisions of Section 22 of Micro, Small and Medium Enterprises Development Act, 2006
During the year company has not paid any interest in terms of the section 18 of the above mentioned act.
No principal amount or interest amount are due at the end of this accounting year which is payable to any Micro, Small or Medium
enterprises as defined in the Micro, Small and Medium Enterprises Development Act, 2006.
22 The Company is operating in single line of business and all the other activities revolve around the main business and entire business is
conducted within India , hence in accordance with AS-17- “Segment Reporting” there are no separate reportable segments either on the
basis of business segmentation or geographical segmentation.

A N N U A L R E P O RT 2 0 1 5 - 1 6
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED MARCH 31, 2016

23 Deferred Tax Asset / Liability (NET)

As per paragraph 17 of Accounting Standard 22 “Accounting for Taxes on Income", Company has not created deferred tax assets on
unabsorbed depreciation and carried forward losses as there is no virtual certainty supported by convincing evidence that sufficient future
taxable income will be available against which such deferred tax assets can be realised.
24 The accounts of certain Trade Receivables, Trade Payables, Short/Long Term Loans and Advances, Other Current Assets and Current
Liablities and are subject to confirmation / reconciliation and adjustment, if any. The Management does not expect any material difference
affecting the current year’s financial statements.
In the opinion of the management, the current assets, loans and advances are expected to realize at least the amount at which they are
stated, if realized in the ordinary course of business and provision for all known liabilities have been adequately made in the books of
accounts.
25 The Company has prepared these financial statements as per the format prescribed by Schedule III to the Companies Act, 2013 ('the
schedule') issued by Ministry of Corporate Affairs. Previous year figures have been recast/restated to conform to the classification of the
current year.
26 The Current Year refers to the period April 01, 2015 to March 31, 2016. (Previous year refers to April 01, 2014 to March 31, 2015). 'The
previous year figures have been regrouped, rearranged and reclassified wherever necessary to conform to this year’s classification.
27 All Figures are in Indian Rupees.

Auditor’s Report
“As per our separate report of even date”

FOR NANGIA & CO. FOR Max One Distribution and Services Limited
CHARTERED ACCOUNTANTS
FRN No. 002391C

VIKAS GUPTA Rahul Ahuja V Krishnan

F. C. A. Partner Director Director
MRN 076879 DIN.06533944 DIN.00402601
53, First Floor A-38, Lajpat Nagar
Place:New Delhi Friends Colony East Sahibabad
Date: 19 May, 2016 New Delhi - 110 065 U.P. - 201 005

A N N U A L R E P O RT 2 0 1 5 - 1 6
PHARMAX CORPORATION LIMITED
Dear Shareholders, each and 6,341 partly paid up 10% cumulative redeemable
Your Directors have great pleasure in presenting the 27th Annual preference shares of Rs. 100 each.
Report together with the Audited Balance Sheet as at March 31, 2016 There has been no change in the share capital of the Company during
and Statement of Profit & Loss and Cash Flow Statement for the year the period under review.
ended on that date.
However, the Board of Directors in its meeting held on May 11, 2016
We would like to bring to your notice that Max Financial Services forfeited 6142 partly paid up 10% cumulative convertible preference
Limited (“MFSL”/ formerly “Max India Limited”) Holding Company of shares (CCP shares) of Rs. 100 each which were issued on March 17,
the Company was demerged vide Order dated December 14, 2015 of 1997 on the payment of application money of Rs. 25 per share. The
the Hon’ble High Court of Punjab and Haryana sanctioning the said CCP shares of the Company were forfeited due to non-payment of
Composite Scheme of Arrangement between Max Financial Services allotment money subsequent to final notice of forfeiture made on May
Limited (“MFSL”/ formerly Max India Limited”); Max India Limited 2, 2016. The Share Certificates pertaining to forfeited shares have not
(“Max India” / formerly “Taurus Ventures Limited”) and Max Ventures been surrendered to the Company and therefore the Company has
Industries Limited (“MVIL”/ formerly “Capricorn Ventures Limited”) declared these share certificates as null and void. Further, as per the
and filing the said Order with Registrar of Companies, Chandigarh on terms of payment specified in Clause (d) of Letter of Offer dated
January 15, 2016 thereby achieving the Effective Date. Accordingly, in December 31, 1996 and pursuant to approval of shareholders
terms of the sanctioned Scheme, entire shareholding in the Company received in at the Extra Ordinary General meeting held on January 30,
held by MFSL consisting of 47,122,747 equity shares of Re. 1 /- each 2004 and Board’s approval dated March 16, 2004, 199 fully paid CCP
and 1,500,000 - 9% preference shares of Rs. 100/- each, were shares were converted into 19900 equity shares Re. 1 each on May
transferred to Max India and its nominees without any further act or 11, 2016 upon receipt of the balanced allotment/ call money due
deed and your Company became a subsidiary of Max India in view of thereon.
the aforesaid transfer of shareholding.
Therefore, as on date of this report the paid-up capital of the Company
Financial Results stands at Rs. 20,53,25,752/- (Rupees Twenty Crore Fifty Three Lakh
(In Rupees) Twenty Five thousand Seven Hundred and Fifty Two only) comprising
Year ended Year ended of 5,53,25,752 fully paid up equity shares of Re. 1/- each; 15,00,000
March 31, 2016 March 31, 2015 fully paid up 9% cumulative redeemable preference shares of Rs.
100/- each.
Revenue from Operations 5,97,46,045 6,37,74,835
Other Income 26,60,308 314,684 HOLDING, SUBSIDIARY, ASSOCIATES AND JOINT VENTURES COMPNIES
Total Income 6,24,06,353 6,40,89,519 Presently, there is no subsidiary of the Company.
Operating Expenses 2,32,95,789 1,66,54,935 The particulars of Holding and Associates Companies are given in the
EBDITA 3,91,10,564 4,74,34,584 extract of Annual Return (Form MGT-9) annexed with this report. Form
Depreciation 67,74,007 67,69,470 AOC-I containing Sailent Feature of Financial Statements of
Company’s associates is attatched as Annexure - I.
Finance Costs 8,79,939 277
Taxes 1,45,80,521 1,41,91,000 CONSOLIDATED FINANCIAL STATEMENTS
Net Profit After Tax 1,68,76,097 2,64,73,837 In accordance with the requirements of Companies Act, 2013 and
No. of Equity Shares 5,53,05,852 5,53,05,852 applicable Accounting Standards, the Audited Consolidated Financial
(Weighted Average) Statements forms part of Annual Report of the Company for Financial
Year 2015-16.
EPS Basic 0.31 0.48
EPS Dialuted 0.30 0.47 DIVIDEND
MATERIAL CHANGES AFFECTING FINANCIAL POSITION In order to conserve resources of the Company to meet future
There are no material changes and commitments, affecting the contingencies, your directors have decided not to recommend any
financial position of the Company which has occurred between the dividend for the financial year ended March 31, 2016, on the shares of
end of the financial year of the Company i.e. March 31, 2016 and the the Company.
date of the Directors’ report i.e. August 5, 2016. BOARD OF DIRECTORS
OPERATIONS In terms of Section 152 of the Companies Act, 2013 (‘the Act’), Mr. P.
Presently, the Company is a subsidiary of Max India Limited (formerly Dwarakanath (DIN: 00231713) being longest in the office shall retire
Taurus Ventures Limited). at the ensuing AGM and being eligible for re-appointment, offers
The Company has, leasing of its properties situated at 1, Dr. Jha Marg, himself for re-appointment.
Okhla, New Delhi - 110 020 to its group companies as its only business Mr. Jatin Khanna ( DIN:07089135) was appointed as an Additional
activity. Director of the Company on March 30, 2016. His term of office
SHARE CAPITAL expires on the date of ensuing Annual General Meeting of the
The Authorized share capital of the Company as on March 31, 2016 was Rs. Company. The Company has received a notice under Section 160 of
25,70,00,000 (Rupees Twenty Five Crore Seventy Lakh only) comprising of the Act from a member proposing the candidature of Mr. Jatin Khanna
(I) 6,00,00,000 equity shares of Re. 1 each, (ii) 4,70,000 - 10% Cumulative for being appointed as Director of the Company. The Board of
Convertible Preferences Shares of Rs. 100 each and (iii) 15,00,000 - 9% Directors recommend to the shareholders for his appointment as
Cumulative Redeemable Preference Shares of Rs. 100 each. Director of the Company liable to retire by rotation.
The Issued and Paid up capital of the Company as on March 31, 2016 During the period under review, Mrs. Sujatha Ratnam and Mr. Mohit
was Rs. 20,55,76,787 (Rupees Twenty Crore Fifty Five Lakh Seventy Talwar resigned as Directors of the Company w.e.f. March 30, 2016.
Six Thousand Seven Hundred and Eighty Seven only) comprising of The Board met 6 times during the period under review i.e. April 30,
5,53,05,852 fully paid up equity shares of Re. 1 each; 15,00,000 fully 2015; June 16, 2015; August 11, 2015; October 27, 2015; February
paid up 9% cumulative redeemable preference shares of Rs. 100 23, 2016 and March 30, 2016.

A N N U A L R E P O RT 2 0 1 5 - 1 6
STATEMENT OF DECLARATION BY INDEPENDENT DIRECTORS
In terms of Section 149(7) of the Act, the Company has received
declaration of Independence from all its Independent Directors
namely Mrs. Kiran Sharma and Mr. Sanjay Khandelwal.
COMMITTEE OF BOARD OF DIRECTORS
The Company has the following committees which have been
established as a part of the best corporate governance practices and
are in compliance with the requirements of the relevant provisions of
applicable laws and statutes.
1. Audit Committee:
The Audit Committee of the Company currently consists of Mrs.
Kiran Sharma, Mr. Sanjay Khandelwal and Mr. Jatin Khanna. Four
meetings of the committee were held during the financial year
2015-16 on April 30, 2015; June 16, 2015; October 27, 2015 and
February 23, 2016.
2. Nomination & Remuneration Committee:
The Nomination & Remuneration Committee was constituted on
August 11, 2015. The Committee currently consists of Mrs. Kiran
Sharma, Mr. Sanjay Khandelwal and Mr. Jatin Khanna. Two
meetings of the committee were held during the financial year
2015-16 on August 11, 2015 and March 30, 2016.
3. Stakeholders Relationship Committee:
The Stakeholders Relationship Committee was constituted on
August 11, 2015. The Committee currently consists of Mr. P.
Dwarakanath, Mr. K.S. Ramsinghaney and Mr. Jatin Khanna. Four
meetings of the committee were held during the financial year
2015-16 on September 22, 2015; October 27, 2015; December
17, 2015 and February 23, 2016.
4. Committee of Independent Directors:
The Committee of Independent Directors consists of Mrs. Kiran
Sharma and Mr. Sanjay Khandelwal. The Committee met on October
27, 2015 to perform the functions stipulated under Code for
Independent Directors under Schedule IV to the Companies Act, 2013.
POLICY ON QUALIFICATION AND REMUNERATION FOR THE
DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES
The Company has framed a Policy for determining qualifications,
positive attributes and independence of a Director and remuneration
for the Directors, Key Managerial Personnel and other employees. The
Policy is attached herewith marked as Annexure II.
KEY MANAGERIAL PERSONNEL
During the year under review, there has been no change in the Key
managerial positions in the Company.
However, Mr. Pradeep Gupta, Company Secretary of the Company has
resigned owing to his personal reasons effective July 15, 2016. The
Board is in the process of appointing a new Company Secretary to fill
the vacancy created by the resignation of Mr. Pradeep Gupta, within
the statutory time limit.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted or
renewed any deposits from the public.
LOANS, GUARANTEES OR INVESTMENTS IN SECURITIES
The details of loans, guarantees and investments pursuant to the
provisions of Section 186 of the Act have been provided in Notes 9, 10
and 11 to the financial statements of the Company for the FY 2015-
16.
CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions entered during the financial year were in
A N N U A L R E P O RT 2 0 1 5 - 1 6
the ordinary course of the business of the Company and were on arm’s
length basis.
There were no materially significant related party transactions
entered by the Company with Promoters, Directors, Key Managerial
Personnel or other persons which may have a potential conflict with
the interest of the Company.
Since all related party transactions entered into by the Company were
in the ordinary course of business and were on an arm’s length basis,
the requirement of furnishing details in Form AOC-2 is considered to
be not applicable to the Company.
TRANSFER TO RESERVES
The Company did not transfer any amount to any reserve.
AUDITOR & AUDITORS’ REPORT
Pursuant to Section 139 & 142 of the Act, M/s Nangia & Co.,
Chartered Accountants (Firm Registration No. 002391C), were
appointed as the Statutory Auditors of the Company at the Annual
General Meeting held on September 30, 2014 for a period of three
years, subject to ratification of their appointment in every Annual
General Meeting held during their tenure.
M/s Nangia & Co, Chartered Accountants, Statutory Auditors of the
Company, have provided a certificate that their appointment, if ratified,
will be in conformity with the provisions of Section 141 of the Act.
There are no audit qualifications or reporting of fraud in the Statutory
Auditors Report given by M/s Nangia & Co., Statutory Auditors of the
Company for the FY 2015-16 as annexed elsewhere in this Annual
Report.
RISK MANAGEMENT POLICY
The Company manages, monitors and reports on the principal risks
and uncertainties that can impact its ability to achieve its strategic
objectives. The Company's management systems, organizational
structures, processes, standards, code of conduct and behaviors
together form Risk Management Policy that governs how the Company
conducts the business and manages associated risks.
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION & FOREIGN EXCHANGE EARNING AND OUTGO
The disclosures to be made under sub-section (3) (m) of Section 134
of the Act read with Rule (8) (3) of the Companies (Accounts) Rules,
2014 by your Company are explained as under:
(A)Conservation of Energy & Technology Absorption
The Company has taken measures to reduce the energy
consumption, by using energy efficient equipment, incorporating
latest technology and regular maintenance. No expenditures were
incurred on Research and Development.
(B)Foreign Exchange Earnings and Outgo
There has been no foreign exchange earnings and outgo during the
year under report.
EXTRACTS OF ANNUAL RETURN
Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of
Section 92 of the Act, read with Rule 12 of the Companies
(Management and Administration) Rules, 2014 the extracts of the
Annual Return as at March 31, 2016 forms part of this report as
Annexure III.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(5) of the Act, it is
hereby confirmed that:
(a) In the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper
explanation relating to material departures;
(b) The Directors had selected such accounting policies and applied (f) The Directors had devised proper systems to ensure compliance
them consistently and made judgments and estimates that are with the provisions of all applicable laws and that such systems
reasonable and prudent so as to give a true and fair view of the were adequate and operating effectively.
state of affairs of the Company at the end of the financial year and ACKNOLEDGEMENT
of the profit of the Company for that period;
Your Directors would like to express their sincere appreciation for the
(c) The Directors had taken proper and sufficient care for the co-operation and assistance received from Shareholders, Bankers,
maintenance of adequate accounting records in accordance with Regulatory Bodies and other business constituents during the year
the provisions of the Act for safeguarding the assets of the under review.
Company and for preventing and detecting fraud and other
irregularities; By Order of the Board
For Pharmax Corporation Limited
(d) The Directors had prepared the annual accounts on a going
concern basis;
(e) The Directors had laid down internal financial controls to be New Delhi P. Dwarakanath Jatin Khanna
followed by the Company and that such internal financial controls August 5, 2016 Director Director
are adequate and were operating effectively; and DIN: 00231713 DIN : 07089135

A N N U A L R E P O RT 2 0 1 5 - 1 6
 Annexure - l
Form AOC-1
(Pursuant to first proviso to sub section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the Financial Statement of subsidiaries / associate companies / joint ventures
Part "A" - Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in Rs)
(Amt. in Rs. Lacs)
Sl. Name of Subsidiary Company Reporting Reporting Share Capital Reserves & Total Assets Total Liabilities Investments Turnover Profit before Provision Profit after Proposed % of Share-
No. period for the Currency and Surplus taxation for taxation taxation Dividend holding
subsidiary Exchange rate
concerned as on the last
date of relevant
financial year in
the case of foreign
subsidiaries

1. Not applicable
ANNEXURE - I (PART A)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - I (PART B)

Part "B" - Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
(Amt in Rs Lacs)
Name of Associates/Joint Ventures Forum - 1 Aviation Private Limited

(1) Latest audited Balance Sheet date 31-Mar-16

(2) Shares of Associates/Joint Ventures held by the company on the year end

No.

