AnnuAl RepoRt 2013 - listed companyrhtrust.listedcompany.com/misc/ar2013/ar2013.pdf · RHT...

Religare Health Trust Trustee Manager Pte. Ltd.(As Trustee-Manager of Religare Health Trust)

80 Raffles Place, #11-20 UOB Plaza 2, Singapore 048624Phone: (65) 6603 5780 Fax: (65) 6603 5782

www.religarehealthtrust.com

RE

LIG

AR

E H

EA

LTH

TR

US

T

an

nu

al r

ep

or

t 2013

HEALTHTRUST

Well Positionedfor Value CreationAnnuAl RepoRt 2013

RHT AR13_COVER-BACK_FA_CR2.indd 1 2/7/13 3:47 PM

The Trustee-Manager Religare Health Trust Trustee Manager Pte. Ltd.Company registration number: 201117555K

Registered Address9 Battery Road#15-01 Straits Trading BuildingSingapore 049910Phone: (65) 6535 3600Fax: (65) 6225 6846

Operating Address80 Raffles Place#11-20 UOB Plaza 2Singapore 048624Phone: (65) 6603 5780 Fax: (65) 6603 5782

Board of DirectorsMr Ravi Mehrotra1

Executive Chairman

Mr Gurpreet Singh Dhillon Executive Director and Chief Executive Officer

Mr Chey Chor Wai2

Independent Director

Mr Eng Meng Leong3


Mr Hwang Sydney MichaelIndependent Director

Dr Yogendra Nath MathurLead Independent Director

Mr Peter Joseph Seymour Rowe4 Independent Director

Mr Pawanpreet Singh Executive Director andChief Financial Officer

Mr Deepak Manoharlal Chhabria5

Non-Executive Director andNon-Independent Director

Audit & Risk Management CommitteeMr Chey Chor Wai, Chairman2

Dr Yogendra Nath Mathur, MemberMr Peter Joseph Seymour Rowe, Member4

Remuneration CommitteeMr Peter Joseph Seymour Rowe, Chairman4

Mr Chey Chor Wai, Member 2

Mr Hwang Sydney Michael, Member

Nominating CommitteeMr Hwang Sydney Michael, Chairman Mr Peter Joseph Seymour Rowe, Member4

Dr Yogendra Nath Mathur, Member

Company SecretariesMr Abdul Jabbar Bin Karam Din (LLB (Hons)) Ms Chan Poh Kuan (ACIS)

AuditorErnst and Young LLPOne Raffles QuayNorth Tower, Level 18Singapore 048583Phone: (65) 6535 7777 Fax: (65) 6438 8710

Partner in charge: Nelson ChenAppointed since financial year ended 31 March 2012

Unit RegistrarBoardroom Corporate & Advisory Services Pte. Ltd.50 Raffles Place#32-01 Singapore Land TowerSingapore 048623Phone: (65) 6536 5355Fax: (65) 6536 1360

SGX CodeRF1U

1 Will be appointed as member of Nominating Committee on 1 July 2013.2 Will be resigning as Independent Director, Chairman of Audit & Risk Management Committee and member of

Remuneration Committee on 1 July 2013.3 Will be appointed as Independent Director, member of Audit & Risk Management Committee and Chairman of

Remuneration Committee on 1 July 2013.4 Will be appointed as Chairman of Audit & Risk Management Committee, resigning as Chairman of Remuneration

Committee to become a member of and resigning as member of the Nominating Committee on 1 July 2013.5 Resigned as Non-Executive Director on 31 December 2012.

InformationcoRpoRAte

Our MissionWe endeavour to provide unitholders of RHT with an attractive rate of return through regular and stable distributions by investing in a portfolio of income generating assets with upside growth potential.

Corporate ProfileReligare Health Trust (“RHT”) is the first business trust listed on the Singapore Exchange Securities Trading Limited (“SGX-ST”) with Indian based healthcare assets.

Our investment mandate is principally to invest in medical and healthcare assets and services in Asia, Australasia and emerging markets in the rest of the world. RHT may also develop medical and healthcare assets.

RHT has a large portfolio of strategically located Clinical Establishments* and operating hospitals across India, currently comprising 11 Clinical Establishments, 4 greenfield Clinical Establishments and 2 operating hospitals. The value of these assets is approximately S$772 millionˆ as at 31 March 2013.

ˆ Based on an exchange rate of S$1 = INR 43.75 as at 31 March 2013.* Please refer to Page 80 under Note 3.1 in the Financial Statements for the definition of Clinical Establishments.

