Dr Lal Pathlabs Ltd
Directors Reports
Dear Members,
Your Directors have pleasure in presenting the 29th Annual Report on the
business and operations of your Company along with the audited statement of accounts for
the financial year ended March 31, 2023.
FINANCIAL RESULTS
The Financial performance of your Company for the year ended March 31, 2023 is
summarized below:
(H in Million)
| |
Consolidated |
Standalone |
Particulars |
Year ended March 31, 2023 |
Year ended March 31, 2022 |
Year ended March 31, 2023 |
Year ended March 31, 2022 |
| Total Income |
20,586 |
21,400 |
18,156 |
19,319 |
| Total Expenses |
17,148 |
16,650 |
14,248 |
14,709 |
| Profit/(Loss) before Tax (PBT) |
3,438 |
4,750 |
3,908 |
4,610 |
| Profit/(Loss) after Tax (PAT) |
2,411 |
3,503 |
2,924 |
3,453 |
These numbers have been restated pursuant to approval of Scheme of Amalgamation of APL
Institute of Clinical Laboratory & Research Private Limited with the Company.
FINANCIAL PERFORMANCE
I. C ONSOLIDATED PERFORMANCE
During the FY 2022-2023, the Company reported a Consolidated Total Income of H
20,586 Million compared to H 21,400 Million in the previous year. The Consolidated Net
Profit After Tax of the Company stood at H 2,411 Million compared to H 3,503 Million in
the previous year.
II. STANDALONE PERFORMANCE
During the FY 2022-2023, the Company reported a Standalone Total Income of H 18,156
Million compared to H19,319 Million in the previous year. The Standalone Net Profit After
Tax of the Company stood at H 2,924 Million compared to H 3,453 Million in the
previous year.
CONSOLIDATED ACCOUNTS
The consolidated financial statements of your Company for the Financial Year 2022-23,
are prepared in compliance with applicable provisions of the Companies Act, 2013
(‘the Act"), Indian Accounting Standards ("Ind-AS") and Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 ("Listing Regulations"). The consolidated financial statements have been
prepared on the basis of audited financial statements of the Company and its Subsidiaries,
as approved by their respective Board of Directors.
DIVIDEND
During the year under review, your Company paid dividends as under:
Date of Declaration |
Dividend Type |
Financial Year |
Dividend Per Share (face value of Rs10/- each) |
June 30, 2022 |
Final Dividend |
2021-22 |
Rs 6/- |
July 28, 2022 |
Interim Dividend |
2022-23 |
Rs 6/- |
In addition, your Directors are pleased to recommend dividend of H 6/- per equity share
of face value of H 10/- each as Final Dividend for the Financial Year 2022-23, for
approval by the shareholders at the ensuing Annual General Meeting ("AGM") of
the Company.
The Dividend Distribution Policy of the Company is attached herewith as Annexure-1
and forms an integral part of this Annual Report. The said policy is also available on the
website of the Company at: https://uat-cdn.drlallab.com/2023-06/
Dividend-Distribution-Policy.pdf
TRANSFER TO RESERVES
During the year under review, no amount has been transferred to the General Reserve of
the Company from current year profits.
AMALGAMATION
The Board of Directors of your Company in their meeting on February 03, 2020, approved
a Scheme of Amalgamation ("the Scheme") between Dr. Lal PathLabs Limited (the
Company/Transferee Company) and APL Institute of Clinical Laboratory & Research
Private Limited, a wholly owned subsidiary of the Company (APL/ Transferor Company),
having its Registered Office in Ahmedabad, subject to requisite approvals under Section
230 to 232 of the Companies Act, 2013 ("the Act").
The Scheme was sanctioned by New Delhi and Ahmedabad Bench of Hon'ble National Company
Law Tribunal (NCLT) on May 13, 2022 and March 17, 2023 respectively.
The certified true copies of the Order(s) of New Delhi and Ahmedabad Bench of Hon'ble
NCLT were filed with respective Registrar of Companies - Delhi and Registrar of Companies
- Ahmedabad on June 8, 2022 and March 27, 2023, respectively and consequent upon that APL
stands amalgamated with the Company w.e.f March 27, 2023 (being the effective date).