Amount of Investment in Associates/Joint Ventures 69,906,388.00

Extend of Holding % 20.00%

(3) Description of how there is significant influence

(4) Reason why the associate/joint venture is not consolidated NA

(5) Networth attributable to Shareholding as per latest audited Balance Sheet 106,334,505.00

(6) Profit/Loss for the year (21,926,017.00)

i. Considered in Consolidation (3,837,601.13)

ii. Not Considered in Consolidation (18,088,415.87)

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - II
APPOINTMENT CRITERIA, QUALIFICATION & REMUNERATION
POLICY IN TERMS OF SECTION 178 OF THE COMPANIES ACT, 2013
(“THE ACT”)
Preamble
In terms of Section 178 of the Act, the Nomination & Remuneration
Committee (“NRC”) shall formulate the criteria for determining
qualifications, positive attributes and independence of a Director and
recommend to the Board a Policy, relating to the remuneration for the
Directors, Key Managerial Personnel (“KMP”) and other employees.
Appointment Criteria and Qualification
It is the responsibility of the NRC to develop competency requirements
for the Board based on the industry and strategy of the Company. For
this purpose, the NRC shall identify and ascertain the integrity,
qualification, expertise and experience of the person, conduct
appropriate reference checks and due diligence before
recommending him /her to the Board.
For the appointment of KMPs [other than Managing Director/ Whole
time Director/Manager/CEO], Senior Management and other
A N N U A L R E P O RT 2 0 1 5 - 1 6
employees, a person should possess adequate qualification,
expertise and experience for the position, he / she is considered for
the appointment.
Remuneration Policy
The remuneration policy of the Company is aimed at rewarding the
performance, based on review of achievements on a regular basis and
is in consonance with the existing industry practice. This Policy has
been adopted in accordance with the requirements of Section 178 of
the Act with respect to the appointment and remuneration of the
Directors, Key Managerial Personnel and Senior Management.
Remuneration to Non-executive / Independent Director
The remuneration / commission / sitting fees, as the case may be, to
the Non-Executive/ Independent Director, shall be in accordance with
the provisions of the Act and the Rules made thereunder for the time
being in force or as may be decided by the Committee / Board
/shareholders. An Independent Director shall not be entitled to any
stock option of the Company unless otherwise permitted in terms of
the Act, as amended from time to time.
 ANNEXURE - III

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
As on financial year ended on March 31, 2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U24232PB1989PLC009741
ii Registration Date 27-09-1989
iii Name of the Company Pharmax Corporation Limited
iv Category/Sub-category Public Compan / Company Limited by Shares

v Address of the Registered office & contact details Bhai Mohan Singh Nagar Railmajra, Tehsil Balachaur,
District Nawanshahr, Punjab – 144 533.
Phone : 01881-462000
Fax : 01881-273607
vi Whether listed company No
vii Name, Address & contact details of the Registrar & Transfer Agent, if any. Mas Services Limited T-34, 2nd Floor, Okhla Industrial
Area Phase – II, New Delhi – 110020
Phone : 011- 26387281/82/83, Fax : 011 – 26387384
E-mail : info@masserv.com
II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more of the total turnover of the
company shall be stated)
The Company has leasing of its properties (NIC code: 68100) situated at 1, Dr. Jha Marg, Okhla, New Delhi - 110 020 as its only business activity.
III PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Pursuant to the Composite Scheme of Arrangement as referred in the Directors’ Report, the Company became a Subsidiary of Max India
Limited (formerly known as Taurus Ventures Limited) w.e.f. April 01, 2015. Prior to this the Company was a subsidiary of Max Financial
Services Limited (formerly Max India Limited).
Particulars of Holding and Associate Companies as on March 31, 2016 are as under:
SI. Name and address of the Company CIN/GLN Holding/Subsidiary/ % of Applicable
No. Associate shares held Section
1. Max India Limited U85100PB2015PLC039155 Holding Company 85.20% 2 (46) of the
(Formerly Taurus Ventures Limited) Companies Act, 2013
Bhai Mohan Singh Nagar Railmajra,
Tehsil Balachaur Dist. Nawanshahr
Punjab - 144 533.
2. Forum 1 Aviation Private Limited U62200DL2004PTC131655 Associate Company 20% 2 (6) of the
505, G+5, Building, IGI Airport Opp. Companies Act, 2013
Domestic Airport Arrival Terminal,
New Delhi - 110037

IV SHAREHOLDING PATTERN (Equity Share capital Breakup as percentage to Total Equity)

i) Category-wise shareholding
SI. Category of % change during
No. of Shares held on March 31, 2015 No. of Shares held on March 31, 2016
No. Shareholders the year
Particulars Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/ HUF - - - - - - - - -
b) Central Govt - - - - - - - - -
c) State Govt(s) - - - - - - - -
d) Bodies Corp. - 47122747 47122747 85.20 - 47122747 47122747 85.20 0.00
e) Banks / FI - - - - - - - -
f) Any other - - - - - - - -
Total shareholding of Promoter (A) - 47122747 47122747 85.20 - 47122747 47122747 85.20 0.00

B. Public Shareholding
1. Institutions

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 2

SI. Category of % change during

No. of Shares held on March 31, 2015 No. of Shares held on March 31, 2016
No. Shareholders the year
Particulars Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
a) Mutual Funds - 645778 645778 1.18 - 645778 645778 1.18 0.00
b) Banks / FI - 100875 100875 0.18 - 100875 100875 0.18 0.00
c) Central Govt - - - - - - - - -
d) State Govt(s) - - - - - - - - -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies - 355867 355867 0.64 - 355867 355867 0.64 0.00
g) FIIs - - - - - - - - -
h) Foreign Venture Capital Funds - - - - - - - - -
i) Others (specify) FDI - - - - - - - - -
Sub-total (B)(1):- - 1102520 1102520 2.00 - 1102520 1102520 2.00 0.00

2. Non-Institutions
a) Bodies Corp.
i) Indian - 614774 614774 1.11 - 614774 614774 1.11 0.00
ii) Overseas - - - - - - - - -
b) Individuals
I) Individual shareholders holding nominal - 6442890 6442890 11.65 - 6442890 6442890 11.65 0.00
share capital upto Rs. 1 lakh
ii) Individual shareholders holding nominal - - - - - - - - -
share capital in excess of Rs 1 lakh
c) Others (specify)
Non Resident Indians / OCBs - 22921 22921 0.04 - 22921 22921 0.04 0.00
Foreign Nationals - - - - - - - - -
Clearing Members - - - - - - - - -
Trusts - - - - - - - - -
Foreign Bodies - D R - - - - - - - - -
Sub-total (B)(2):- - 7080585 7080585 12.80 - 7080585 7080585 12.80 0.00
Total Public Shareholding
(B)=(B)(1)+ (B)(2) - 8183105 8183105 14.80 - 8183105 8183105 14.80 0.00
C. Shares held by Custodian for GDRs & ADRs - - - - - - - - -
Grand Total (A+B+C) - 55305852 55305852 100.00 - 55305852 55305852 100.00 0.00

B SHARE HOLDING OF PROMOTERS

Sl Shareholder’s Name Shareholding at the Shareholding at the % change in

No. begginning of the year end of the year shareholding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1. Max India Limited
(Formerly Taurus Ventures limited) 4,71,22,747 85.20 0.00 4,71,22,747 85.20 0.00 0.00

C) Change in Promoters’ Shareholding (please specify, if there is no change)

Sl Particulars Share holding at the beginning Cumulative Share holding

No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

1. Max India Limited

At the beginning of the year 4,71,22,747 85.20 4,71,22,747 85.20
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 4,71,22,747 85.20

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 2

D) Shareholding Pattern of top ten Shareholders:

(Other than Directors, Promoters and Holders of GDRs and ADRs):
Sl For Each of the Top 10 Shareholders Share holding at the beginning Cumulative Share holding
No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

1. Unit Trust of India

At the beginning of the year 645778 1.17
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 645778 1.17

2. Medicare Investments Limited

At the beginning of the year 450000 0.81
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 450000 0.81

3. General Insurance Corporation of India

At the beginning of the year 212033 0.38
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 212033 0.38

4. National Insurance Co. Ltd.

At the beginning of the year 110852 0.20
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 110852 0.20

5. SBI Capital Markets Limited

At the beginning of the year 104450 0.19
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 104450 0.19

6. Canara Bank
At the beginning of the year 100875 0.18
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 100875 0.18

7. United India Insurance Co. Ltd.

At the beginning of the year 32982 0.06
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 32982 0.06

8. Sukhbir Singh Dhupia

At the beginning of the year 28310 0.05
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 28310 0.05

9. Bharati K. Jhaveri
At the beginning of the year 20000 0.04
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 20000 0.04

10. Mihir K. Jhaveri

At the beginning of the year 20000 0.04
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 20000 0.04

E) Shareholding of Directors and Key Managerial Personnel:

Sl Shareholding of each Directors and Share holding at the beginning Cumulative Share holding
No. each Key Managerial Personnel of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company
1. Mr. K.S. Ramsinghaney - Director
At the beginning of the year 310 0.00
Increase / Decrease in Shareholding during the year 0 0 0 0
At the end of the year 310 0.00
ANNEXURE - 2

V) INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment: Nil
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
The Company has not paid any Remuneration to its Managing Director/Directors or Manager.
B. Remuneration to other Directors:
The Company has paid sitting fees to the Independent Directors as detailed below:
Mrs. Kiran Sharma : Rs. 60,000/-
Mrs. Sanjay Khandelwal: Rs.60,000/-
The Company has not paid any Remuneration/Sitting fees during the financial year 2015-16 to other Directors.
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD
During the year under review, the Company paid Rs.1,60,040/- to Mr. Pradeep Gupta, Company Secretary of the Company.
VII.PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
Penalties/punishment/compounding of offences that have been imposed on the Company, its Directors and any other officers during the
financial year ended March 31, 2016. : Nil

A N N U A L R E P O RT 2 0 1 5 - 1 6
To the Members of Pharmax Corporation Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Pharmax
Corporation Limited (the ‘Company’) which comprise the Balance
Sheet as at March 31, 2016, the Statement of Profit and Loss and the
Cash Flow Statement for the period ended 31st March’2016, and a
summary of significant accounting policies and other explanatory
information.
Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial 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 for safeguarding the assets
of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder.
We conducted our audit in accordance with the Standards on
Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatements.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the financial statements
that give a true and fair view in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of
expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a
A N N U A L R E P O RT 2 0 1 5 - 1 6
true 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, 2016, its profit and its cash flows for the period ended
31st March’2016
Report on Other Legal and Regulatory Requirements
1. 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 Companies Act, 2015, we give in
the Annexure a statement on the matters specified in paragraph 3
of the Order, to the extent applicable.
2. 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 purpose of our audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as 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.
(d) In our opinion, the Balance Sheet, Statement of Profit and
Loss, and Cash Flow Statement comply with the Accounting
Standards notified specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of written representations received from the
directors as on March 31, 2016, and taken on record by the
Board of Directors, none of the directors is disqualified as on
March 31, 2016, from being appointed as a director in terms of
sub-section (2) of section 164 of the Companies Act, 2013.
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating
effectiveness of such controls, refer to “Annexure A” to this
report;
(g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best
of our information and according to the explanations given to
us:
i. The Company has disclosed the impact of pending
litigations on its financial position in its financial
statements as referred to in Note 24 of the financial
statements.
ii. The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses.
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection Fund
by the Company.
For Nangia & Co.
Chartered Accountants
ICAI FRN 002391C
(Vikas Gupta)
Partner,
Membership # 076879
Place: New Delhi
Date: 20/05/2016
ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN
DATE ON THE FINANCIAL STATEMENTS OF Pharmax Corporation
Limited
Report on the Internal Financial Controls under Clause (i) of Sub-
section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
To the Members of Pharmax Corporation Limited, New Delhi
We have audited the internal financial controls over financial
reporting of Pharmax Corporation Limited (“the Company”) as of
March 31, 2016 in conjunction with our audit of financial statements
of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls over Financial
Reporting

The Company’s Management is responsible for establishing and Because of the inherent limitations of internal financial controls over
maintaining internal financial controls based on the internal control financial reporting, including the possibility of collusion or improper
over financial reporting criteria established by the Company management override of controls, material misstatements due to
considering the essential components of internal control stated in error or fraud may occur and not be detected. Also, projections of any
the Guidance Note on Audit of Internal Financial Controls over evaluation of the internal financial controls over financial reporting to
Financial Reporting issued by the Institute of Chartered Accountants future periods are subject to the risk that the internal financial control
of India. These responsibilities include the design, implementation over financial reporting may become inadequate because of
and maintenance of adequate internal financial controls that were changes in conditions, or that the degree of compliance with the
operating effectively for ensuring the orderly and efficient conduct of policies or procedures may deteriorate.
its business, including adherence to the Company’s policies, the Opinion
safeguarding of its assets, the prevention and detection of frauds
In our opinion, the Company has, in all material respects, an
and errors, the accuracy and completeness of the accounting
adequate internal financial controls system over financial reporting
records, and the timely preparation of reliable financial information,
and such internal financial controls over financial reporting were
as required under the Companies Act, 2013.
operating effectively as at March 31, 2016, based on the internal
Auditors’ Responsibility control over financial reporting criteria established by the Company
Our responsibility is to express an opinion on the Company's internal considering the essential components of internal control stated in
financial controls over financial reporting based on our audit. We the Guidance Note on Audit of Internal Financial Controls Over
conducted our audit in accordance with the Guidance Note on Audit Financial Reporting issued by the Institute of Chartered Accountants
of Internal Financial Controls Over Financial Reporting (the of India.
“Guidance Note”) and the Standards on Auditing as specified under
section 143(10) of the Companies Act, 2013, to the extent applicable
For Nangia & Co.
to an audit of internal financial controls, both applicable to an audit of
Chartered Accountants
Internal Financial Controls and, both issued by the Institute of
ICAI FRN 002391C
Chartered Accountants of India. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and (Vikas Gupta)
perform the audit to obtain reasonable assurance about whether Partner,
adequate internal financial controls over financial reporting was Membership # 076879
established and maintained and if such controls operated effectively
Place: New Delhi
in all material respects.
Date: 20/05/2016
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and

A N N U A L R E P O RT 2 0 1 5 - 1 6
Pharmax Corporation Limited
Annexure to Independent Auditors’ Report for the period ended
March 31, 2016
(Referred to in Paragraph 1 under the Heading of “Report on Other
Legal and Regulatory Requirements” of our Report of even date)
Based on the audit procedures performed for the purpose of
reporting a true and fair view on the financial statements of the
Company and taking into consideration the information and
explanations given to us and the books of accounts and other records
examined by us in the normal course of audit, we report that:
i. In respect of fixed assets:
(a) The Company is maintaining proper records showing full
particulars including quantitative details and situation of its
fixed assets.
(b) The Fixed assets have been physically verified by us during
the year and no material discrepancies were identified on
such verification. In our opinion, the frequency of verification
of the fixed assets is reasonable having regard to the size of
the Company and the nature of its assets.
(c) The title deeds of immovable properties are held in the name
of the company.
ii. In respect of Inventories:
The Company business does not involve inventories and
accordingly the provisions of Clause (ii) of paragraph 3 of the
Order are not applicable to the Company.
iii. According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured to
companies, firms, Limited Liability Partnership or other parties
covered in the register maintained under Section 189 of the
Companies Act, 2013. Accordingly the provisions of clause iii (a)
to (c) of paragraph 3 of the Order are not applicable to the
Company and hence not commented upon.
iv. According to the information and explanations given to us, the
Company has not given any loan to Directors or persons
connected with them as per the provisions mentioned in section
185 of the companies Act, 2013.
According to the information and explanations given to us, the
Company has made investment in the Joint Venture & Enterprise
having significantly influenced by the key management
personnel which are in accordance with the provisions of section
186 of the Companies Act, 2013.
v. In respect of public deposit:
According to the information and explanations given to us, the
Company has not accepted any deposits from the public within
the meaning of Section 73 to 76 of the Companies Act, 2013 and
the rules framed there-under. Therefore the provisions of Clause
(v) of paragraph 3 of the Order are not applicable to the Company.
vi. In respect of cost records:
In our opinion and according to information and explanations
given to us, maintenance of cost records has not been prescribed
by the Central Government under Section 148(1) of the
Companies Act, 2013 for the services provided by the company.
vii. In respect of statutory dues:
a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the
Company has generally been regular in depositing its
undisputed statutory dues including Provident Fund,
Employees State insurance, income-tax, Sales-Tax, Wealth
Tax, Service tax, duty of Custom, duty of Excise, value added
tax, cess and Entertainment Tax etc. There is no undisputed
A N N U A L R E P O RT 2 0 1 5 - 1 6
dues payable, outstanding as on 31st March, 2016 for a
period of more than six months from the date they became
payable.
b) According to the information and explanations given to us,
there are no amounts in respect of income tax, service tax
etc. that have not been deposited with the appropriate
authorities on account of any dispute.
viii. Company has not taken any loans from financial institutions,
Banks, Government or through debentures during the audit
period.
ix. As explained, The Company has not raised money by way of initial
public offer or further public offer (including debt instruments).
Further, term loans were applied for the purpose for which those
raised during the year under audit.
x. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during
the year.
xi. According to the information and explanations given to us, No
managerial remuneration has been paid or provided in
accordance with the requisite approvals mandated by the
provisions of section 197 read with Schedule V to the Companies
Act, 2013.
xii. As explained, the company is not a Nidhi company. Therefore the
provisions of Clause (xii) of paragraph 3 of the Order are not
applicable to the Company.
xiii. According to the information and explanations given to us, all
transaction with related parties are in compliance with
provisions of Section 177 & Section 188 of Companies Act, 2013
and details have been disclosed in the Financial Statements as
required by the Accounting Standards.
xiv. According to the information and explanations given to us, No
preferential allotment or private placement of shares or fully or
partly convertible debentures has been noticed or reported
during the Year. Hence the requirement of Section 42 of
Companies Act, 2013 is not applicable.
xv. According to the information and explanations given to us, No
non cash transactions with Directors or persons connected with
him have been noticed or reported during the year as per the
provisions of Section 192 of Companies Act, 2013.
xvi. According to the information and explanations given to us,
Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934.
For Nangia & Co.
Chartered Accountants
ICAI FRN 002391C
(Vikas Gupta)
Partner,
Membership # 076879
Place: New Delhi
Date: 20/05/2016
BALANCE SHEET
AS AT MARCH 31, 2016
(All amounts are in Indian Rupees)