CONTENTS

Corporate Profile Our Mission 01 Market Overview - Healthcare Industry Growth Potential 02 Performance Highlights FY13 03 Unit Price and Trading Volume 04 Organisation Chart 05 Trust Structure 06 Financial and Operational Review 08 Letter to Unitholders 12 Board of Directors 17 Senior Management of the Trustee-Manager 18 Religare Health Trust Senior Management Team 22 Portfolio At A Glance 23 Portfolio Summary 38 Corporate Governance Report 45 Annual Financial Statements 117 Statistics of Unitholdings119 Notice of Annual General Meeting of Unitholders Proxy Form

RHT leveRages on THe immense gRowTH poTenTial in inDia foR HealTHcaRe. THeRe aRe vaRious key DRiveRs of gRowTH noTable in THe HealTHcaRe maRkeT.

THey incluDe THe fasT gRowing anD aging populaTion, gRowing affluence in inDia, coupleD wiTH incReaseD awaReness of HealTH-RelaTeD issues. THese aRe likely To leaD To HigHeR HealTHcaRe-RelaTeD DiscReTionaRy spenDing. THeRe is also an incRease in HealTH insuRance coveRage as THe inDian goveRnmenT acTively pRomoTes HealTH insuRance maRkeT To make pRivaTe HealTHcaRe moRe affoRDable.

cHanging Disease pRofile is also eviDenT fRom THe HigHeR pRopoRTion of HospiTalisaTion cases Due To lifesTyle Diseases sucH as canceR, DiabeTes, wHicH will ResulT in incReaseD paTienT volumes, anD aveRage Revenue peR TReaTmenT. THeRe is also a HealTHcaRe DemanD anD supply gap as inDia accounTs foR neaRly 6% of THe woRlD’s HospiTal beDs buT sHaRes 20% of THe woRlD’s Disease buRDen.

fuRTHeRmoRe, we see a TRenD of gRowing meDical TouRism in THe asia pacific Region, wiTH wHicH inDia’s meDical TouRism maRkeT is expecTeD To gRow moRe THan 30% annually To become a s$2.1 billion inDusTRy by 2015.

we believe THaT RHT sTanDs To benefiT fRom THese key DRiveRs of gRowTH, anD is well-posiTioneD To offeR meDical RelaTeD infRasTRucTuRe DemanDeD by THe inDian maRkeT.

RELIGARE HEALTH TRUST Annual Report 2013 01

RELIGARE HEALTH TRUST Annual Report 201302

* Net Service Fee and Hospital Income is derived using the Total Revenue less Total Service Fee and Hospital expense.


19 October 2012 to 31 March 2013

140.00

120.00

100.00

80.00

60.00

40.00

20.00

0.00

1

0.95

0.9

0.85

0.8

0.75

0.7Oct ‘12 Nov ‘12 Dec ‘12 Jan ‘13 Feb ‘13 Mar ‘13

RHT Unit Closing Price (LHS)Volume Traded (RHS)

Source: Bloomberg

BOARD OF DIRECTORS

Ravi MehrotraChairman

Dr. Yogendra Nath MathurLead Independent Director

Chey Chor WaiChairman of Audit and Risk Management

Committee and Independent Director

Hwang Sydney MichaelIndependent Director

Peter Joseph Seymour RoweIndependent Director

Gurpreet Singh DhillonExecutive Director & Chief Executive Officer

(“CEO”)

Pawanpreet SinghExecutive Director & Chief Financial Officer

(“CFO”)

TRUSTEE-MANAGER

Gurpreet Singh DhillonCEO

Tan Suan HuiHead of Compliance / Investor Relations

Pawanpreet SinghCFO

RELIGARE HEALTH TRUST, INDIA

Dr. Virender SobtiChief Operating Officer, India

Shalini TyagiHead, Human Resources,

India

Naveen BhatiaFinancial Controller,

India

Faizal ImtiazHead of Operations/ Compliance,

India



HEALTHTRUST

RELIGARE HEALTH TRUST TRUSTEE

MANAGER PTE. LTD.(“TRUSTEE- MANAGER”)

Acts on behalf of unitholders and provides management

services

Trustee-Manager Fees

PORTFOLIOTotal valuation of S$772 million

as at 31 March 2013

11 Clinical Establishments4 greenfield Clinical Establishments

2 operating hospitals

FORTISOPERATINGCOMPANIES

Service Fees

Clinical Establishment

Services

OwnershipDistributions

SINGAPORE

INDIA

FORTISHEALTHCARE(“SPONSOR”)

INSTITUTIONAL & PUBLIC

INVESTORS


RHT was constituted on 29 July 2011, and the acquisition of assets and business undertakings of our initial portfolio was completed on 19 October 2012. Consequently, the financial period is from 1 April 2012 to 31 March 2013 (“FY13”), but there were no operating activities for the period prior to 19 October 2012.