Pursuant thereto and in accordance with the terms of the Scheme, APL gets amalgamated with
the Company w.e.f. April 1, 2020 (being the appointed date) and consequently stands
dissolved without being wound-up.
CHANGE IN SHARE CAPITAL
Authorized Share Capital
During the year under review, the authorized share capital of the Company has been
increased from H 1,07,95,00,000/- divided into 10,79,50,000 equity shares of H 10/- each
to H 1,07,96,00,000/- divided into 10,79,60,000 equity shares of H 10/-each, by virtue of
the NCLT's Order(s) passed for sanctioning the Scheme of Amalgamation of APL Institute of
Clinical Laboratory & Research Private Limited with the Company.
Paid-up Share Capital
During the year under review, the paid-up equity share capital of the Company has been
increased from H 83,34,48,770/- divided into 8,33,44,877 equity shares of H 10/-
each to H 83,36,78,770/- divided into 8,33,67,877 equity shares of H10/- each pursuant to
allotment of Equity Shares under the Employee Stock Option Plan 2010 of the Company as
detailed below:
Date of Allotment |
Number of Equity Shares allotted |
| 1. May 06, 2022 |
7,000 |
| 2. January 03, 2023 |
2,000 |
| 3. February 22, 2023 |
14,000 |
TOTAL |
23,000 |
Further, after the closing of financial year 2022-23 the paid-up equity share capital
of the Company has also been increased from H 83,36,78,770/- divided into 8,33,67,877
equity shares of H 10/- each to H 83,41,48,770/- divided into H 8,34,14,877 equity
shares of H 10/- each pursuant to allotment of Equity Shares under the Employee Stock
Option Plan 2010 of the Company as detailed below:
Date of Allotment |
Number of Equity Shares allotted |
| 1. April 12, 2023 |
16,000 |
| 2. May 19, 2023 |
25,000 |
| 3. July 13, 2023 |
6,000 |
TOTAL |
47,000 |
These Equity Shares are rank pari passu with the existing Equity Shares of the Company
in all respects. During the year under review, your Company has not issued any Equity
Share with differential rights, Sweat Equity Shares or Bonus Shares.
EMPLOYEES STOCK OPTION PLAN / SCHEME
During the year under review, the Shareholders of the Company in their 28th
Annual General Meeting held on June 30, 2022 approved Dr. Lal PathLabs Employee Stock
Option Plan, 2022 ("ESOP Plan, 2022").
Further, there has been no material change in the existing ESOP Plans of the Company
viz. (i) Employee Stock Option Plan, 2010, (ii) Employee Restricted Stock Unit Plan, 2016
and (iii) Employee Stock Option Plan, 2022 and these Plans have been implemented in
compliance with relevant/ applicable ESOP Regulations/ Guidelines. The disclosure(s) as
required under the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
are disclosed on the website of the Company and can be accessed at
https://uat-cdn.drlallab.com/2023-08/Information-as-per-SEBI-(SBEB)-Regulations-FY23.pdf
SUBSIDIARIES
A report on the performance and financial position of each of the subsidiaries and
their contribution to the overall performance of the Company for the financial year ended
March 31, 2023 in Form AOC -1 as per the Companies Act, 2013 is attached herewith as Annexure-2
and forms an integral part of this Annual Report.
The annual accounts of the each of the subsidiaries shall also be made available to the
Shareholders of the Company/ Subsidiary Companies seeking such information at any point of
time. The annual accounts of the Subsidiary Companies are also available under investors
section on the website of the Company at www.lalpathlabs.com
The Company has formulated a policy for determining material subsidiaries. The said
policy is also available on the website of the Company at: https://uat-cdn.
drlallab.com/2023-06/Policy-for-determining-Material-Subsidiaries.pdf
TRANSFER OF UN-CLAIMED IPO SHARE APPLICATION MONEY TO IEPF
During the year under review, pursuant to the provisions of Section 125 of the
Companies Act, 2013 read with Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016, as amended from time to time, your
Company has duly transferred Unclaimed IPO Share Application Money of H 12,59,200 (Rupees
Twelve Lakh Fifty Nine Thousand Two Hundred only) to Investor Education and Protection
Fund (IEPF) Account of Central Government.