As at As at
Notes
March 31, 2016 March 31, 2015
Equity and liabilities
Shareholders' funds
Share capital 2 205,576,787 205,576,787
Reserves and surplus 3 76,419,688 59,543,592
281,996,475 265,120,379

Non-current liabilities
Long-term borrowings 4 22,500,000 -

Current liabilities
Trade payables 5 11,824,767 10,673,939
Short-term provisions 6 95,529 -
Other current liabilities 7 21,940,309 26,452,954
33,860,605 37,126,893

TOTAL 338,357,080 302,247,272

Assets
Non-current assets
Fixed assets
Tangible assets 8 153,051,300 158,960,587
Capital work-in- progress 362,250 -
Non-current investments 9 86,803,888 64,591,388
Long-term loans and advances 10 4,178,138 4,178,138
244,395,576 227,730,113

Current assets
Current investments 11 80,143,684 68,733,657
Trade receivables 12 1,978,983 861,325
Cash and bank balances 13 6,993,216 2,211,630
Short-term loans and advances 10 4,777,409 1,254,591
Other current assets 14 68,212 1,455,956
93,961,504 74,517,159

TOTAL 338,357,080 302,247,272

Significant Accounting Policies 1

Notes to the Accounts 2 to 28

Auditor’s Report
“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Pharmax Corporation Limited
FRN : 002391C

Vikas Gupta Pardeep K Gupta Jatin Khanna P. Dwarakanath

FCA, Partner (Company Secretary) (Director) (Director)
Membership Number : 076879 M. No: ACS-20997 DIN No. 07089135 DIN No. 00231713
Flat No 202,Tower C-199, Vivek Vihar LCG - 104 A
New Delhi A-10, Klassic, Phase-I The Laburnum
Date: 20/05/2016 JGW Town, Sector Delhi - 110095 Sushant Lok, Sector 28
134, Noida 201301 Gurgaon ( Haryana)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016
(All amounts are in Indian Rupees)

For the year ended For the year ended

Notes
March 31, 2016 March 31, 2015
Income
Revenue from operations 15 59,746,045 63,774,835
Other Income 16 2,660,308 314,684
Total revenue (I) 62,406,353 64,089,519

Expenses
Other expenses 17 23,295,789 16,654,935
Depreciation and amortisation 18 6,774,007 6,769,470
Finance cost 19 879,939 277

Total expenses (II) 30,949,735 23,424,682

Profit before tax 31,456,618 40,664,837

Tax expense
- Current tax 13,424,366 14,191,000
- Related to earlier years 1,156,156 -
Total tax expense 14,580,522 14,191,000

Profit after tax 16,876,096 26,473,837

Earnings per equity share 20

Basic [Nominal value of shares Re.1 (March 31, 2015: Re.1)] 0.31 0.48
Diluted [Nominal value of shares Re.1 (March 31, 2015: Re.1)] 0.30 0.47

Significant Accounting Policies 1

Notes to the Accounts 2 to 28

Auditor’s Report
“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Pharmax Corporation Limited
FRN : 002391C

Vikas Gupta Pardeep K Gupta Jatin Khanna P. Dwarakanath

FCA, Partner (Company Secretary) (Director) (Director)
Membership Number : 076879 M. No: ACS-20997 DIN No. 07089135 DIN No. 00231713
Flat No 202,Tower C-199, Vivek Vihar LCG - 104 A
New Delhi A-10, Klassic, Phase-I The Laburnum
Date: 20/05/2016 JGW Town, Sector Delhi - 110095 Sushant Lok, Sector 28
134, Noida 201301 Gurgaon ( Haryana)

A N N U A L R E P O RT 2 0 1 5 - 1 6
CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016
(All amounts are in Indian Rupees)

For the year ended For the year ended

March 31, 2016 March 31, 2015
Cash flow from operating activities
Net Profit before tax 31,456,618 40,664,837
Non cash adjustments to reconcile profit / (loss) before tax to net cash flows:
Depreciation / amortisation 6,774,007 6,769,470
Interest expense 878,435 -
Interest income (304,834) (304,001)
Dividend income (338,350) -
Net (profit) / loss on sale of fixed assets (99,070) -
Net (profit) / loss on sale of current investments (1,910,027) -
Debit Balance Written off 232,316 -
Liability/ provisions no longer required written back (8,022) -
TDS on Service and Other Income (5,904,640) (7,514,050)
Operating Profit Before Working Capital Changes 30,776,433 39,616,256
Movement in working capital :
Increase/ (decrease) in trade payables 1,150,828 (61,927)
Increase/ (decrease) in other current liabilities (4,504,623) (912,878)
Increase/ (decrease) in short term provisions (7,844) -
Decrease / (increase) in trade receivables (1,349,974) 4,506,628
Decrease / (increase) in short-term loans and advances (4,678,973) 28,730,236
Decrease / (increase) in other current assets 1,387,744 -
Cash generated from/(used in) operations 22,773,591 71,878,315
Direct taxes paid (net of refunds) (7,416,353) (5,501,423)
Net cash flow from /(used in) operating activities (A) 15,357,238 66,376,892

Cash flow from investing activities

Purchase of fixed assets, including intangible assets, (1,352,901) -

Proceeds from sale of fixed assets 225,000 -
Proceeds from sale of Investments 19,000,000 -
Purchase of Investments (50,712,500) (80,392,500)
Interest Received 304,834 304,001
Dividend Received 338,350 -
Net cash flow from /(used in) investing activities (B) (32,197,217) (80,088,499)

Cash flow from financing activities

Proceeds from long -term borrowings 22,500,000 -

Interest paid (878,435) -
Net cash flow from /(used in) financing activities (C) 21,621,565 -

Net Increase/(decrease) in cash and cash equivalents (A + B + C) 4,781,586 (13,711,607)

Cash and cash equivalents at the beginning of the year 2,211,630 15,923,237
Cash and cash equivalents at the end of the year 6,993,216 2,211,630

Notes
1) The Cash Flow Statement has been prepared under the "Indirect Method" as set out in the Accounting Standard-3 on Cash Flow Statements.
2) Cash and Cash Equivalents at the end of the year consist of Cash, Cheques in Hand and Balances with Banks.

A N N U A L R E P O RT 2 0 1 5 - 1 6
 CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016
(All amounts are in Indian Rupees)

As at As at
March 31, 2016 March 31, 2015
Components of cash and cash equivalent
Cash on hand 61,041 18,231
Cheques/drafts on hand 1,941,563 -
With banks -
on current account 4,990,612 2,193,399
Total cash and cash equivalents 6,993,216 2,211,630

Significant Accounting Policies 1

Notes to the Accounts 2 to 28

Auditor’s Report
“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Pharmax Corporation Limited
FRN : 002391C

Vikas Gupta Pardeep K Gupta Jatin Khanna P. Dwarakanath

FCA, Partner (Company Secretary) (Director) (Director)
Membership Number : 076879 M. No: ACS-20997 DIN No. 07089135 DIN No. 00231713
Flat No 202,Tower C-199, Vivek Vihar LCG - 104 A
New Delhi A-10, Klassic, Phase-I The Laburnum
Date: 20/05/2016 JGW Town, Sector Delhi - 110095 Sushant Lok, Sector 28
134, Noida 201301 Gurgaon ( Haryana)

A N N U A L R E P O RT 2 0 1 5 - 1 6
Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

Background
Pharmax Corporation Limited is a company registered under the companies act, 1956 and deals in leasing of estates.
1. Summary of significant accounting policies
a Basis of preparation
The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in
India (Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013, read with Rule
7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013 ("the 2013 Act") / Companies Act,
1956 ("the 1956 Act"), as applicable. The financial statements have been prepared on accrual basis under the historical cost
convention.
b Use of estimates
The preparation of financial statements in conformity with Indian GAAP requires the management to make judgments, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities
at the end of the reporting period. Although these estimates are based on the management's best knowledge of current events and
actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the
carrying amounts of assets or liabilities in future periods.
c Tangible fixed assets
Fixed Assets are stated at their original cost including freight, duties (net of CENVAT), taxes and other incidental expenses relating to
acquisition and installation.
Expenses of revenue nature, which can be regarded as incidental and related to project set-up are transferred to “Pre-operative
Expenses Pending Capitalization”. These expenses are allocated to fixed assets/deferred revenue in the year of commencement of
the related project.
Assets, which are revalued, are stated at the revalued amounts. The resultant increase in carrying amounts is credited to the
revaluation reserve. Depreciation relating to the revalued amounts is adjusted against the revaluation reserve.
Assets acquired under the business transfer agreement are stated at amounts based on a valuation report.
d Depreciation on tangible fixed assets
Depreciation on fixed assets except leasehold improvement is charged on the Straight Line Method on a pro-rata basis at the rate and
manner prescribed under Schedule II to the Companies Act, 2013. Depreciation has been charged after considering scrap value
prescribed under Schedule II to the Companies Act, 2013. The Company provides pro-rata depreciation from / to the date the asset is
acquired / put to use / or disposed off.
The cost of leasehold land is amortiseed over the period of the lease.
Intangible assets are amortised on a straight line basis over the best estimated useful economic life. The company presumes that the
useful life of an intangible asset will not exceed five years.
e Leases
Assets given under operating lease are shown in the balance sheet under fixed assets and are depreciated on a basis consistent with
the depreciation policy of the company. Lease income is recognized in the profit and loss account on accrual basis.
Assets acquired on finance lease are recognized in the financial statements at the lower of the fair value and present value of
minimum lease payments at the inception of the lease term and disclosed as leased asset. The depreciation policy for such assets is
consistent with that for depreciable assets that are owned by the Group.
Operating lease expense is recognized in the profit and loss account on a straight-line basis over the lease term.
f Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial
period of time to get ready for its intended use are capitalized as part of the cost of the respective asset. All other borrowing costs are
expensed in the period they occur. Borrowing cost consists of interest and other costs that an entity incurs in connection with the
borrowing of funds.
g Investments
Investments are classified into current investments and long-term investments. The cost of investments include acquisition charges
such as brokerage, fees and duties. Current investments are carried at lower of cost or fair value.
Non Current investments are valued at cost. Provision for diminution is made to recognise a decline, other than temporary, in the
carrying value of each investment.
h Revenue Recognition
Lease Rentals: In respect of lease rentals on non cancellable operating leases, revenue is recognized on the straight line basis and In
respect of lease rental on cancellable operating lease, revenue is recognised on time proportionate basis as per related agreements.
Contingent lease rent is recognized based on the occurrence of the contingency.
Interest income is recognised on time proportionate bases, taking into the account the amount outstanding and the rates applicable.

A N N U A L R E P O RT 2 0 1 5 - 1 6
 Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

I Taxation
Direct Taxes
Tax expense comprises of current and deferred tax. Current income tax is measured at the amount expected to be paid to
the tax authorities in accordance with the Indian Income Tax Act, 1961. Deferred income taxes reflects the impact of current year
timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against
current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the taxes on income levied by same governing
taxation laws. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable
income will be available against which such deferred tax assets can be realised. In situation where the Company has unabsorbed
depreciation or carry forward tax losses, deferred tax assets are recognised only if there is virtual certainty supported by convincing
evidence that such deferred tax assets can be realised against future taxable profits.
At each balance sheet date the Company re-assesses unrecognised deferred tax assets. It recognises unrecognised deferred tax
assets to the extent that it has become reasonably certain or virtually certain, as the case may be that sufficient future taxable income
will be available against which such deferred tax assets can be realised.
The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Company writes down the carrying amount
of a deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future
taxable income will be available against which deferred tax asset can be realized. Any such write down is reversed to the extent that it
becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.
Indirect Taxes
The company claims credit of service tax for input services, which is set off against tax on output services. Unutilized credit is carried
forward for future set off in subsequent periods. Relevant provision is created, if required, based on estimated realization of the
unutilized credit.
j Earnings Per Share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders (after
deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during the
period. Partly paid equity shares are treated as a fraction of an equity share to the extent that they are entitled to participate in
dividends relative to a fully paid equity share during the reporting period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and
the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity
shares
k Provisions
A provision is recognized when the company has a present obligation as a result of past event. it is probable that an outflow of
resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of
the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle
the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best
estimates.
l Contingent liability
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-
occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is not recognized
because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The company does
not recognize a contingent liability but discloses its existence in the financial statements.
m Cash & Cash equivalents
Cash and cash equivalents for the purposes of cash flow statement comprise cash at bank and in hand and short term investments
with an original maturity of three months or less.
n Accounting for Leases
The Assets given under operating lease are shown in the Balance Sheet under Fixed Assets and depreciated on a basis consistent
with the depreciation policy of the Company. The lease income is recognised in the Profit and Loss Account on accrual basis. The initial
direct cost incurred for finalising the lease arrangement is recognised as expense immediately in the profit and loss account.

A N N U A L R E P O RT 2 0 1 5 - 1 6
Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

2 Share Capital

As at As at
March 31, 2016 March 31, 2015
Authorised Share Capital
60,000,000 (March 31, 2015:: 60,000,000) equity shares of Re. 1/- each 60,000,000 60,000,000
10% 470,000 (March 31, 2015: 470,000) Cumulative Convertible Preference Shares of Rs. 100/- each 47,000,000 47,000,000
9% 1,500,000 (March 31, 2015: 1,500,000) Cumulative Redeemable Preference share of Rs. 100/- each 150,000,000 150,000,000
257,000,000 257,000,000

Issued, Subscribed & Fully Paid up Share Capital

55,305,852 (March 31, 2015:: 55,305,852) equity shares of Re. 1/- each fully paid up 55,305,852 55,305,852
1,500,000 (March 31, 2015: 1,500,000),9% Cumulative Redeemable Preference share of Rs. 100/ each 150,000,000 150,000,000
205,305,852 205,305,852

Issued, Subscribed but not fully paid up Share Capital

6,341 (March 31, 2015: 6,341), 10% Cumulative Redeemable Preference share of Rs. 100/ each* 270,935 270,935
(Net of Call Money Receivable - refer Note: 25] 270,935 270,935
Total 205,576,787 205,576,787

* Based on offer letters read with the allotment advice come allotment money dated March 17, 1997, CCP's is allotted on March 17, 1997 of
CCP's allotted by the Company 6341 CCP's were partly paid due to non receipt or partial receipt of allotment Money.