Summary of Financial Results

Revenue for FY13 stood at S$49.6 million, which is 2.1% higher than the forecasted for the same period. The higher revenue is mainly due to higher hospital income from the 2 operating hospitals.

However, the Net Service Fee and Hospital Income for the period came in 2.7% lower than forecast as the Group recorded higher operating expenses. This was due to higher depreciation expense arising from higher amount of fixed assets taken over during the acquisition of subsidiaries and purchases during the year, as well as the commencement of operations at Gurgaon Clinical Establishment. Expenses were higher at Gurgaon Clinical Establishment due to its soft launch in November 2012, followed by the full scale commencement of all its medical services on 1 May 2013.

DistributionOn 24 June 2013, the Trustee-Manager paid 100% of its distributable income for the financial period ended 31 March 2013 as promised in the Trust’s prospectus, with DPU at 3.55 SGD cents.

Funding and BorrowingsOn 19 October 2012, the Trust raised gross proceeds of S$510.7 million from the initial public offering and drew down a bank loan of S$52.0 million. The entire amount of the proceeds was applied towards the completion of the acquisition of the Initial Portfolio (through the payment of the consideration for the purchase of equity shares in certain Hospital Services Companies and the acquisition of certain RHT Clinical Establishments, and the repayment of debt and certain net liabilities), the completion of the Compulsorily Convertible Preference Shares (“CCPS”) Subscription, the payment of the issue expense and debt related costs and general working capital.

As at 31 March 2013, RHT’s outstanding bank loans were S$58,450,000. Details of the bank loans are set out under Note 24 of the Annual Financial Statements which can be found on page 101 of the Annual Report.

* The forecast figures are extracted from the prospectus dated 15 October 2012 and pro-rated for the period from 19 October 2012 (Listing Date) to 31 March 2013, except for share of results of associates, issue expenses and portion of finance expenses incurred by RHT Group for the period from 1 April 2012 to the Listing Date, which are not pro-rated.

ˆ Net Service Fee and Hospital Income is derived using the Total Revenue less Total Service Fee and Hospital expense.

FY13 YTD(S$’000)

FY13 F*(S$’000)

Variance(%)

Total Revenue 49,627 48,595 2.1

Net Service Fee and Hospital Incomeˆ 29,463 30,280 (2.7)

Distribution 20,145 20,094 (1.6)

DPU based on Common Units (cents) 3.55 3.61 (1.6)

GreenfieldClinical Establishments4

Our asset portfolio addresses a market demand for high-quality healthcare related assets in burgeoning India.

Clinical Establishments11

Cities10OperatingHospitals2

RELIGARE HEALTH TRUST Annual Report 2013 07RELIGARE HEALTH TRUST Annual Report 2013 07


Dear Unitholders,

It is with great pleasure that we present the inaugural Annual Report for Religare Health Trust (“RHT”) to you.

The financial year ended 31 March 2013 was a landmark year for RHT. On 15 October 2012, we launched our initial public offering (“IPO”), which was oversubscribed at 2.3 times for the placement tranche and 14.5 times for the public offer. This was followed by a successful listing on the SGX-ST on the 19 October 2012. We believe that investors are becoming increasingly familiar with our story, getting comfortable with the management team and have confidence that the Trustee-Manager is committed to delivering what we have set out to achieve at the time of listing.

Achieving what we had set out

Religare Health Trust presents a first in many ways to investors. We are the first business trust comprising wholly of Indian healthcare assets to be listed in the Singapore public market. Prior to this, no other company or trust offers investors a 100% exposure to the growing Indian healthcare market.

This year also marked our first set of financial results. We had a good set of results for FY 2013, whereby we met the revenue forecast set out in the IPO prospectus and paid out our maiden distribution to unitholders. While Total Revenue for the period exceeded the forecast provided in the IPO prospectus by 2.1%, Net Service Fee and Hospital Income was slightly below forecast by 2.7%. This was due to a drop in variable fee comprising of revenue from medical services, which led to a drop in Net Service Fee and Hospital Income. Variable fee dipped as part of the financial results for the period occurred in the months of October to December 2013, which is a period of many major festivities in India.