The Claimant(s), whose unclaimed amount has been transferred by the Company to IEPF
Account may claim their amount by complying with the procedure stipulated in the IEPF
Rules.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION
No material changes and commitments, other than disclosed as part of this report,
affecting the financial position of the Company have occurred between March 31, 2023 and
the date of the report.
PUBLIC DEPOSITS
During the year under review, your Company has not accepted any deposit within the
meaning of Section 73 and 74 of the Companies Act, 2013 read with the Companies
(Acceptance of Deposits) Rules, 2014.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are provided in the prescribed format
and annexed herewith as Annexure-3 and forms an integral part of this Annual
Report.
Particulars of employee remuneration, as required under Section 197 (12) of the
Companies Act, 2013 read with Rule 5 (2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 forms an integral part of this Annual
Report. In terms of the provisions of the first proviso to Section 136 (1) of the
Companies Act, 2013, the Annual Report is being sent to Shareholders, excluding the
aforementioned information. Any Shareholder interested in obtaining a copy of such
statement may write to the Company Secretary of the Company at cs@lalpathlabs.com.
AUDIT COMMITTEE
The composition of Audit Committee has been detailed in the Corporate Governance
Report, forming part of this Annual Report. All recommendations made by the Audit
Committee have been accepted by the Board of Directors.
DIRECTORS
I. Retir ement by rotation and subsequent appointment
Mr. Rahul Sharma (DIN: 00956625), Non-Executive Director of the Company is liable to
retire by rotation at the ensuing Annual General Meeting ("AGM") pursuant to the
provisions of Section 152 of the Companies Act, 2013 read with the Companies (Appointment
and Qualification of Directors) Rules, 2014 and being eligible offers himself for
re-appointment. Appropriate resolution for his reappointment is being placed for the
approval by the Shareholders of the Company at the ensuing AGM. A brief profile of Mr.
Rahul Sharma and other related information is detailed in the Notice convening the 29th
AGM of your Company.
The Board considered the said re-appointment in the interest of the Company and hence
recommends the same to the Shareholders for approval.
II. Appointment
The tenure of majority of the Independent Directors on the Board of the Company shall
be coming to an end by August, 2023. In order to ensure smooth transition at the Board
Level, the Board of Directors on recommendation of Nomination & Remuneration Committee
and after evaluating balance of skills, knowledge and experience available on the Board,
approved, the appointment of: i. Mr. Rohit Bhasin (DIN: 02478962) as an Additional
Director in the category of Independent Director, not liable to retire by rotation for a
term of three (3) consecutive years beginning from November 8, 2022. ii. Mr. Arun Duggal
(DIN: 00024262) as an Additional Director in the category of Independent Director, not
liable to retire by rotation for a term of three (3) consecutive years beginning from
February 2, 2023. Further, the Shareholders of the Company by way of Postal Ballot(s),
approved the appointment of Mr. Rohit Bhasin and Mr.
Arun Duggal as Independent Directors of the Company on December 14, 2022 and March 10,
2023 respectively. iii Mr. Gurinder Singh Kalra (DIN: 10197218) and Mr. Rajit Mehta (DIN:
01604819) appointed as Additional Directors in the category of Independent Directors not
liable to retire by rotation for a term of three (3) consecutive years beginning from July
27, 2023, subject to the approval of Shareholders at the ensuing Annual General Meeting.
III. Declaration of Independence from Independent
Directors
Your Company has received declarations from all the Independent Directors confirming
that they meet the criteria of independence as prescribed under Section 149 of the
Companies Act, 2013 and Rules made thereunder read with Schedule IV as well as the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
In the opinion of the Board, all the Independent Directors fulfil the criteria of
independence as specified in Companies Act, 2013 and Rules made thereunder read with
Schedule IV as well as Regulation 25 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and they are independent from the Management. Further, all
the directors including Independent Directors of the Company possess appropriate skills,
experience & knowledge in one or more fields viz. Board & Governance, Finance,
Accounting & Finance Reporting, Information Technology and Specialized Industry &
environmental knowledge or other disciplines related to Company's business.