2.1 Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

As at March 31, 2016 As at March 31, 2015

Number of shares (Rupees) Number of shares (Rupees)

Equity Shares
At the beginning of the year 55,305,852 55,305,852 55,305,852 55,305,852
Outstanding at the end of the year 55,305,852 55,305,852 55,305,852 55,305,852

As at March 31, 2016 As at March 31, 2015

Number of shares (Rupees) Number of shares (Rupees)

9% Cumulative Convertible Preference Shares

At the beginning of the year 1,500,000 150,000,000 1,500,000 150,000,000
Outstanding at the end of the year 1,500,000 150,000,000 1,500,000 150,000,000

As at March 31, 2016 As at March 31, 2015

Number of shares (Rupees) Number of shares (Rupees)

10% Cumulative Convertible Preference Shares

At the beginning of the year 6,341 270,935 6,341 270,935
Outstanding at the end of the year 6,341 270,935 6,341 270,935

2.2 Shares held by holding company

Out of equity shares issued by the company, shares held by its holding company are as below:

As at As at
March 31, 2016 March 31, 2015
Max India Limited
47,122,247 (March 31, 2015: 47,122,247) equity shares of Re. 1/-each fully paid up 47,122,247 47,122,247
47,122,247 47,122,247

A N N U A L R E P O RT 2 0 1 5 - 1 6
 Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

2.3 Details of shareholder holding more than 5% shares as at March 31, 2016 and March 31, 2015 is set out below

As at March 31, 2016 As at March 31, 2015

Name of the Shareholder
Number of shares % held Number of shares % held

Max India Limited -Preference Shares 1,500,000 100.00 1,500,000 100.00

Max India Limited -Equity shares 47,122,247 85.00 47,122,247 85.00

3 Reserve and surplus

As at As at
March 31, 2016 March 31, 2015
Surplus/ (deficit) in the statement of profit and loss
Balance as per last financial statements 59,543,592 45,920,003
Profit for the year 16,876,096 26,473,837
Less Appropriations
Depreciation on transition - (12,850,248)
Net Surplus/ (deficit) in the statement of profit and loss 76,419,688 59,543,592

Total reserves & surplus 76,419,688 59,543,592

4 Long-term borrowings

As at As at
March 31, 2016 March 31, 2015
Loan taken from related party* 22,500,000 -
Total 22,500,000 -
* Loan has been taken from Max India Limited (Holding Company) at interest rate 12% p.a. which is repayable in 3 equal installment
commencing from November 2018.

5 Trade Payables

As at As at
March 31, 2016 March 31, 2015
Dues to other than micro and small enterprises 11,824,767 10,673,939
Total 11,824,767 10,673,939

6 Short Term Provision

As at As at
March 31, 2016 March 31, 2015
Provision for Tax (Net of Advance Tax) 95,529
Total 95,529 -

7 Other Current Liabilities

As at As at
March 31, 2016 March 31, 2015
Statutory Dues 1,233,549 1,019,810
Security Deposit Received 20,706,760 25,392,200
Others - 40,944
Total 21,940,309 26,452,954

A N N U A L R E P O RT 2 0 1 5 - 1 6
Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

8. Tangible Assets
Land Land Building Plant & Furniture Office Total
(Freehold) (Leashold) Equipment & Fixtures Equipment
Cost
At April 1 2014 84,296 182,365 180,772,372 71,137,826 4,918,081 610,615 257,705,555
Additions - - - - - - -
Deletions/ Adjustments - - - - - - -
At 31 March 2015 84,296 182,365 180,772,372 71,137,826 4,918,081 610,615 257,705,555
Additions - - - 9,050 981,601 - 990,651
Deletions/ Adjustments - - - 1,853,603 - - 1,853,603
At 31 March 2016 84,296 182,365 180,772,372 69,293,273 5,899,682 610,615 256,842,603

Depreciation
At April 1 2014 - - 32,135,699 43,996,991 2,437,286 555,274 79,125,250
Charge for the year - - 2,840,155 3,061,539 867,776 - 6,769,470
Deletions/ Adjustments - - - - - - -
Transfer to assets held for sale (discontinuing operation) - - - 12,808,648 15,077 26,523 12,850,248
At 31 March 2015 - - 34,975,854 59,867,178 3,320,139 581,797 98,744,968
Charge for the year - - 2,840,155 3,061,733 872,119 - 6,774,007
Deletions/ Adjustments - - 1,727,672 1,727,672
At 31 March 2016 - - 37,816,009 61,201,239 4,192,258 581,797 103,791,303

Net Block
At 31 March 2015 84,296 182,365 145,796,518 11,270,648 1,597,942 28,818 158,960,587
At 31 March 2016 84,296 182,365 142,956,363 8,092,034 1,707,424 28,818 153,051,300
For details of assets given under operating lease please refer Note 24 of notes to accounts.
Land under perpetual lease Rs. 182,365 (March 31, 2015 Rs. 182,365)
Pursuant to "AS28- Impairment of Asset" issued by the central Government under the Companies (Accounting Standard) Rule 2006 for
determining impairment in carrying amount of fixed asset, the companies has concluded that since recoverable amount of fixed asset is
not less than its carrying amount, therefor , no provision for impairment is required in respect of fixed assets owned by the company.
As at As at
March 31, 2016 March 31, 2015
Building given on operating lease is as under:
Gross Block 36,154,474 36,154,474
Deprecation charge for the year 568,031 568,031
Accumulated depreciation 7,563,202 6,995,171
Net Block Value 28,591,272 29,159,303

Plant and Machinery given on operating lease is as under:

Gross Block 13,858,655 14,227,565
Deprecation charge for the year 612,347 612,308
Accumulated depreciation 12,240,248 11,973,436
Net Block Value 1,618,407 2,254,129

9. Non-current investments
As at As at
March 31, 2016 March 31, 2015
Investment in Joint Ventures
In Equity Share (At Cost) - Unquoted
Forum I Aviation Limited - 67,28,918 (March 31, 2015: 45,50,001
Equity shares of Rs.10/- each fully paid up 67,787,510 45,575,010
Forum I Aviation Limited - 7,58,333 (March 31, 2015: 7,58,333)
Equity shares of Rs.2.794/- each fully paid up 2,118,878 2,118,878

Investment in Fellow Subsidiary

Max Specilality Films Limited
Nil (March 31, 2015:3,38,350) Equity Share of Rs 10/- each fully paid up - 16,897,500

Investment in Enterprises owned or significantly influenced by key management personnel

Max Specilality Films Limited
3,38,350 (March 31, 2015: Nil) Equity Share of Rs 10/- each fully paid up 16,897,500 -

86,803,888 64,591,388

A N N U A L R E P O RT 2 0 1 5 - 1 6
 Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

10. Loans & Advances

Non - Current Current

As at As at As at As at
March 31, 2016 March 31, 2015 March 31, 2016 March 31, 2015

Security Deposits
Unsecured, considered good 4,178,138 4,178,138
Doubtful - - - -
A 4,178,138 4,178,138 - -

Loans and advances to related parties

Unsecured, considered good 54,486
Doubtful - - - -
B - - 54,486 -

Advances recoverable in cash or kind

Unsecured, considered good - - 3,198,235 21,750
Doubtful - - - -
C - - 3,198,235 21,750

Other loans & advances

Balances with statutory/government authorities - - 1,504,929 -
Prepaid Expenses - - 19,759 28,255
Advance income tax (net of provisions) - - 1,204,586
D - - 1,524,688 1,232,841

Total (A+B+C+D) 4,178,138 4,178,138 4,777,409 1,254,591

11 Current Investments

As at As at
March 31, 2016 March 31, 2015
Unit in Mutual funds (unquoted)
6,242.480 (March 31, 2015: 13,287.244) Units of Tata Liquid Fund Direct Plan - Growth 15,143,684 32,233,657
24,425.050 (March 31, 2015: 12,202.980) Units of Tata Money Market Fund Direct Plan - Growth 55,000,000 26,500,000
47,884.556 (March 31, 2015: 47,884.556) Units of Birla Sun Life Cash Plus - Direct Plan 10,000,000 10,000,000
80,143,684 68,733,657

12 Trade Investments

As at As at
March 31, 2016 March 31, 2015
Other receivables
Unsecured, considered good* 1,978,983 861,325
Doubtful - -
Total 1,978,983 861,325

Included in Sundry Debtors are:

*Due from related parties 1,565,231 861,325

A N N U A L R E P O RT 2 0 1 5 - 1 6
Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

13 Cash & Bank Balances

As at As at
March 31, 2016 March 31, 2015
Cash and Cash Equivalents
Balances with banks
on Current Accounts 4,990,612 2,193,399
Cheques/drafts on hand 1,941,563 -
Cash on hand 61,041 18,231
6,993,216 2,211,630

14 Other Current Assets

As at As at
March 31, 2016 March 31, 2015
Others
Interest accrued on fixed deposits 68,212 -
Unbilled Revenue - 1,455,956
68,212 1,455,956

15 Revenue from operations

For the year ended, For the year ended,

March 31, 2016 March 31, 2015
Sale of services
Lease rentals * 59,746,045 63,774,835
Revenue from operations(net) 59,746,045 63,774,835

*For detail of assets given under operating lease please refer Note 23 of notes to accounts.

16 Other Income

For the year ended, For the year ended,

March 31, 2016 March 31, 2015
Interest Income on
Others 304,834 304,001
Profit on sale of Current Investments 1,910,027 -
Dividend Income 338,350 -
Excess provision written back 8,022 -
Other non -operating income 5 10,683
Profit on sale of Fixed Assets 99,070 -
2,660,308 314,684

A N N U A L R E P O RT 2 0 1 5 - 1 6
 Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

17 Other Expenses

For the year ended, For the year ended,

March 31, 2016 March 31, 2015
Insurance 77,456 98,127
Rates and Taxes 2,167,074 3,309,864
Repairs and Maintenance:
Others 7,044,458 904,444
Printing and Stationery 321,855 144,495
Communication 771,120 130,585
Legal and Professional * 12,032,047 11,617,602
Directors Sitting Fee 120,000 -
Debit Balances Written Off 232,316 -
Miscellaneous 529,463 449,818
23,295,789 16,654,935

*Payment to the auditor

For the year ended, For the year ended,

March 31, 2016 March 31, 2015
As auditor:
Audit fee 57,250 44,944
57,250 44,944

18 Department and amortization expense

For the year ended, For the year ended,

March 31, 2016 March 31, 2015
Depreciation of tangible assets 6,774,007 6,769,470
6,774,007 6,769,470

19 Finance Cost

For the year ended, For the year ended,

March 31, 2016 March 31, 2015
Interest 878,435 -
Bank Charges 1,504 277
879,939 277

20 Earnings per share (EPS)

For the year ended, For the year ended,

March 31, 2016 March 31, 2015
Basic
Profit/(loss) after tax 16,876,096 26,473,837
Weighted average number of equity shares (Nos.) 55,305,852 55,305,852
Earning Per Share 0.31 0.48

Diluted
Denominator used for computing basic Earning Per Share (Nos.) 55,305,852 55,305,852
Add Dilutive impact of Convertible preference shares (Nos.) 634,100 634,100
Weighted average number of equity shares in calculating diluted EPS (Nos.) 55,939,952 55,939,952
Earning Per Share 0.30 0.47

A N N U A L R E P O RT 2 0 1 5 - 1 6
Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

21. Segment Reporting

The Company is operating in single line of business and all the other activities revolve around the main business and entire business is
conducted within India, hence in accordance with AS-17- “Segment Reporting” there are no separate reportable segments either on the
basis of business segmentation or geographical segmentation.

22. Related parties : As per accounting standard 18 on “Related Party Disclosure” as notified under companies (Accounting Standard) Rule
2006, the disclosure of transactions with the related party is as under:-

Names of related parties where control exists irrespective of whether transactions have occurred or not
Holding Company Max India Limited
Fellow Subsidiary Companies 1. Max Bupa Health Insurance Company Limited
2. Max UK Limited
3. Antara Senior Living Limited
4 Antara Purukul Senior Living Limited
5. Antara Gurgaon Senior Living Limited
6. Max Ateev Limited
7. Max Skill First Limited
8. Max One Distribution and Services Limited
Names of other related parties with whom transactions have taken place during the year
Key Management Personnel Mr. Pardeep K Gupta
Enterprises owned or significantly influenced by key 1. New Delhi House Services Limited
management personnel or their relatives 2. Malsi Estates Limited
3. Max Ventures Private Limited
4. Piveta Estates Private Limited
5. Vana Retreats Private Limited
6. Max Financial Services Limited
7. Max Speciality Films Limited
8. Siva Realty Ventures Private Limited
Joint Ventures 1. Forum I Aviation Ltd
2. Max Healthcare Institute Ltd
3. Max Medical Services Ltd

A N N U A L R E P O RT 2 0 1 5 - 1 6
 Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

22.1 Related Parties Disclosures:-

Holding Company Fellow Subsidiaries Key management Enterprises owned Joint Total
personnel or significantly infl- Ventures
uenced by key mana-
gement personnel or
their relatives
2015-16 2014-15 2015-16 2014-15 2015-16 2014-15 2015-16 2014-15 2015-16 2014-15 2015-16 2014-15
Transactions
Service Income & Reimbursement
of Expenses received (Lease Rental) 12,508,210 13,206,720 9,515,180 27,895,742 - - 4,891,380 10,076,520 23,542,085 4,518,619 50,456,855 55,697,601
Dividend Income - - - - - - 338,350 - - - 338,350 -

Services given and reimbursement of 9,900,000 8,175,140 - 15,871,964 - - - 6,040,570 - - 9,900,000 30,087,674
other expenses paid
Interest Income 304,834 304,001 304,834 304,001

Services received - - - - 160,040 145,493 - - - - 160,040 145,493

Overhead Expenses Paid 9,900,000 9,900,000 - - - - - - - - 9,900,000 9,900,000
Interest Expense 878,434 - - - - - - - - - 878,434 -

Investment - Equity Share - - - 16,897,500 - - - - - - - 16,897,500

Loans & Advances taken 22,500,000 - - - - - - - - - 22,500,000 -

(Long term Borrowing)

Balance Outstanding at the end of year:

Amount Payable 22,425,000 22,213,140 1,914,560 6,431,700 - - 203,459 6,791,000 6,431,700 - 30,974,719 35,435,840

Amount Receivable - - 38,736 861,325 - - 1,526,495 - 83,962 - 1,649,193 861,325

Other Receivable - - - - - - - 3,800,000 3,800,000 3,800,000 3,800,000

Long term Borrowings payable 22,500,000 - - 3,102,500 - - - - - - 22,500,000 3,102,500

Investment in Equity - - 16,897,500 - - 16,897,500 22,212,500 - 39,110,000 16,897,500

Total 100,611,644 53,495,000 11,468,476 87,958,231 160,040 145,493 23,857,184 16,476,390 56,375,081 15,054,320 192,472,425 173,129,434

23. Lease
Accouting for leases has been done in accordance with the Accounting Standard -19 issued by the Institute of Chartered accounts of
india. Following are the details of the transactions for the year
a) Finance Lease:
The Company does not have any finance lease arrangement.
b) Operating lease:
i) Details of assets given under operating lease are as under:

Gross value as Additions Deletion Total value of Depreciation Depreciation Net value of
Perticulars at April 01, during during the assets given during reserve upto assets as at
2015 the year year on lease the year March 31, 2016 March 31, 2016
Land 266,661 - - 266,661 - - 266,661
Building 180,772,372 - - 180,772,372 2,840,155 37,816,009 142,956,363
Plant & Machinery 71,137,826 9,050 (1,853,603) 69,293,273 3,061,733 61,201,239 8,092,034

Total 252,176,859 9,050 (1,853,603) 250,332,306 5,901,888 99,017,248 151,315,058

ii) There are no leases entered into by the company, which are classified as non-cancellable lease.
iii) The company has entered into lease contracts (cancelable) for its assets as mentioned above with various parties including group companies as under:-
Name of Lessee
Max India Ltd. ( Holding Company)
Max Financial Services Ltd.
Max Neeman Medical International Ltd.
Max Medical Services Ltd.
Max Healthcare Institute Ltd.
Max Ventures Pvt. Ltd.
Antara Senior Living Ltd.
Antara Purukul Senior Living Ltd.
Piveta Estates Pvt Ltd.
Siva Realty Ventures Pvt. Ltd.
Max Speciality Films Ltd
Malsi Esstates Ltd.
Vana Retreats Pvt. Ltd.
Max One Distribution and Services Ltd.

A N N U A L R E P O RT 2 0 1 5 - 1 6
Notes forming integral part of the financial statement
(All amounts are in Indian Rupees)

24 Contingent Liabilities not provided for

As at As at
Particulars
March 31, 2016 March 31, 2015
I. (a)Arrears of Dividend on 10% Cumulative Convertible Preference Share 34,350,000 34,290,000
Corporate Dividend Tax 6,990,000 7,019,000
(b)Arrears of Dividend on 9% Cumulative Redeemable Preference Share 216,000,000 202,500,000
Corporate Dividend Tax 43,970,000 41,452,000
ii. Property Tax 15,274,561 15,274,561
Service Tax 8,113,864 8,113,864
The Company has received a demand towards Property Tax for a period during which the Company had sold a part of the property
and thus was not liable to pay the property tax, the same being the responsibility of the owner during that period.
The Company is accordingly contesting this demand and has also taken up with the previous owner for clearance of the dues.
Accordingly, no provision is being made in the accounts of the Company in respect of the said demand demand.
The Company has received a Demand from the Service Tax authorities raising a demand of Rs. 81,13,864/-on account of service tax
for providing Corporate Guarantees on behalf of third parties. Since no consideration has been received by the Company, no service tax
is payable. The Company proposes to contest the said demand and is hopeful of getting the same set aside. Accordingly, no provision is
being made in the accounts of the Company in respect of the said demand.

25 The company has issued 10% Cumulative Preference Shares(CCP's) of Rs 100 each in terms of offer letter read with allotment advice come
allotment money notice dated March 17, 1997. of the CCP's allotted by the company 6341 CCP's were partly paid due to not receipt or
partial receipt of allotment money. The offer letter permits the board of director of the company to forfeit the shares in terms of Article of
Association of the company. Accordingly, the company now proposes to initiate the action for issuance of notice to the Delinquent in CCP's
holders to either pay the balance allotment money with in stipulated time period and if the money is not paid, the said CCP's are liable for to
be forfeited.
26 Information pursuant to the provisions of Section 22 of Micro, Small and Medium Enterprises Development Act, 2006. During the year
company has not paid any interest in terms of the section 18 of the above mentioned act. No principal amount or interest amount are due at
the end of this accounting year which is payable to any Micro, Small or Medium enterprises as defined in the Micro, Small and Medium
Enterprises Development Act, 2006.
27 The accounts of certain Trade Receivables, Trade Payables, Short/Long Term Loans and Advances, Other Current Assets and Current
Liabilities and are subject to confirmation / reconciliation and adjustment, if any. The Management does not expect any material
difference affecting the current year’s financial statements.
In the opinion of the management, the current assets, loans and advances are expected to realize at least the amount at which they are
stated, if realized in the ordinary course of business and provision for all known liabilities have been adequately made in the books of
accounts.
28 The Current Year refers to the period April 01, 2015 to March 31, 2016. (March 31, 2015: refers to April 01, 2014 to March 31, 2015).
March 31, 2015: figures have been regrouped, rearranged and reclassified wherever necessary to conform to this year’s classification.

“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Pharmax Corporation Limited
FRN : 002391C

Vikas Gupta Pardeep K Gupta Jatin Khanna P. Dwarakanath

FCA, Partner (Company Secretary) (Director) (Director)
Membership Number : 076879 M. No: ACS-20997 DIN No. 07089135 DIN No. 00231713
Flat No 202,Tower C-199, Vivek Vihar LCG - 104 A
New Delhi A-10, Klassic, Phase-I The Laburnum
Date: 20/05/2016 JGW Town, Sector Delhi - 110095 Sushant Lok, Sector 28
134, Noida 201301 Gurgaon ( Haryana)

A N N U A L R E P O RT 2 0 1 5 - 1 6
MAX UK LIMITED
TO THE MEMBERS OF MAX UK LIMITED generally accepted in India, of the state of affairs of the Company as
at 31st March, 2016, and its profit and its cash flows for the year
Report on the Financial Statements
ended on that date.
We have audited the accompanying financial statements of M/s Max
Report on Other Legal and Regulatory Requirements
UK Limited (“the Company”), which comprise the Balance Sheet as at
March 31, 2016, the Statement of Profit and Loss, Cash Flow 1. In our opinion and to the best of our information and according to
Statement for the year then ended, and a summary of significant the explanations given to us, the Companies (Auditor’s Report)
accounting policies and other explanatory information. Order, 2016 (“the Order”) issued by the Central Government of
India in terms of sub-section (11) of section 143 of the Act is not
Management’s Responsibility for the Financial Statements
applicable to the company for the year under review.
The Company’s Board of Directors is responsible for the matters
2. As required by section 143(3) of the Act, we report that:
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a a. We have sought and obtained all the information and
true and fair view of the financial position, financial performance and explanations which to the best of our knowledge and belief
cash flows of the Company in accordance with the accounting were necessary for the purposes of our audit.
principles generally accepted in India, including the Accounting
b. in our opinion proper books of account as required by law have
Standards specified under Section 133 of the Act, read with Rule 7 of
been kept by the Company so far as appears from our
the Companies (Accounts) Rules, 2014. This responsibility also
examination of those books;
includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets c. the Balance Sheet, Statement of Profit and Loss, and the Cash
of the Company and for preventing and detecting frauds and other Flow Statement dealt with by this Report are in agreement with
irregularities; selection and application of appropriate accounting the books of account;
policies; making judgments and estimates that are reasonable and d. In our opinion, the aforesaid financial statements comply with
prudent; and design, implementation and maintenance of adequate the Accounting Standards specified under Section 133 of the
internal financial controls, that were operating effectively for Act, read with Rule 7 of the Companies (Accounts) Rules,
ensuring the accuracy and completeness of the accounting records, 2014.
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material e. with respect to the other matters to be included in the Auditor’s
misstatement, whether due to fraud or error. Report in accordance with Rule 11 of the Companies (Audit
and Auditors) Rules, 2014, in our opinion and to the best of our
Auditor’s Responsibility information and according to the explanations given to us:
Our responsibility is to express an opinion on these financial i) the Company does not have any pending litigations which
statements based on our audit. would impact its financial position;
We have taken into account the provisions of the Act, the accounting ii) the Company did not have any long-term contracts
and auditing standards and matters which are required to be including derivatives contracts for which there were any
included in the audit report under the provisions of the Act and the material foreseeable losses;
Rules made thereunder.
iii) There were no amounts which were required to be
We conducted our audit in accordance with the Standards on transferred to the Investor Education and Protection Fund
Auditing specified under Section 143(10) of the Act. Those Standards by the Company.
require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement. DINESH K BACHCHAS
An audit involves performing procedures to obtain audit evidence Partner
about the amounts and the disclosures in the financial statements. Membership No. 097820
The procedures selected depend on the auditor’s judgment, For and on Behalf of
including the assessment of the risks of material misstatement of the K K MANKESHWAR & Co.
financial statements, whether due to fraud or error. In making those Chartered Accountants
risk assessments, the auditor considers internal financial control FRN – 106009W
relevant to the Company’s preparation of the financial statements Place: New Delhi
that give a true and fair view in order to design audit procedures that Date: 19/04/2016
are appropriate in the circumstances, but not for the purpose of
expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles

A N N U A L R E P O RT 2 0 1 5 - 1 6
BALANCE SHEET
AS AT MARCH 31, 2016

(Rupees)
As at As at
Notes
March 31, 2016 March 31, 2015
EQUITY AND LIABILITIES

Shareholders' Funds
Share Capital 4 21,300,000 21,300,000
Reserves and Surplus 5 (5,712,374) (7,133,226)
15,587,626 14,166,774

Current Liabilities
Trade Payables 6 1,307,360 1,163,961
Other Current Liabilities 7 83,773 118,810
Short Term Provisions 8 229,448 232,720
1,620,581 1,515,491

Total 17,208,207 15,682,265

ASSETS

Non Current Assets

Fixed Assets
Tangible Assets 9 53,154 34,857
53,154 34,857

Current Assets
Cash and Bank Balances 10 3,282,255 9,080,223
Short Term Loans and Advances 11 60,666 93,384
Other Current Assets 12 13,812,132 6,473,801
17,155,053 15,647,408

Total 17,208,207 15,682,265

Significant Accounting Policies & Notes to Financial Statements 1 to 22

As per our report of even date

Dinesh K. Bachchas For and on behalf of the Board of Directors of

Partner Max UK Limited
Membership No.: 097820
For and on behalf of Karin Stanley
K.K. Mankeshwar & Co. Director
Charted Accountants
FRN: 106009W

New Delhi
Date: 19th April, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016

(Rupees)
For the year ended For the year ended
Notes
March 31, 2016 March 31, 2015
Income
Overheads recovered 13,905,591 14,067,581
Other income 13 22,655 14,666
Total revenue (I) 13,928,246 14,082,247

Expenses
Employee benefit expenses 14 5,191,279 5,295,569
Finance cost 15 16,280 16,536
Depreciation and amortisation 9 14,809 3,248
Other expenses 16 7,419,237 7,473,364
Total expenses (II) 12,641,605 12,788,717

Profit before tax 1,286,641 1,293,530

Current tax 236,654 247,741

Profit after tax 1,049,987 1,045,789

Basic and diluted Earnings per equity share

Profit after tax 1,049,987 1,045,789
Weighted average number of ordinary shares 299,742 299,742
Earning per ordinary share of GBP 1/- each 3.50 3.49

Number of shares used in computing earnings per share

Outstanding at the beginning of the year 299,742 299,742
Outstanding at the end of the year 299,742 299,742

Significant Accounting Policies & Notes to Financial Statements 1 to 22

As per our report of even date

Dinesh K. Bachchas For and on behalf of the Board of Directors of

Partner Max UK Limited
Membership No.: 097820
For and on behalf of Karin Stanley
K.K. Mankeshwar & Co. Director
Charted Accountants
FRN: 106009W

New Delhi
Date: 19th April, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rupees)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Cash flow from operating activities
Net Profit before tax 1,286,641 1,293,530

Non cash adjustments to reconcile profit / (loss) before tax to net cash flows:
Depreciation / amortisation 14,809 3,248
Interest income (22,655) (14,666)
Operating Profit Before Working Capital Changes 1,278,795 1,282,112
Movement in working capital :
Increase/ (decrease) in trade payables 143,399 285,660
Increase/ (decrease) in other current liabilities (35,037) (10,559)
Decrease/ (increase) in short-term loans and advances 32,717 4,976,419
Decrease/ (increase) in other current assets (7,338,330) 2,197,932
Cash generated from/(used in) operations (5,918,456) 8,731,564
Direct taxes paid (net of refunds) (247,741) (220,651)
Net cash flow from /(used in) operating activities (A) (6,166,197) 8,510,913

Cash flow from investing activities

Purchase of fixed assets (32,659) (39,371)
Interest Received 22,655 14,666
Net cash flow from /(used in) investing activities (B) (10,004) (24,705)

Net Increase/(decrease) in cash and cash equivalents (A + B) (6,176,201) 8,486,208

Impact of Foreign Exchange Fluctuations 378,233 (1,046,120)
Cash and cash equivalents at the beginning of the year 9,080,223 1,640,135
Cash and cash equivalents at the end of the year 3,282,255 9,080,223

As at As at
March 31, 2016 March 31, 2015
Components of cash and cash equivalent
Cash on hand 761 1,202
With banks -
on current account 3,281,494 9,079,021
Total cash and cash equivalents 3,282,255 9,080,223

Significant Accounting Policies & Notes to Financial Statements 1 to 22

As per our report of even date

Dinesh K. Bachchas For and on behalf of the Board of Directors of

Partner Max UK Limited
Membership No.: 097820
For and on behalf of Karin Stanley
K.K. Mankeshwar & Co. Director
Charted Accountants
FRN: 106009W

New Delhi
Date: 19th April, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

1 Corporate Information
Max UK Limited (“Max UK”) is incorporated and operates under the applicable laws of England and Wales. The company is engaged in the
business of providing business and administrative support services to officials of various group companies of Max India Limited, the parent
company at United Kingdom.
2 Basis of preparation
These financial statements are prepared in accordance with Indian Generally Accepted Accounting Principles (GAAP) under the historical
cost convention on accrual basis. GAAP comprises mandatory accounting standards as prescribed under Section 133 of the Companies
Act, 2013 ('Act') read with Rule 7 of the Companies (Accounts) Rules, 2014, the provisions of the Act (to the extent notified). Accounting
policies have been consistently applied except where a newly issued accounting standard is initially adopted or a revision to an existing
accounting standard requires a change in the accounting policy hitherto in use.
Basis of Translation into Indian Rupees
These financial statements have been prepared for the purpose of compliance with the provisions of Section 129 of the Indian Companies
Act, 2013 and have been translated to Indian Rupees (Rs.) in accordance with Accounting Standard-11 issued by ICAI on The Effects of
Changes in Foreign Exchange Rates’. The functional currency of the Company is Pound Sterling (GBP).
The translation of foreign currency into Rs. has been carried out:
a) For assets and liabilities (both monetary and non-monetary items) using the rate of exchange prevailing on the balance sheet date
(1GBP = Rs. 95.0882 as at March 31, 2016 and 1GBP = Rs. 92.4591 as at March 31, 2015).
b) For revenues and expenses using average exchange rates prevailing during the reporting period (1GBP = Rs. 98.0745 for the year
April 1, 2015 to March 31, 2016 and 1GBP = Rs. 98.4270 for the year April 1, 2014 to March 31, 2015).
c) Resulting exchange differences are taken into foreign currency translation reserve as required under Accounting Standard-11.
3 Significant Accounting Policies
3.1 Use of estimates
The preparation of financial statements in conformity with Indian GAAP requires the management to make judgments, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent
liabilities, at the end of the reporting period. Although these estimates are based on the management's best knowledge of current
events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material
adjustment to the carrying amounts of assets or liabilities in future periods.
3.2 Tangible fixed assets
Fixed Assets are stated at their original cost.
3.3 Depreciation on tangible fixed assets
Depreciation is charged on straight-line method on a pro-rata basis at rates estimated by the management based on the economic
useful life of the assets.
3.4 Revenue Recognition
Revenue represents amounts invoiced during the year, exclusive of value added tax.
3.5 Expenditure
Expenses are accounted for on the accrual basis and provisions are made for all known losses and liabilities.
3.6 Foreign exchange transactions
Initial recognition
Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate
between the reporting currency and the foreign currency at the date of the transaction.
Conversion
Foreign currency monetary items are reported using the closing rate. 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; and non-monetary items which
are carried at fair value or other similar valuation denominated in a foreign currency are reported using the exchange rates that
existed when the values were determined.
Exchange differences
Exchange differences arising on the settlement of monetary items, or on reporting such monetary items at rates different from those
at which they were initially recorded during the year, or reported in previous financial statements, are recognized as income or as
expenses in the year in which they arise.
3.7 Taxation
Provision for tax consists of current tax and deferred tax. Current tax provision is computed for current income based on the tax liability
after considering allowances and exemptions. Deferred tax assets and liabilities are computed on the timing differences at the
balance sheet date between the carrying amount of assets and liabilities and their respective tax basis.
3.8 Cash Flow Statements
Cash flows are reported using the Indirect Method, whereby profit/ (loss) before tax is adjusted for the effects of transactions of non-
cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing and
financing activities of the Company are segregated based on the available information.
3.9 Cash & Cash equivalents
Cash and cash equivalents for the purposes of cash flow statement comprise cash at bank and in hand and short term investments
with an original maturity of three months or less.

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

4 Share Capital
(Rupees)
As at As at
March 31, 2016 March 31, 2015
Authorised shares (Nos.)
1,000,000 (Previous year: 1,000,000) ordinary shares of GBP 1/- each 71,061,111 71,061,111

71,061,111 71,061,111

Issued, subscribed & fully paid-up shares (Nos.)