KEY MANAGERIAL PERSONNEL
In accordance with the provisions of Section 2(51) and 203 of the Companies Act, 2013
read with Rules made thereunder, the following were the Key Managerial Personnel (KMPs) of
the Company as on March 31, 2023:
1. (Hony) Brig. Dr. Arvind Lal – Executive Chairman
2. Dr. Om Prakash Manchanda – Managing Director
3. Dr. Vandana Lal – Whole Time Director
4. Mr. Bharath U - Chief Executive Officer
5. Mr. Ved Prakash Goel – Group Chief Financial Officer; and
6. Mr. Rajat Kalra - Company Secretary and Legal Head
Mr. Rajat Kalra, resigned as Company Secretary and Legal Head of the Company w.e.f.
March 31, 2023 (closing of business hours).
Basis the recommendation of Nomination & Remuneration Committee, the Board of
Directors appointed Mr. Vinay Gujral as Company Secretary (KMP) of the Company w.e.f May
11, 2023.
ANNUAL EVALUATION OF BOARDS PERFORMANCE
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Board have carried out annual evaluation
of
(i) its own performance;
(ii) Performance of Individual Directors;
(iii) Performance of Chairman of the Board; and
(iv) Performance of all the Committees of the Board for the Financial Year 2022-23. A
structured questionnaire was prepared covering various aspects of the Board's functioning
such as adequacy of the composition of the Board and its Committees, Board culture,
execution and performance of specific duties, obligations and governance. A separate
exercise was carried out to evaluate the performance of individual Directors, who were
evaluated on parameters such as level of engagement and contribution, independence of
judgment, safeguarding the interest of the Company and its minority shareholders etc. The
performance evaluation of the Independent Directors was carried out by the entire Board.
The performance evaluation of the Non-Independent Directors and Chairman of the Board was
carried out by the Independent Directors taking into account the views of Executive
Directors and Non-Executive Directors.
The Directors expressed their satisfaction with the evaluation process.
Further, the evaluation process confirms that the Board and its Committees continue to
operate effectively and the performance of the Directors and the Chair is satisfactory.
NOMINATION & REMUNERATION POLICY
In compliance with the provision of Section 178 of the Companies Act, 2013 and Rules
made thereunder, the Board has on the recommendation of the Nomination & Remuneration
Committee of the Company, framed a policy for selection and appointment of Directors, Key
Managerial Personnel, Senior Management Personnel and their remuneration.
The Nomination and Remuneration Policy as updated from time to time is attached
herewith as Annexure -4 and forms an integral part of this Annual Report and the
same can also be accessed at the website of the Company at:
https://uat-cdn.drlallab.com/2023-06/Nomination-and-Remuneration-Policy.pdf
NUMBER OF MEETINGS OF THE BOARD AND ITS COMMITTEES
The Board met Four (4) times during the Financial Year 2022-23. The details of the
meeting of the Board and its Committees thereof are given in the Corporate Governance
Report, which forms an integral part of this Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134 (3)(c) of the Companies Act, 2013, the Directors confirm that:
a) in the preparation of the annual accounts for the Financial Year ended March 31, 2023,
the applicable accounting standards and Schedule III of the Companies Act, 2013, have been
followed and there are no material departures from the same; 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 your Company as at March 31, 2023 and of the profit/loss of the Company for
the Financial Year ended March 31, 2023; c) proper and sufficient care has been taken by
the Directors 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 annual accounts have been
prepared on a ‘going concern' basis by the Directors; e) proper internal financial
controls laid down by the Directors were 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.
AUDITORS AND AUDITORS REPORT
I. Statutory Auditors
The Shareholders of the Company in their 28th Annual General Meeting (AGM) held on June
30, 2022, re-appointed M/s. Deloitte Haskins & Sells LLP., Chartered Accountants,
(Firm Registration No. 117366W/W100018) as the Statutory Auditors of the Company to hold
office for their second term of five (5) year(s) i.e. from the conclusion of 28th
AGM till the conclusion of 33rd AGM of the Company, to be held in calendar year
2027.