299,742 (Previous year: 299,742) ordinary shares of GBP 1/- each 21,300,000 21,300,000
21,300,000 21,300,000

4.1 Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

As at March 31, 2016 As at March 31, 2015

Number of shares (Rupees) Number of shares (Rupees)

Equity Shares
At the beginning of the year 299,742 21,300,000 299,742 21,300,000
Outstanding at the end of the year 299,742 21,300,000 299,742 21,300,000

4.2 Terms/rights attached to equity shares

The company has only one class of equity shares having a par value of GBP 1/- each per share. Each holder of equity shares is entitled
to one vote per share.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, in
proportion to the number of equity shares held by the shareholders.
4.3 Shares held by holding Company
Out of shares issued by the company, shares held by its holding company are as below:
(Rupees)
As at As at
March 31, 2016 March 31, 2015
No. of Shares No. of Shares
Max India Limited, the holding company 299,742 299,742
299,742 299,742

4.4 Details of shareholders holding more than 5% shares in the company

(Rupees)
As at March 31, 2016 As at March 31, 2015
Name of the Shareholder Number of shares % held Number of shares % held

Max India Limited, the holding company 299,742 100 299,742 100

5 Reserve and surplus

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Foreign Currency Translation Reserve
Balance as per last financial statements 3,899,248 4,925,272
Add: Addition during the year 370,865 (1,026,024)
4,270,113 3,899,248

Surplus/ (deficit) in the statement of profit and loss

Balance as per last financial statements (11,032,474) (12,078,263)
Profit for the year 1,049,987 1,045,789
Net Surplus/ (deficit) in the statement of profit and loss (9,982,487) (11,032,474)

Total (5,712,374) (7,133,226)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

6 Trade Payables
(Rupees)
As at As at
March 31, 2016 March 31, 2015
Micro, Small and Medium Enterprises - -
Others 1,307,360 1,163,961
1,307,360 1,163,961

Others includes amount of Nil (Previous year Nil) payable to a director of the Company.

7 Other Current Liabilities

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Other Payables
Satutory Dues 83,773 118,810
83,773 118,810

8 Short Term Provisions

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Provision for income tax 229,448 232,720
229,448 232,720

9 Tangible A ssets
(Rupees)
Furniture Equipment Total
& Fixtures
Cost
At 01st April 2014 623,037 209,233 832,270
Additions - 39,371 39,371
Deletions/ Adjustments - (159,845) (159,845)
Exchange Difference (42,394) (6,933) (49,327)
At 31 March 2015 580,643 81,826 662,469
Additions - 32,659 32,659
Deletions/ Adjustments - - -
Exchange Difference 16,511 1,332 17,843
At 31 March 2016 597,154 115,817 712,971

Depreciation
At 01st April 2014 623,037 208,241 831,278
Charge for the year - 3,248 3,248
Deletions/ Adjustments - (159,845) (159,845)
Exchange Difference (42,394) (4,675) (47,069)
At 31 March 2015 580,643 46,969 627,612
Charge for the year - 14,809 14,809
Deletions/ Adjustments - - -
Exchange Difference 16,511 885 17,396
At 31 March 2016 597,154 62,663 659,817

Net Block
At 31 March 2015 - 34,857 34,857
At 31 March 2016 - 53,154 53,154

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

10 Cash & Bank Balances

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Balances with banks
- on Current Accounts 3,281,494 9,079,021
Cash on hand 761 1,202
3,282,255 9,080,223

11 Short Term Loans and Advances

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Others
Unsecured, considered good 60,666 93,384
60,666 93,384

12 Other Current Assets

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Unbilled Revenue & Prepayments 13,812,132 6,473,801
13,812,132 6,473,801

13 Other Income
(Rupees)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Interest on Fixed Deposit with Bank 22,655 14,666
22,655 14,666

14 Employee Benefit Expenses

(Rupees)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Salaries and wages 5,191,279 5,295,569
5,191,279 5,295,569

Salaries and wages include an amount of Rs. 4,413,353 (Previous year Rs. 4,921,350) paid to a director of the Company.

15 Finance Cost
(Rupees)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Bank Charges 16,280 16,536
16,280 16,536

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

16. Other Expenses

(Rupees)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Rent 846,677 909,465
Insurance 50,803 53,741
Repairs and Maintenance:
Others 35,895 90,848
Equipment Hire charges 76,498 9,843
Electricity and Water - 16,929
Printing and Stationery 72,967 74,903
Travelling and Conveyance 4,344,602 3,971,234
Communication 391,219 685,249
Legal and Professional 1,460,133 1,532,508
Miscellaneous 140,443 123,961
7,419,237 7,473,364

Notes:
Payment to auditor
(Rupees)
For the year ended For the year ended
March 31, 2016 March 31, 2015
As auditor: (Included in Legal & Professional)
Audit fee 480,565 462,607

17 Leases
17.1 Finance lease: company as lessee
The company does not have finance lease agreement.
17.2 Operating lease: Company as lessee
i) Lease rentals recognised in the statement of profit and loss for the year is Rs. 846,677 (Previous year Rs. 909,465).
ii) The Company has entered into operating leases that are renewable on a periodic basis and cancellable at Company’s option. The
Company has not entered into sublease agreements in respect of these leases.
iii) The total of future minimum lease payments under non-cancellable leases are as follows:
(Rupees)
As at As at
Particulars
March 31, 2016 March 31, 2015

Not later than one year 570,529 832,132

Later than one year and not later than five year - 590,562
Later than five year - -
Total 570,529 1,422,694

18 Segment Reporting:
The Company operates only in one business segment viz. to work as a representative office of Max Group companies. Accordingly there are
no reportable business segments.
19 Deferred Tax:
The net deferred tax asset has not been recognized due to virtual uncertainty regarding future taxable profits.

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

20. Related parties disclosures

Names of related parties and related party relationship
Related parties where control exists
Holding Company Max India Limited
Enterprises owned or significally infuenced by key management personnel Max Financial Services Limited
Max Venture and Industries Limited
Key Management Personnel Ms. Karin Stanley

(Rupees)
Fellow Subsidiary Key Management
Holding Company
Company personnel
Related Parties Transactions
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
Income
- Max India Limited 2,781,197 14,067,581 - - - -
- Max Financial Services Limited 10,568,312 - - - - -
- Max Venture and Industries Limited 556,082 - - - - -

Salaries and Wages

- Karin Stanley - - - - 4,413,353 4,921,350

21 Other disclosure requirements of Schedule III to the Companies Act, 2013 are not applicable to the Company.
22 Previous year figures have been regrouped / reclassified wherever necessary to conform to current year's classification.

As per our report of even date

Dinesh K. Bachchas For and on behalf of the Board of Directors of

Partner Max UK Limited
Membership No.: 097820
For and on behalf of Karin Stanley
K.K. Mankeshwar & Co. Director
Charted Accountants
FRN: 106009W

New Delhi
Date: 19th April, 2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
Max ATEEV Limited
Dear Shareholders, DIVIDEND
Your Directors have great pleasure in presenting the 22nd Annual In view of the losses, your Directors did not recommend any dividend
Report together with the Audited Balance Sheet as at March 31, 2016 for the year under review.
and Statement of Profit & Loss for the year ended on that date.
BOARD OF DIRECTORS
We would like to bring to your notice that Max Financial Services
Limited (“MFSL”/ formerly “Max India Limited”) Holding Company of In terms of Section 152 of the Companies Act, 2013 (‘the Act’), Mr.
the Company was demerged vide Order dated December 14, 2015 of Pradeep Pal Chadha (DIN:05132136) being longest in the office shall
the Hon’ble High Court of Punjab and Haryana sanctioning the retire at the ensuing AGM and being eligible for re-appointment, offers
Composite Scheme of Arrangement between Max Financial Services himself for re-appointment.
Limited (“MFSL/ formerly Max India Limited”); Max India Limited
During the period under review, Mrs. Sujatha Ratnam (DIN:
(“Max India / formerly Taurus Ventures Limited”) and Max Ventures
00403024) resigned as Director of the Company and Mr. Jatin
Industries Limited (“MVIL/ formerly Capricorn Ventures Limited”) and
Khanna (DIN:07089135) was appointed as Additional Director of the
filing the said Order with Registrar of Companies, Chandigarh on
Company w.e.f. March 30, 2016.
January 15, 2016 thereby achieving the Effective Date. Accordingly, in
terms of the sanctioned Scheme, entire shareholding in the Company The term of office of Mr. Jatin Khanna expires on the date of ensuing
held by MFSL and its nominees comprising of 3,14,43,600 equity Annual General Meeting of the Company. The Company has received a
shares of Rs.10/ each was transferred to Max India and its nominees notice under Section 160 of the Act from a member proposing the
without any further act or deed and the Company became a Wholly candidature of Mr. Jatin Khanna for being appointed as Director of the
Owned-Subsidiary of Max India. Company. The Board of Directors recommend to the shareholders for
Financial Results his appointment as Director of the Company liable to retire by rotation.
(In Rupees) The Board met for a total no. of 4 times during the period under review
Year ended Year ended namely on May 27, 2015, August 11, 2015, December 5, 2015, and
March 31, 2016 March 31, 2015 March 30, 2016.
Total Income Nil Nil STATEMENT OF DECLARATION BY INDEPENDENT DIRECTORS
Operating Expenses 5,72,184 1,15,141
Pursuant to the provisions of Section 149(7) of the Act, your Company
EBDITA (5,72,184) (1,15,141)
has received declaration of Independence from Mrs. Kiran Sharma
Depreciation Nil Nil and Mr. Sanjay Khandelwal, independent Directors of the Company
Interests Nil Nil
COMMITTEE OF BOARD OF DIRECTORS
Taxes Nil Nil
Net Profit After Tax (5,72,184) (1,15,141) The Company has the following committees in compliance with the
requirements of the relevant provisions of applicable laws and
No. of Equity Shares 3,14,43,600 3,14,43,600
statutes.
EPS (0.03) (0.01)
1. Audit Committee:
MATERIAL CHANGES AFFECTING FINANCIAL POSITION
There are no material changes and commitments, affecting the The Audit Committee currently consists of Mrs. Kiran Sharma, Mr.
financial position of the Company which has occurred between the Sanjay Khandelwal and Mr. Pradeep Pal Chadha.
end of the financial year of the Company i.e. March 31, 2016 and the One meeting of Audit Committee was held during the financial year
date of the Directors’ report. 2015-16 on May 27, 2015.
OPERATIONS 2. Nomination & Remuneration Committee:
Presently, your Company is a subsidiary of Max India Limited (formerly
The Nomination & Remuneration Committee currently consists of
Taurus Ventures Limited). During the year under review, your Company
Mrs. Kiran Sharma, Mr. Sanjay Khandelwal and Mr. Pradeep Pal
incurred a loss of Rs. 5,72,184. Currently, the Company is not
Chadha.
pursuing any business/ commercial operations.
SHARE CAPITAL Two meetings of Nomination and Remuneration Committee were
held during the financial year 2015-16 on August 11, 2015 and
The Authorized Share Capital of the Company as on March 31, 2016 March 30, 2016.
was Rs. 31,50,00,000 (Rupees Thirty One Crore Fifty Lacs only)
comprising of 3,15,00,000 equity shares of Rs. 10 each. 3. Committee of Independent Directors:
The Paid up capital of the Company as on March 31, 2016 was Rs. The Committee of Independent Directors consists of Mrs. Kiran
31,44,36,000 (Rupees Thirty One Crore Forty Four Lacs Thirty Six Sharma and Mr. Sanjay Khandelwal.
Thousand only) comprising of 3,14,43,600 equity shares of Rs. 10
The Committee met on August 11, 2015.
each.
There has been no change in the share capital of the Company during PERFORMANCE EVALUATION OF THE BOARD
the period under review. The Nomination and Remuneration Committee and the Board of
SUBSIDIARIES Directors at its meetings held on August 5, 2016 had laid down criteria
for performance evaluation of Directors, Chairperson, Board Level
Presently, there is no subsidiary of the Company.
Committees and Board as a whole and also the evaluation process for
CONSOLIDATED FINANCIAL STATEMENTS the same. The performances of the members of the Board, the Board
Since the Company does not have any subsidiary or Associate/Joint level Committees and the Board as a whole were evaluated at the
Venture Company as on the date of this report, hence no consolidated meeting of the Committee of Independent Directors and the Board of
financial statements are required to be prepared. the Directors.

A N N U A L R E P O RT 2 0 1 5 - 1 6
POLICY ON QUALIFICATION AND REMUNERATION FOR THE
DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES
The Company has framed a Policy for determining qualifications,
positive attributes and independence of a Director and remuneration
for the Directors, Key Managerial Personnel and other employees. The
Policy is attached herewith marked as Annexure I.
KEY MANAGERIAL PERSONNEL
There was no change in the Key managerial positions in the Company.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted or
renewed any deposits from the public.
LOANS, GUARANTEES OR INVESTMENTS IN SECURITIES
The Company has not given any loans, made any guarantees or
acquired any securities or provided for acquisition of any securities
during the period under review which are covered under Section 186
of the Companies Act, 2013.
CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions that were entered during the financial
year were in the ordinary course of the business of the Company and
were on arm’s length basis. The requirement of furnishing form AOC-2
is considered to be not applicable to the Company.
There were no materially significant related party transactions
entered by the Company with Promoters, Directors, Key Managerial
Personnel or other persons which may have a potential conflict with
the interest of the Company.
TRANSFER TO RESERVES
The Company did not transfer any amount to any reserve.
AUDITOR & AUDITORS’ REPORT
During the year under review, M/s. S. R. Batliboi & Co. LLP, Statutory
Auditors vide their letter dated April 20, 2016 expressed their inability
to continue as Statutory Auditors of the Company.
Pursuant to Section 139 & 142 of the Act, M/s. Nangia & Co.,
Chartered Accountants (FRN 002391C) were appointed as the
Statutory Auditors of the Company at the Extraordinary General
Meeting held on May 2, 2016 until the conclusion of the ensuing
Annual General meeting.
There are no audit qualifications or reporting of fraud in the Statutory
Auditors Report given by M/s. Nangia & Co., Statutory Auditors of the
Company for the FY 2015-16 as annexed elsewhere in this Annual Report.
Pursuant to the provision of Section 139 of the Act and rules made
there under, it is proposed to appoint M/s. Nangia & Co., LLP,
Chartered Accountants as statutory auditors of the Company for a
period of five (5) years from the conclusion of the forthcoming Annual
General Meeting.
The Company has received a certificate from M/s. Nangia & Co.,
Chartered Accountants pursuant to Section 139 and other applicable
provisions of the Act, confirming their eligibility for appointment.
RISK MANAGEMENT POLICY
The Company manages, monitors and reports on the principal risks
and uncertainties that can impact its ability to achieve its strategic
objectives. The Company's management systems, organizational
structures, processes, standards, code of conduct and behaviors
together form Risk Management Policy that governs how the Company
conducts the business and manages associated risks.
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION & FOREIGN EXCHANGE EARNING AND OUTGO
The disclosures to be made under sub-section (3) (m) of Section 134
A N N U A L R E P O RT 2 0 1 5 - 1 6
of the Act read with Rule (8) (3) of the Companies (Accounts) Rules,
2014 by your Company are explained as under:
(A)Conservation of Energy & Technology Absorption
The Company has taken measures to reduce the energy
consumption, by using energy efficient equipment, incorporating
latest technology and regular maintenance. No expenditures were
incurred on Research and Development.
(B)Foreign Exchange Earnings and Outgo
There has been no foreign exchange earnings and outgo during the
year under report.
EXTRACTS OF ANNUAL RETURN
Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of
Section 92 of the Act, read with Rule 12 of the Companies
(Management and Administration) Rules, 2014, the extracts of the
Annual Return as at March 31, 2016 forms part of this report as
Annexure II.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(5) of the Act, it is
hereby confirmed that:
(a) In the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper
explanation relating to material departures;
(b) The Directors had selected such accounting policies and applied
them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and
of the loss of the Company for that period;
(c) The Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with
the provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud and
other irregularities;
(d) The Directors had prepared the annual accounts on a going
concern basis;
(e) The Directors had laid down internal financial controls to be
followed by the Company and that such internal financial controls
are adequate and were operating effectively; and
(f) The Directors had devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOLEDGEMENT
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders and other
business constituents during the year under review.
By Order of the Board
For Max Ateev Limited
Jatin Khanna V. Krishnan
August 5, 2016 Director Managing Director
New Delhi DIN: 07089135 DIN: 00402601
Annexure:
I Nomination and Remuneration Policy
II Extract of Annual Return in Form MGT 9

APPOINTMENT CRITERIA, QUALIFICATION & REMUNERATION
POLICY IN TERMS OF SECTION 178 OF THE COMPANIES ACT, 2013
(“THE ACT”)
Preamble
In terms of Section 178 of the Act, the Nomination & Remuneration
Committee (“NRC”) shall formulate the criteria for determining
qualifications, positive attributes and independence of a Director and
recommend to the Board a Policy, relating to the remuneration for the
Directors, Key Managerial Personnel (“KMP”) and other employees.
Appointment Criteria and Qualification
It is the responsibility of the NRC to develop competency requirements
for the Board based on the industry and strategy of the Company. For
this purpose, the NRC shall identify and ascertain the integrity,
qualification, expertise and experience of the person, conduct
appropriate reference checks and due diligence before
recommending him /her to the Board.
For the appointment of KMPs [other than Managing Director/ Whole
time Director/Manager/CEO], Senior Management and other
A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 1
employees, a person should possess adequate qualification,
expertise and experience for the position, he / she is considered for
the appointment.
Remuneration Policy
The remuneration policy of the Company is aimed at rewarding the
performance, based on review of achievements on a regular basis and
is in consonance with the existing industry practice. This Policy has
been adopted in accordance with the requirements of Section 178 of
the Act with respect to the appointment and remuneration of the
Directors, Key Managerial Personnel and Senior Management.
Remuneration to Non-executive / Independent Director
The remuneration / commission / sitting fees, as the case may be, to
the Non-Executive /Independent Director, shall be in accordance with
the provisions of the Act and the Rules made there under for the time
being in force or as may be decided by the Committee / Board
/shareholders. An Independent Director shall not be entitled to any
stock option of the Company unless otherwise permitted in terms of
the Act, as amended from time to time.
ANNEXURE - 2

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
As on financial year ended on March 31, 2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.
I REGISTRATION & OTHER DETAILS:
i CIN U74899DL1994PLC060700
ii Registration Date 04-08-1994
iii Name of the Company MAX ATEEV LIMITED
iv Category/Sub-category Public Company / Company Limited by Shares

v Address of the Registered office & contact details Max House, 1, Dr. Jha Marg, Okhla New Delhi – 110 020
vi Whether listed company No
vii Name, Address & contact details of the Registrar & Transfer Agent, if any. Nil
II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more of the total turnover of the
company shall be stated)
Currently, the Company is not pursuing any business/ commercial operations. Hence, this information requirement is not applicable on the
Company for the period under review.
III PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Pursuant to the Composite Scheme of Arrangement as referred in the Directors’ Report, the Company became Wholly-Owned Subsidiary
(WOS) of Max India Limited (formerly known as Taurus Ventures Limited) w.e.f. April 01, 2015. Prior to this, the Company was WOS of Max
Financial Services Limited (formerly Max India Limited).
Particulars of Holding Company as on March 31, 2016 are as follows:
SI. Name and address of the Company CIN/GLN Holding/Subsidiary/ % of Applicable
No. Associate shares held Section
1. Max India Limited U85100PB2015PLC039155 Holding Company 100% 2 (46) of the
(Erstwhile Taurus Ventures Limited) Companies Act, 2013
Bhai Mohan Singh Nagar Railmajra,
Tehsil Balachaur Dist. Nawanshahr
Punjab – 144 533.

IV SHAREHOLDING PATTERN (Equity Share capital Breakup as percentage to Total Equity)

i) Category-wise shareholding
SI. Category of % change during
No. of Shares held at the begining of the year No. of Shares held at the end of the year
No. Shareholders the year
Particulars Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
A. Promoter s
(1) Indian
a) Individual/ HUF -- -- -- -- -- -- -- -- –
b) Central Govt -- -- -- -- -- -- -- -- –
c) State Govt(s) -- -- -- -- -- -- -- -- --
d) Bodies Corp. -- 31443600 31443600 100% -- 31443600 31443600 100% Nil
e) Banks / FI -- -- -- -- -- -- -- –
f) Any other -- -- -- -- -- -- -- -- –
Total shareholding of Promoter (A) -- 31443600 31443600 100% -- 31443600 31443600 100% Nil

B. Public Shareholding -- -- -- -- -- -- -- -- –
1. Institutions-- -- -- -- -- -- -- -- –
a) Mutual Funds -- -- -- -- -- -- -- -- –
b) Banks / FI -- -- -- -- -- -- -- -- –
c) Central Govt -- -- -- -- -- -- -- -- –
d) State Govt(s) -- -- -- -- -- -- -- -- --
e) Venture Capital Funds -- -- -- -- -- -- -- -- –
f) Insurance Companies -- -- -- -- -- -- -- -- –
g) FIIs -- -- -- -- -- -- -- -- –

A N N U A L R E P O RT 2 0 1 5 - 1 6
 ANNEXURE - 2

SI. Category of % change during

No. of Shares held on March 31, 2015 No. of Shares held on March 31, 2016
No. Shareholders the year
Particulars Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
h) Foreign Venture Capital Funds -- -- -- -- -- -- -- -- –
i) Others (specify) -- -- -- -- -- -- -- -- –
Sub-total (B)(1):- -- -- -- -- -- -- -- -- --

2. Non-Institutions -- -- -- -- -- -- -- -- –
a) Bodies Corp. -- -- -- -- -- -- -- -- –
i) Indian -- -- -- -- -- -- -- -- –
ii) Overseas -- -- -- -- -- -- -- -- –
b) Individuals -- -- -- -- -- -- -- -- –
I) Individual shareholders holding -- -- -- -- -- -- -- -- –
nominal share capital upto Rs. 1 lakh
ii) Individual shareholders holding nominal -- -- -- -- -- -- -- -- –
share capital in excess of Rs 1 lakh
c) Others (specify) -- -- -- -- -- -- -- -- –
Non Resident Indians -- -- -- -- -- -- -- -- –
Overseas Corporate Bodies -- -- -- -- -- -- -- -- –
Foreign Nationals -- -- -- -- -- -- -- -- –
Clearing Members -- -- -- -- -- -- -- -- –
Trusts -- -- -- -- -- -- -- -- –
Foreign Bodies - D R -- -- -- -- -- -- -- -- –
Sub-total (B)(2):- -- -- -- -- -- -- -- -- --
Total Public Shareholding (B)=(B)(1)+ (B)(2) -- -- -- -- -- -- -- -- --
C. Shares held by Custodian for GDRs & ADRs -- -- -- -- -- -- -- -- –
Grand Total (A+B+C) -- 31443600 31443600 100% -- 31443600 31443600 100% Nil

B SHARE HOLDING OF PROMOTERS

Sl Shareholder’s Name Shareholding at the Shareholding at the % change in

No. beginning of the year end of the year shareholding
No of % of total % of shares pledged No of % of total % of shares pledged during the year
shares shares of the encumbered to shares shares of the encumbered to
company total shares company total shares
1 Max India Limited
(formerly Taurus Ventures Limited) 31443580 100.00 Nil 31443580 100.00 Nil Nil
2. Mrs. Sujatha Ratnam* 4 0.00 Nil 4 0.00 Nil Nil
3. Mr. V. Krishnan* 4 0.00 Nil 4 0.00 Nil Nil
4. Mr. Pradeep Pal Chadha* 2 0.00 Nil 2 0.00 Nil Nil
5. Mr. B. Das* 2 0.00 Nil 2 0.00 Nil Nil
6. Mr. M.G. Rajagopalan* 4 0.00 Nil 4 0.00 Nil Nil
7. Mr. Rajinder Kumar* 4 0.00 Nil 4 0.00 Nil Nil
Total : 31443600 100% 31443600 100%
* shares held as nominees of Max India Limited

C) Change in Promoters’ Shareholding (please specify, if there is no change)

Sl Particulars Share holding at the beginning Cumulative Share holding

No. of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year 31443600 100% 31443600 100%

Date wise Increase / Decrease in Promoters Shareholding
during the year specifying the reasons for increase /
decrease (e.g. allotment /transfer / bonus/ sweat equity etc.): Nil Nil Nil Nil
At the end of the year 31443600 100% 31443600 100%

A N N U A L R E P O RT 2 0 1 5 - 1 6
ANNEXURE - 2

D) Shareholding Pattern of top ten Shareholders:

(Other than Directors, Promoters and Holders of GDRs and ADRs): NOT APPLICABLE

E) Shareholding of Directors and Key Managerial Personnel:

Sl Shareholding of each Directors and Share holding at the beginning Cumulative Share holding
No. each Key Managerial Personnel of the Year during the year
No of shares % of total shares No of shares % of total shares
of the company of the company

At the beginning of the year 10* 0.00 10* 0.00

Date wise Increase / Decrease in Promoters Shareholding

during the year specifying the reasons for increase /
decrease (e.g. allotment / transfer / bonus/ sweat equity etc.): 4** 0.00 4** 0.00

At the end of the year 6* 0.00 6* 0.00

*represents the shares held by directors as nominees of Max India Limited

** represents the shares held by one of the director as nominee of Max India Limited who ceased to be the director w.e.f. March
30, 2016.

V) INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment. : NIL

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

The Company has not paid any Remuneration to its Managing Director/Directors or Manager during the financial year 2015-16

B. Remuneration to other directors:

The Company had paid sitting fees to the Independent Directors during the financial year 2015-16 as detailed below:

Mrs. Kiran Sharma : Rs. 37,500/-

Mrs. Sanjay Khandelwal: Rs. 37,500/-

The Company has not paid any Remuneration/Sitting fees during the financial year 2015-16 to other Directors

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD: Nil

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Penalties/punishment/compounding of offences that has been imposed on the Company, its Directors and any other officers
during the financial year ended March 31, 2016: NIL

A N N U A L R E P O RT 2 0 1 5 - 1 6
To the Members of Max Ateev Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Max
Ateev Limited (the ‘Company’) which comprise the Balance Sheet as
at March 31, 2016, the Statement of Profit and Loss and the Cash
Flow Statement for the period ended 31st March’2016, and a
summary of significant accounting policies and other explanatory
information.
Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial 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 for safeguarding the assets
of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder.
We conducted our audit in accordance with the Standards on
Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatements.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the financial statements
that give a true and fair view in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of
expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. 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 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a
A N N U A L R E P O RT 2 0 1 5 - 1 6
true 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, 2016, its Losses and its cash flows for the period ended
31st March’2016
Report on Other Legal and Regulatory Requirements
1. 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 Companies Act, 2013, we give in
the Annexure a statement on the matters specified in paragraph 3
of the Order, to the extent applicable.
2. 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 purpose of our audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as 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.
(d) In our opinion, the Balance Sheet, Statement of Profit and
Loss, and Cash Flow Statement comply with the Accounting
Standards notified specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of written representations received from the
directors as on March 31, 2016, and taken on record by the
Board of Directors, none of the directors is disqualified as on
March 31, 2016, from being appointed as a director in terms of
sub-section (2) of section 164 of the Companies Act, 2013.
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating
effectiveness of such controls, refer to “Annexure A” to this
report;
(g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best
of our information and according to the explanations given to
us:
i. The Company does not have any pending litigation which
would impact its financial position.
ii. The Company did not have any long-term contracts
including derivative contracts for which there were any
material foreseeable losses.
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection Fund
by the Company.
For Nangia & Co.
Chartered Accountants
ICAI FRN 002391C
(Vikas Gupta)
Partner,
Membership # 076879
Place: New Delhi
Date: 20/05/2016
ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN
DATE ON THE FINANCIAL STATEMENTS OF Max Ateev Limited
Report on the Internal Financial Controls under Clause (i) of Sub-
section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
To the Members of Max Ateev Limited, New Delhi
We have audited the internal financial controls over financial
reporting of Max Ateev Limited (“the Company”) as of March 31, 2016
in conjunction with our audit of financial statements of the Company
for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls over Financial
Reporting

The Company’s Management is responsible for establishing and Because of the inherent limitations of internal financial controls over
maintaining internal financial controls based on the internal control financial reporting, including the possibility of collusion or improper
over financial reporting criteria established by the Company management override of controls, material misstatements due to
considering the essential components of internal control stated in error or fraud may occur and not be detected. Also, projections of any
the Guidance Note on Audit of Internal Financial Controls over evaluation of the internal financial controls over financial reporting to
Financial Reporting issued by the Institute of Chartered Accountants future periods are subject to the risk that the internal financial control
of India. These responsibilities include the design, implementation over financial reporting may become inadequate because of
and maintenance of adequate internal financial controls that were changes in conditions, or that the degree of compliance with the
operating effectively for ensuring the orderly and efficient conduct of policies or procedures may deteriorate.
its business, including adherence to the Company’s policies, the Opinion
safeguarding of its assets, the prevention and detection of frauds
In our opinion, the Company has, in all material respects, an
and errors, the accuracy and completeness of the accounting
adequate internal financial controls system over financial reporting
records, and the timely preparation of reliable financial information,
and such internal financial controls over financial reporting were
as required under the Companies Act, 2013.
operating effectively as at March 31, 2016, based on the internal
Auditors’ Responsibility control over financial reporting criteria established by the Company
Our responsibility is to express an opinion on the Company's internal considering the essential components of internal control stated in
financial controls over financial reporting based on our audit. We the Guidance Note on Audit of Internal Financial Controls Over
conducted our audit in accordance with the Guidance Note on Audit Financial Reporting issued by the Institute of Chartered Accountants
of Internal Financial Controls Over Financial Reporting (the of India.
“Guidance Note”) and the Standards on Auditing as specified under
section 143(10) of the Companies Act, 2013, to the extent applicable
For Nangia & Co.
to an audit of internal financial controls, both applicable to an audit of
Chartered Accountants
Internal Financial Controls and, both issued by the Institute of
ICAI FRN 002391C
Chartered Accountants of India. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and (Vikas Gupta)
perform the audit to obtain reasonable assurance about whether Partner,
adequate internal financial controls over financial reporting was Membership # 076879
established and maintained and if such controls operated effectively
Place: New Delhi
in all material respects.
Date: 20/05/2016
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable

A N N U A L R E P O RT 2 0 1 5 - 1 6
Max Ateev Limited institutions, Banks, Government or through debentures during
the audit period.
Annexure to Independent Auditors’ Report for the period ended
March 2016 ix. As explained, the Company has not raised money by way of initial
Public offer or further public offer (including debt instruments).
(Referred to in Paragraph 1 under the Heading of “Report on Other
Legal and Regulatory Requirements” of our Report of even date) x. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during
Based on the audit procedures performed for the purpose of
the year.
reporting a true and fair view on the financial statements of the
Company and taking into consideration the information and xi. According to the information and explanations given to us, no
explanations given to us and the books of accounts and other records managerial remuneration has been paid or provided in
examined by us in the normal course of audit, we report that: accordance with the requisite approvals mandated by the
provisions of section 197 read with Schedule V to the Companies
i. In respect of fixed assets:
Act, 2013
The Company does not have any fixed assets and accordingly, the
xii. As explained, the company is not a Nidhi company. Therefore the
provisions of Clause (i) (a) to (c) of paragraph 3 of the Order are
provisions of Clause (xii) of paragraph 3 of the Order are not
not applicable to the Company.
applicable to the Company.
ii. In respect of Inventories:
xiii.According to the information and explanations given to us, the
The Company business does not involve inventories and provisions of Section 177 of Companies Act, 2013 read with rule
accordingly the provisions of Clause (ii) of paragraph 3 of the 6 of Companies (Meetings of Board and its powers) Rules, 2014 is
Order are not applicable to the Company. not applicable to the Company.
iii. According to the information and explanations given to us, the Further, According to the information and explanations given to
Company has not granted any loans, secured or unsecured to us, all transaction with related parties are in compliance with
companies, firms, Limited Liability Partnership or other parties provisions of Section 188 of Companies Act, 2013 and details
covered in the register maintained under Section 189 of the have been disclosed in the Financial Statements as required by
Companies Act, 2013. Accordingly the provisions of clause iii (a) the Accounting Standards.
to (c) of paragraph 3 of the Order are not applicable to the
xiv. According to the information and explanations given to us, no
Company and hence not commented upon.
preferential allotment or private placement of shares or fully or
iv. According to the information and explanations given to us, the partly convertible debentures has been noticed or reported
Company has not given any loan to Directors or persons during the Year. Hence the requirement of Section 42 of
connected with them as per the provisions mentioned in section Companies Act, 2013 is not applicable.
185 of the companies Act, 2013.
xv. According to the information and explanations given to us, no non
Further, Company has not made any Loans, investments, cash transactions with Directors or persons connected with him
guarantee & securities to any person or other bodies corporate as have been noticed or reported during the year as per the
per the provisions mentioned in section 186 of the Companies provisions of Section 192 of Companies Act, 2013.
Act, 2013.
xvi. According to the information and explanations given to us,
v. In respect of public deposit: Company is not required to be registered under section 45-IA of
According to the information and explanations given to us, the the Reserve Bank of India Act, 1934.
Company has not accepted any deposits from the public within
the meaning of Section 73 to 76 of the Companies Act, 2013 and
For Nangia & Co.
the rules framed there-under. Therefore the provisions of Clause
Chartered Accountants
(v) of paragraph 3 of the Order are not applicable to the Company.
ICAI FRN 002391C
vi. In respect of cost records:
(Vikas Gupta)
In our opinion and according to information and explanations Partner,
given to us, maintenance of cost records has not been prescribed Membership # 076879
by the Central Government under Section 148(1) of the
Place: New Delhi
Companies Act, 2013 for the services provided by the company.
Date: 20/05/2016
vii. In respect of statutory dues:
a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the
Company has generally been regular in depositing its
undisputed statutory dues including Provident Fund,
Employees State insurance, Income-Tax, Sales-Tax, Wealth
Tax, Service tax, duty of Custom, duty of Excise, value added
tax, cess and Entertainment Tax etc. There is no undisputed
dues payable, outstanding as on 31st March, 2016 for a
period of more than six months from the date they became
Payable.
b) According to the information and explanations given to us,
there are no amounts in respect of income tax, service tax
etc. that have not been deposited with the appropriate
authorities on account of any dispute.
viii.The Company has not taken any loans from financial