M/s. Deloitte Haskins & Sells LLP, Chartered Accountants, Statutory Auditors have
confirmed that they have not been disqualified to act as Statutory Auditors of the Company
and that their continuation is within the ceiling limit as prescribed under section 141 of
the Companies Act, 2013 and/ or other relevant statue.
Further, the Statutory Auditors of the Company have not reported any fraud as specified
under the second proviso of Section 143(12) of the Companies Act, 2013 (including any
statutory modification(s) or re-enactment(s) for the time being in force). The Auditors'
Report for the Financial Year ended
March 31, 2023, does not contain any qualification, reservation or adverse remark.
The Auditors' Report being self-explanatory does not call for any further comments from
the Board of Directors.
II. Cost Auditors
In terms of the Section 148 of the Companies Act, 2013 read with Companies (Cost
Records and Audit) Rules, 2014, the Company is required to maintain cost accounting
records and get them audited every year. Accordingly, such accounts and records were made
and maintained for the Financial Year 2022-23.
The Board of Directors on the recommendations of the Audit Committee has appointed M/s
A.G. Agarwal & Associates, Cost and Management Accountants, as Cost Auditors of the
Company for the Financial Year 2023-24 at a fee of H 1,00,000/- (Rupees One Lakh Only)
plus applicable taxes and out of pocket expenses subject to the ratification of the said
fees by the Shareholders at the ensuing AGM.
III. Secretarial Auditors
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company
had appointed M/s PDS & Co., Company Secretaries ("Secretarial Auditors") to
conduct the Secretarial Audit of the Company for the Financial Year 2022-23.
The Secretarial Audit Report for the Financial Year ended March 31, 2023 is attached
herewith as Annexure-5 and forms an integral part of this Annual Report. The
Secretarial Audit Report is self explanatory and does not contain any qualification,
reservation or adverse remark. In compliance with the requirements of SEBI (Listing
Obligations and Disclosure Requirements), Regulations, 2015, Secretarial Audit Report of
Material Wholly Owned Subsidiary Company viz. Suburban Diagnostics (India) Private Limited
is also attached herewith as Annexure-6 and forms an integral part of this Annual
Report. The Secretarial Audit Report of Suburban Diagnostics (India) Private Limited is
self-explanatory and does not contain any qualification, reservation or adverse remark.
ANNUAL RETURN
The Annual Return of the Company in Form MGT- 7 in accordance with Section 92(3) of the
Companies Act, 2013 is available on the website of the Company at
https://uat-cdn.drlallab.com/2023-08/MGT-7-Annual-Return-2022-23.pdf
RELATED PARTY TRANSACTIONS
In compliance with the requirements of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, your Company has formulated a
Policy on Related Party Transactions which is available on Company's website at
https://uat-cdn.drlallab.com/2023-06/Policy-on-Related-Party-Transactions.pdf The Policy
intends to ensure that proper reporting, approval and disclosure processes are in place
for all transactions between the Company and its Related Parties. All Related Party
Transactions are placed before the Audit Committee for review and approval. Prior omnibus
approval is obtained for Related Party Transactions which are of repetitive nature and /
or entered in the Ordinary Course of Business and are at Arm's Length. All related party
transaction entered during the year were in Ordinary Course of the Business and on Arm's
Length basis. No Material Related Party Transaction as per the limits specified under
Companies Act, 2013 and/ or SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, was entered during the year under review by your Company. Accordingly,
the disclosure of Related Party Transactions as required under Section 134(3)(h) of the
Companies Act, 2013 in Form AOC-2 is not applicable.
LOANS, GUARANTEES AND INVESTMENTS
In terms of the provisions of section 186 of the Companies Act, 2013 read with
Companies (Meeting of Board and its Powers) Rules, 2014 and Schedule V of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, details of
Investments are set out at Note No. 6 to the Standalone Financial Statements of the
Company.
During the year under review, the Company has not given any loan or provided any
guarantees pursuant to Section 186 of the Companies Act, 2013.
RISK MANAGEMENT
Your Company recognizes that risk is an integral part of business and is committed to
manage the risks in a proactive and efficient manner. Your Company periodically assesses
risk elements in the internal and external environment and incorporates risk treatment
plans in its strategy, business and operational plans. Your Company, through its Risk
Management Policy, strives to contain impact and likelihood of the risks within the risk
appetite as agreed from time to time with the Board of Directors. The Company has a Risk
Management Committee to identify elements of risk in different areas of operations; the
details of the Risk Management Committee are included in the Corporate Governance Report.
WHISTLE BLOWER MECHANISM
Your Company has a Whistle Blower Mechanism in place as required under Section 177 of
the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulation, 2015. More details in this regard have been outlined in the Corporate
Governance Report annexed to this report and are also available under Investors Section on
the Company's website at: www.lalpathlabs.com
CORPORATE SOCIAL RESPONSIBILITY
For your Company, Corporate Social Responsibility (CSR) means the integration of
social, environmental and economic concerns in its business operations. CSR involves
operating Company's business in a manner that meets or exceeds the ethical, legal,
commercial and public expectations. In alignment with vision of the Company, through its
CSR initiative, your Company will enhance value creation in the society through its
services, conduct and initiatives, so as to promote sustained growth for the society.
The Board of Directors of your Company has formulated and adopted a policy on CSR which
can be accessed at: https://uat-cdn.drlallab.com/2023-06/CSR-Policy.pdf The CSR Policy of
your Company outlines the Company's philosophy for undertaking socially useful programs
through the creation of a CSR Trust for welfare and sustainable development of the
community at large as part of its duties as a responsible corporate citizen. The
composition of CSR committee, details of Unspent amount transferred to Unspent CSR Account
along with reason thereof and the disclosures as per Rule 8 of the Companies (Corporate
Social Responsibility Policy) Rules, 2014 as amended are provided in the "Annual
Report on CSR Activities" attached herewith as Annexure-7 and forms an
integral part of this Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis (‘MDA') Report gives details of the overall
industry structure, developments, performance and state of affairs of the Company's
business and other material developments during the Financial Year. The MDA report for the
Financial Year 2022-23 is attached herewith as Annexure- 8 and forms an integral
part of this Annual Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
In compliance with the provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Business Responsibility and Sustainability Report
(BRSR) for Financial Year 2022-23 is attached herewith as Annexure-9 and forms an
integral part of this Annual Report.
CORPORATE GOVERNANCE REPORT
In compliance with the provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a separate report on Corporate Governance for the
Financial Year 2022-23 along with a certificate from the Practicing Company Secretary on
its compliance, is attached herewith as Annexure-10 and forms an integral part of
this Annual Report.
DISCLOSURE UNDER THE SEXUAL HARASSMENTOFWOMENATWORKPLACE (PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013
The Company has in place an Anti-Sexual Harassment Policy in compliance with the
requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 ("the POSH Act"). The Company has complied with the
provisions relating to the constitution of Internal Complaints Committee (ICC) as
specified under the POSH Act.
The Company conducts sessions for employees to build awareness amongst employees about
the Policy and the provisions of the POSH Act.
Status of Complaints under the POSH Act during the Financial Year 2022-23 is detailed
below:
Particulars |
No. of Complaints |
Compliant pending at beginning of Financial Year |
0 |
Complaint received during Financial Year |
7 |
Compliant resolved during Financial Year |
7 |
Compliant pending at end of Financial Year |
0 |
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information on conservation of energy, technology absorption and foreign exchange
earnings and outgo as stipulated under Section 134 of the Companies Act, 2013 read with
the Companies (Accounts) Rules, 2014, is set out hereunder:
(A) Conservation of energy
(i) Steps taken or impact on conservation of energy
I. Maintaining power factor (PF) upto .99 (unity). Maintaining upto- 0.9994 at majority
of the locations II. Labs/ PSC locations are equipped with LED Lights for saving energy in
past years and all new labs are equipped with LED only.
III. Installed R32 refrigerant operated air conditioning systems across the nation,
which helps in conserving Ozone layer. IV. Automatic phase sequence corrector panel
installed in 22 locations to saving the Diesel consumption.
V. Current installed capacity of solar power plants is 100 KW (50+50) in National
Reference Lab, Rohini, Delhi and 10KW in Reference Lab, Kolkata.