A N N U A L R E P O RT 2 0 1 5 - 1 6
BALANCE SHEET
AS AT MARCH 31, 2016

(Rupees)
As at As at
Notes
March 31, 2016 March 31, 2015
Equity and liabilities
Shareholders' funds
Share capital 2 314,436,000 314,436,000
Reserves and surplus 3 (383,069,368) (382,482,184)
(68,633,368) (68,046,184)

Current liabilities
Short-term borrowings 4 69,939,247 69,248,133
Trade payables 5 92,500 102,360
Other current liabilities 6 7,500 10,000
70,039,247 69,360,493
TOTAL 1,405,879 1,314,309

Assets
Non-current assets
Long-term Loans and advances 7 1,195,645 1,195,645

Current assets
Cash and bank balances 8 210,234 118,664
TOTAL 1,405,879 1,314,309

Significant Accounting Policies 1

Notes to the Accounts 2 to 19

Auditor’s Report
“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Ateev Limited
ICAI Firm Registration Number: 002391C

Vikas Gupta V. Krishnan Pradeep Pal Chadha

FCA, Partner (Managing Director) (Director)
Membership Number: 076879 DIN No : 00402601 DIN No : 05132136
A‐38, Lajpat Nagar Sahibabad B‐13/4 Ramesh Nagar New Delhi 110015
Place: New Delhi Ghaziabad 201005
Date: 20/05/2016

Bhawana Singh
(Company Secretary)
X‐411, Street No. ‐ 2 Gandhi
Nagar Delhi 110031

Place: New Delhi

Date: 20/05/2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED MARCH 31, 2016

(Rupees)
For the year ended For the year ended
Notes
March 31, 2016 March 31, 2015
Income
Other income - -
Total revenue (I) - -

Expenses
Other expenses 9 587,184 115,141
Total expenses (II) 587,184 115,141

Loss before tax (I) - (II) (587,184) (115,141)

Tax expense - -

Loss after tax (587,184) (115,141)

Earnings per equity share 11

Basic [Nominal value of shares Rs.10 (Previous year Rs.10)] (0.03) (0.01)
Diluted [Nominal value of shares Rs.10 (Previous year Rs.10)] (0.03) (0.01)

Significant Accounting Policies 1

Notes to the Accounts 2 to 19

Auditor’s Report
“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Ateev Limited
ICAI Firm Registration Number: 002391C

Vikas Gupta V. Krishnan Pradeep Pal Chadha

FCA, Partner (Managing Director) (Director)
Membership Number: 076879 DIN No : 00402601 DIN No : 05132136
A‐38, Lajpat Nagar Sahibabad B‐13/4 Ramesh Nagar New Delhi 110015
Place: New Delhi Ghaziabad 201005
Date: 20/05/2016

Bhawana Singh
(Company Secretary)
X‐411, Street No. ‐ 2 Gandhi
Nagar Delhi 110031

Place: New Delhi

Date: 20/05/2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
CAS H F L O W S TAT E M E N T
FOR THE YEAR ENDED MARCH 31, 2016

(Rupees)
For the year ended For the year ended
March 31, 2016 March 31, 2015
Cash flow from operating activities
Loss before tax (587,184) (115,141)
Operating profit before working capital changes (587,184) (115,141)
Movement in working capital :
Increase/ (decrease) in trade payables (9,860) -
Increase/ (decrease) in other current liabilities (2,500) -
Cash generated from/(used in) operations (599,544) (115,141)
Direct taxes paid (net of refunds) - -
Net cash flow from /(used in) operating activities (A) (599,544) (115,141)

Cash flow from investing activities

Net cash flow from /(used in) investing activities (B) - -

Cash flow from financing activities

Proceeds from short term borrowings 691,114 115,141
Net cash flow from /(used in) financing activities (B) 691,114 115,141

Net Increase/(decrease) in cash and cash equivalents (A + B) 91,570 -

Cash and cash equivalents at the beginning of the year 118,664 118,664
Cash and cash equivalents at the end of the year 210,234 118,664

Notes
The Cash Flow Statement has been prepared under the "Indirect Method" as set out in the Accounting Standard-3 on Cash Flow Statements.
2) Cash and Cash Equivalents at the end of the year consist of Cash and Balances with Banks.

(Rupees)
As at As at
March 31, 2016 March 31, 2015
With banks -
on current account 8 210,234 118,664
210,234 118,664

Auditor’s Report
“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Ateev Limited
ICAI Firm Registration Number: 002391C

Vikas Gupta V. Krishnan Pradeep Pal Chadha

FCA, Partner (Managing Director) (Director)
Membership Number: 076879 DIN No : 00402601 DIN No : 05132136
A‐38, Lajpat Nagar Sahibabad B‐13/4 Ramesh Nagar New Delhi 110015
Place: New Delhi Ghaziabad 201005
Date: 20/05/2016

Bhawana Singh
(Company Secretary)
X‐411, Street No. ‐ 2 Gandhi
Nagar Delhi 110031

Place: New Delhi

Date: 20/05/2016

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

Background
Max Ateev Limited is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. The Company has
scaled down its operations and currently there is no steady stream of revenue.
1. Significant accounting policies
a Basis of preparation of Financials Statements
The financial statements of the company have been prepared in accordance with generally accepted accounting principles in India
(Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting
standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules
2014. The financial statements have been prepared on an accrual basis and under the historical cost convention. The accounting
policies have been consistently applied by the Company and are consistent with those used in the previous year.
During the year the Company has incurred losses of Rs 587,184 (Previous year Rs 115,141). As at March 31, 2016, the accumulated
losses of the Company are Rs 383,069,368 (previous year Rs 382,482,184) as against the share holders fund of Rs. 314,436,000
(previous year Rs. 314,436,000). The Company is dependent on its holding company, Max India Limited for financial support. In the
opinion of the management, in view of the commitment of continued financial support by holding company, and on the basis of the
Company’s future investment plans, the Company is continuing with a going concern assumption. Further, the Company does not
anticipate that it will not be able to realize its assets and discharge its liabilities in the normal course of business.
b Use of estimates
The preparation of financial statements in conformity with Indian GAAP requires the management to make judgments, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent
liabilities, at the end of the reporting period. Although these estimates are based on the management's best knowledge of current
events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material
adjustment to the carrying amounts of assets or liabilities in future periods.
c Revenue recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the company and the revenue can be
reliably measured.
d Income taxes
Tax expense comprises current and deferred tax. Current income-tax is measured at the amount expected to be paid to the tax
authorities in accordance with the Income-tax Act, 1961 enacted in India and tax laws prevailing in the respective tax jurisdictions
where the company operates. The tax rates and tax laws used to compute the amount are those that are enacted or substantively
enacted, at the reporting date. Current income tax relating to items recognized directly in equity is recognized in equity and not in the
statement of profit and loss.
Deferred income taxes reflect the impact of timing differences between taxable income and accounting income originating during the
current year and reversal of timing differences for the earlier years. Deferred tax is measured using the tax rates and the tax laws
enacted or substantively enacted at the reporting date. Deferred income tax relating to items recognized directly in equity is
recognized in equity and not in the statement of profit and loss.
Deferred tax liabilities are recognized for all taxable timing differences. Deferred tax assets are recognized for deductible timing
differences only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which
such deferred tax assets can be realized. In situations where the company has unabsorbed depreciation or carry forward tax losses,
all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized
against future taxable profits.
At each reporting date, the company re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax asset to
the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be
available against which such deferred tax assets can be realized.
The carrying amount of deferred tax assets are reviewed at each reporting date. The company writes-down the carrying amount of
deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future
taxable income will be available against which deferred tax asset can be realized. Any such write-down is reversed to the extent that it
becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set-off current tax assets against
current tax liabilities and the deferred tax assets and deferred taxes relate to the same taxable entity and the same taxation authority.
e Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders ( after
deducting preference dividend and attributable taxes) by the weighted average number of equity shares outstanding during the
period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and
the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity
shares
f Provisions
A provision is recognized when the company has a present obligation as a result of past event. it is probable that an outflow of
resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle
the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best
estimates.
g Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-
occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is not recognized
because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The company does
not recognize a contingent liability but discloses its existence in the financial statements.

2 Share Capital
(Rupees)
As at As at
March 31, 2016 March 31, 2015
Authorised shares (Nos.)
31,500,000 (Previous year: 31,500,000) equity shares of Rs. 10/- each 315,000,000 315,000,000
315,000,000 315,000,000

Issued, subscribed and fully paid-up shares (Nos.)

31,443,600 (Previous year: 31,443,600) equity shares of Rs. 10/- each fully paid up 314,436,000 314,436,000
Total issued, subscribed and fully paid-up share capital 314,436,000 314,436,000

2.1 Terms/rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10/- per share. Each holder of equity shares is entitled to
one vote per share.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company in
proportion to the number of equity shares held by the shareholders.

2.2 Shares held by holding company

Out of equity shares issued by the company, shares held by its holding company are as below:
(Rupees)
As at As at
March 31, 2016 March 31, 2015
Max India Limited, the holding company
31,443,580 (Previous year: 31,443,580) equity shares of Rs. 10/- each fully paid up 314,435,800 314,435,800
314,435,800 314,435,800

2.3 Details of shareholder holding more than 5% shares as at March 31, 2016 and March 31, 2015 is set out below (Legal ownership)

As at March 31, 2016 As at March 31, 2015

Number of shares % held Number of shares % held

Equity shares of Rs.10 each, fully paid-up

Max India Limited, the holding company 31,443,580 99.99 31,443,580 99.99

3. Reserves and surplus

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Surplus/ (deficit) in the statement of profit and loss
Balance as per last financial statements (382,482,184) (382,367,043)
Loss for the year (587,184) (115,141)
Net Surplus/ (deficit) in the statement of profit and loss (383,069,368) (382,482,184)

Total reserves and surplus (383,069,368) (382,482,184)

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

4. Short-term borrowings
(Rupees)
As at As at
March 31, 2016 March 31, 2015
Unsecured
Interest free loans and advances from holding company, repayable on demand 69,939,247 69,248,133

69,939,247 69,248,133

5. Trade payables
(Rupees)
As at As at
March 31, 2016 March 31, 2015
Trade payables dues of other than micro and small enterprises 92,500 102,360
92,500 102,360

6. Other current liabilities

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Other liabilities
- Dues to statutory authorities 7,500 10,000
7,500 10,000

7. Loans and advances

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Tax deducted at source recoverable 1,195,645 1,195,645
1,195,645 1,195,645

8. Cash and bank balances

(Rupees)
As at As at
March 31, 2016 March 31, 2015
Cash and cash equivalents
Balances with banks
on Current Accounts 210,234 118,664
210,234 118,664

9. Other expenses
(Rupees)
For the year ended, For the year ended,
March 31, 2016 March 31, 2015
Rates and taxes 232,467 -
Legal and professional 354,717 115,141
587,184 115,141

Payment to auditor (included in legal and professional expenses)

(Rupees)
For the year ended, For the year ended,
March 31, 2016 March 31, 2015
As auditor:
Audit fee 25,000 112,360
Reimbursement of expenses - 2,781
25,000 115,141

A N N U A L R E P O RT 2 0 1 5 - 1 6
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

10. Contingent liabilities

(Rupees)
S. For the year ended, For the year ended,
Particulars
No. March 31, 2016 March 31, 2015
I. Department has filed an appeal before the ITAT against the order of CIT (A) deleting 573,230 573,230
the Demand raised by Income Tax authorities in respect of assessment year 2001-2002.
The company is hopeful that the above appeal will be disposed off in its favour.

11. Earnings per share (EPS)

(Rupees)
For the year ended, For the year ended,
March 31, 2016 March 31, 2015
Total operations for the year
Profit/(loss) after tax (587,184) (115,141)
Numbers Numbers
Weighted average number of equity shares in calculating basic EPS 31,443,600 31,443,600

Earning per share (Rupees) (0.03) (0.01)

12. Related party disclosures

Names of related parties where control exist irrespective of whether transactions have been occurred or not
Holding company Max India Limited
(Rupees)
Related party transactions Holding Company
March 31, 2016 March 31, 2015
Reimbursement of expenses received
- Max India Limited 691,114 115,141

Amount payable
- Max India Limited 69,939,247 69,248,133

13. Deferred Taxes

The Company follows Accounting Standard 22- “Accounting for taxes on Income”, and have deferred tax asset, comprising of unabsorbed
depreciation and carry forward losses. However, as the subsequent realization of such amount is virtually not certain in the near future, the
management is of the view that it is prudent not to recognize deferred tax assets. Accordingly, no deferred tax has been recognized in the
financial statements.

14. Information pursuant to the provisions of Section 22 of Micro, Small and Medium Enterprises Development Act, 2006.

During the year company has not paid any interest in terms of the section 18 of the above mentioned act. No principal amount or interest
amount are due at the end of this accounting year which is payable to any Micro, Small or Medium enterprises as defined in the Micro, Small
and Medium Enterprises Development Act, 2006.

15. The Company is operating in single line of business and all the other activities revolve around the main business and entire business is
conducted within India , hence in accordance with AS-17- “Segment Reporting” there are no separate reportable segments either on the
basis of business segmentation or geographical segmentation.

16. The accounts of certain Trade Receivables, Trade Payables, Short/Long Term Loans and Advances, Other Current Assets and Current
Liabilities and are subject to confirmation / reconciliation and adjustment, if any. The Management does not expect any material difference
affecting the current year’s financial statements.

In the opinion of the management, the current assets, loans and advances are expected to realize at least the amount at which they are
stated, if realized in the ordinary course of business and provision for all known liabilities have been adequately made in the books of
accounts.

17. The Company has prepared these financial statements as per the format prescribed by Schedule III to the Companies Act, 2013 ('the
schedule') issued by Ministry of Corporate Affairs. Previous year figures have been recast/restated to conform to the classification of the
current year.

A N N U A L R E P O RT 2 0 1 5 - 1 6
 NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED MARCH 31, 2016

18. 'The Current Year refers to the period April 01, 2015 to March 31, 2016. (Previous year refers to April 01, 2014 to March 31, 2015). The
previous year figures have been regrouped, rearranged and reclassified wherever necessary to conform to this year’s classification.

19. All figures are in Indian Rupees.

Auditor’s Report
“As per our separate report of even date”

For Nangia & Co. For and on behalf of the Board of Directors of
Chartered Accountants Max Ateev Limited
ICAI Firm Registration Number: 002391C

Vikas Gupta V. Krishnan Pradeep Pal Chadha

FCA, Partner (Managing Director) (Director)
Membership Number: 076879 DIN No : 00402601 DIN No : 05132136
A‐38, Lajpat Nagar Sahibabad B‐13/4 Ramesh Nagar New Delhi 110015
Place: New Delhi Ghaziabad 201005
Date: 20/05/2016

Bhawana Singh
(Company Secretary)
X‐411, Street No. ‐ 2 Gandhi
Nagar Delhi 110031

Place: New Delhi

Date: 20/05/2016

A N N U A L R E P O RT 2 0 1 5 - 1 6