VI. De-scaling of Chillers is being done semi-annual for better efficiency & saving
the energy VII. RO waste water recycling has helped in saving approx. 36KL of water per
day in FY 2022-23, VIII. ETP (Effluent Treatment Plant) installed in all satellite
labs for waste water treatment
XII. Energy Consumption Data: throughout the year across the Nation to treat the liquid
waste of labs, to keep environment clean.
IX. Equipped all locations with Advance Autoclave by which Temp, Pressure and time are
recorded automatically in graph and data. It's as per BMW guidelines. X. 89 E-bikes taken
on rent for sample transportation during the FY 2022-23 for home collection and logistics.
E-bikes offer a considerable opportunity to cut travel emissions. Switching from a daily
car journey to an e-bike can save an average 249g of CO2 for every 1km travelled. XI. 12
locations were D&I accessible during the FY 2022-23, to make work place workable for
everyone's. moving non-accessibility to accessibility.
| |
FY 2022-23 |
FY 2021-22 |
Parameter |
Current Financial Year (MWH) |
Previous Financial Year (MWH) |
Total electricity consumption (A) (Data calculated –Bill@11.5 per
unit) (MWH) |
16,379 |
15,271 |
Total fuel consumption (B) (calculated based on 0 .3 KWH per liter)
(MWH) |
39 |
43 |
Energy consumption through other sources (C) (Solar) (MWH) |
113 |
61 |
Total energy consumption (A+B+C) (MWH) |
16,531 |
15,375 |
(ii) Steps taken by the company for utilising alternate sources of energy
The Company had further added solar energy system of 50 KW at its National Reference
Lab in Rohini, New Delhi.
(iii) Capital investment on energy conservation equipment's
The Company has spent approx. Rs 3.2 Million on installation of solar energy system at
its National Reference Lab in Rohini, New Delhi.
(B) Technology absorption
(i) Imported Technologies
Processes / Technologies |
Date of Description Import |
Absorption |
Benefits |
1. IBEX |
IBEX is an Artificial Intelligence November, (AI) enabled software
tool 2021 which is used for the diagnosis of the digital images of histopathology / IHC
slides. It uses data models to provide the diagnosis. |
Fully |
AI assisted reporting for Prostate cancer and Breast cancer. The cancer
heat map and quantification improve accuracy and standardisation of reporting. |
| |
The vendor is based out of Israel & the tech support is provided
to us through European region. Currently the absorption is limited to Prostate cancer
& is validated and expected to be rolled out for Breast cancer diagnosis in FY24 qtr2 |
|
|
2. AlloSeq analysis software |
For Donor Derived cell free June, 2021 DNA (ddcfDNA) analysis for
monitoring solid organ transplants |
Fully |
We are first in India to launch this test in the market last year. The
test offers a non- invasive monitoring for all solid organ transplants – cardiac,
liver, lung, kidney as an alternative to repeated biopsy |
3. Leica Pegasus |
Leica Pegasus is a tissue March processor with barcode based 2023
tracking mechanism and alcohol concentration monitor |
Fully |
First Installation of this automated system in India. Barcode based
tracking of anatomic tissue processing and monitoring of the alcohol concentration for
each container with alerts thus ensuring improved tissue processing results. |
4. Metafer |
Automated metaphase December capturing microscope used for 2022
karyotyping. This system also uses Artificial Intelligence for cytogenetic analysis |
Fully |
High speed scanning of metaphases for automated capture of karyotype for
cytogenetic analysis. AI supported analysis of the karyotype supports faster screening and
analysis |
5. Optrascan |
Whole slide digital scanner October with loading capacity of 80 2022
slides in one go. |
Fully |
Telepathology software can help real time remote consultations. Real
time auto focus and Z-Stack functions available for cytology smears. Continuous loading
and unloading for efficient workflow |
(ii) O ther locally sourced Technologies:
RE Owned IP: Dr. Lal PathLabs Ltd. (DLPL) has been a pioneer in introducing newer
technologies & newer strategies to run the business operations ever efficiently &
consistently improved the service deliveries to its customers. One such latest tech
initiative in the long list of tech driven solution is the creation of an in-house AI
system for suggestive insights to its customers. The same is being called as Reco.A
I. The said engine is DLPL's own IP & is able to suggest / recommends the customers
for relevant tests basis various parameters
i.e. Current health conditions, Past result trends, demographic details, disease
categories etc. The data models imbibed & deployed under Reco.AI have been enriched by
processing a huge amount of clinical data. PLM: DLPL is committed to offer a full scale
Patient Lifecycle management (PLM) for its customers. The aim is to have an enhance
customer experience by managing the PLM & on-boarding the customers on the transition
of mind set of illness to wellness. There are several campaigns & programs created
under this PLM where the in depth data analysis & lots of cutting edge technologies
like predictive & profiling AI models are being used to help customers in the
management of their healthcare. We at DLPL call it Customer health improvement philosophy
(‘CHIPs') which aims to simplify patient lives by creating more tech enabled centres
of excellence (‘COE') and leveraging digital infrastructure. There has been a
majority of influx of technology in the digital infrastructure i.e. Data analytics,
Chatbots, AI driven IVRs, One Common registration for POS etc. Logistics Owned IP: One of
the important cog in running the DLPL business wheel is the automation in Logistics
operations. The automation is of the most significant essence here as the volume &
touch points of sample collection is tremendous & simply not possible to manage
through manual / conventional means. The technology has again come to front in developing
a home grown Logistics automation system. The System is using latest tech stack to manage
the sample collection, Sample handover, Tracking of sample movements, fleet management
etc. AI driven data models are used for Route optimizations & the image recognition
models are used for tube scanning & bagging process. Geo fencing & Secure QR code
based hand over process are also included for bringing in overall efficiency in the
system.
Medprime – Cilika digital microscope
Medprime, a startup incubated at NASSCOM, has developed a low cost, light weight, smart
& connected Microscope, which can be deployed at remote locations. Within seconds, the
enhanced images of the hematology peripheral smear slide can be sent digitally to the
expert who can examine those for Second opinion. Deployed at 18 remote locations, it has
reduced turn-around time of second opinion slides. Also, the images of the samples being
sent digitally to the expert has enabled them to do the examination from any place,
thereby enabling those in any location to take up the examination of sample sent from
anywhere, allowing improvement in operational efficiency.
(C) Expenditure incurred on Research and Development: H 36 Million
(D) Foreign exchange earnings and outgo
| |
Amount |
Particulars |
(In Rs Million) |
| Foreign Exchange Earnings |
220.22 |
| Foreign Exchange Outgo |
101.37 |
() It em representing Profit & Loss A/c for the year
INTERNAL FINANCIAL CONTROLS
Your Company has in place an adequate internal financial control framework with
reference to financial and operating controls thereby ensuring orderly and efficient
conduct of its business, including adherence to the Company's policies, safeguarding of
its assets, prevention and detection of frauds and errors, accuracy and completeness of
accounting records, and timely preparation of reliable financial information.
During Financial Year 2022-23, such controls were tested and no reportable material
weakness in the design or operation was observed.
The Directors have in the Directors Responsibility Statement confirmed the same to this
effect.
SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS
There are no significant/material orders passed by the Regulators or Courts or
Tribunals impacting the going concern status of your Company and its operations in future.
CHANGE IN NATURE OF BUSINESS
There was no change in the nature of business of the Company during Financial Year
2022-23.
COMPLIANCE OF SECRETARIAL STANDARDS
The Company has duly complied with Secretarial Standards issued by the Institute of
Company Secretaries of India on Meetings of the Board of Directors (SS-1) and Shareholders
(SS-2).
GENERAL DISCLOSURE
During the year under review, there is no application made and/or no proceeding pending
under the Insolvency and Bankruptcy Code, 2016.
During the year under review, requirement of disclosing details of difference between
amount of the valuation done at the time of onetime settlement and the valuation done
while taking loan from the Banks or Financial Institutions along with the reasons thereof
is not applicable on the Company.
APPRECIATION
Your Directors wish to convey their gratitude and place on record their appreciation
for all the employees at all levels for their hard work, solidarity, cooperation and
dedication during the year. Your Directors sincerely convey their appreciation to
customers, shareholders, vendors, bankers, business associates, regulatory and government
authorities for their continued support.
  Â