Operating expenses were also higher due to expenses incurred for the soft launch of Gurgaon Clinical Establishment in November 2012. We have managed to keep other operating expenses down through tighter cost management, to compensate for the increase in expenses from the Gurgaon Clinical Establishment and depreciation. Hospital Income has also been growing faster than forecasted for the last 2 quarters. Financial year 2013 saw our maiden distribution to unitholders. A total of S$20.1 milllion was distributed out to common unitholders, representing 3.55 Singapore cents per common unit. Whilst there were concerns about the volatility of our distributions based on income received in Indian Rupees, we

Mr Gurpreet DhillonExecutive Director and Chief Executive Officer

Mr Ravi MehrotraExecutive Chairman


Our portfolio currently comprises 11 Clinical Establishments, 4 greenfield Clinical Establishments and 2 operating hospitals. The total value of these assets are approximately S$772 mil as at 31 March 2013.

had taken steps to enter into forward contracts to hedge the expected incoming rupee denominated cashflow to provide stability to the distributions. This will continue to be our policy going forward. We will hedge the expected incoming cashflows on a 12 months forward basis. In fact, the estimated distributions to be paid in respect of the half years ending 30 September 2013 and 31 March 2014 have already been hedged.

Promising healthcare industry

The nature of the healthcare industry is such that it tends to be more stable and consistent in performance compared to certain other industries. Whilst demand can slow down for a consumer item during a crisis period, demand for healthcare may not be as elective. As such, we see ourselves being very fortunate to be a provider of infrastructure assets to operators in a relatively less volatile industry. Sentiments regarding the Indian healthcare have been very positive. Just from the beginning of 2013 alone, there have been significant investments by foreign players into the Indian healthcare industry. Temasek Holdings invested S$32 million into a Bengaluru based cancer provider HealthCare Global Enterprises. International Finance Corporation and Sabre Partners invested S$62.2 million between both of them into Global Hospitals. Sequoia Capital invested S$11 million into ASG Eye Hospital. We see these as encouraging signs which will serve to boost the growth of the Indian healthcare industry.

RHT is also building itself to capitalize on the growth of the Indian healthcare industry. Expansion plans are underway at three of our existing Clinical Establishments, Kolkata, Jaipur and BG Road to

increase bed capacity. We expect to add a total of up to 180 beds when the expansion work at these 3 Clinical Establishment are fully completed. We are also expanding operations at one of our operating hospital, Rajajinagar, to add another 20 beds. At our Clinical Establishments, there is existing capacity for us to increase the operational beds, which we will do so, once we approach optimal occupancy levels. Some of the recent regulatory changes by the Delhi Development Authority also had a positive impact on RHT, by allowing an increase in the number of potential beds that can be added at our Shalimar Bagh Clinical Establishment.

We are pleased to announce that on 20 June 2013 our Clinical Establishment at BG Road was ranked 4th on the 2013 list of World’s Best Hospitals for Medical Tourists by the Medical Travel Quality Alliance. Operations had also commenced at the Gurgaon Clinical Establishment, which is the largest asset within our portfolio at 25% of total valuation as at 31 March 2013. Gurgaon Clinical Establishment represents a new standard of medical care in India, in terms of its facilities, standard of medical equipment and type of research work being carried out there. Depending on the demand for medical services at the Gurgaon Clinical Establishment, there is capacity for the current 450 operational beds to be increased to 1000 beds.

Focused on delivering value

RHT intends to stay focused in the coming year, to build upon its existing portfolio where capacity enhancement is available. In addition, we will continue to focus on the Indian healthcare market where demand remains strong and the market


Mr Ravi MehrotraExecutive Chairman27 June 2013

Mr Gurpreet DhillonExecutive Director and Chief Executive Officer27 June 2013

is underserved. Our Sponsor, Fortis Healthcare Limited (“FHL”) has one of the largest chain of hospitals in India. A number of the hospitals while currently being operated by FHL, are not owned by them. This provides opportunities for us to undertake third party acquisitions with the support of the incumbent operator. The pace of growth of the Indian healthcare industry means that current indian healthcare providers are in need of capital to expand faster in order to service this demand. This presents great opportunity for RHT to effectively provide the capital and the infrastructure that they need for their medical services.

The Board and management are also focused on our internal risk management and control processes. This was the first year of our operations and we had to ensure that all internal controls and processes are functioning effectively in order for us to be able to provide high standards of services in our Clinical Establishments, ensure the integrity of our financial figures and maintain prudence in our actions while keeping within regulatory and risk limits. We believe that by continuing to bolster our standard of corporate governance, risk management and internal control processes, this will stand RHT in good stead to forge ahead in our endeavour to seek growth for unitholders.

Acknowledgements

We would like to put on record and recognize the support of our fellow board members, senior management of the Trustee-Manager, employees, business partners and our sponsor FHL, which led to the successful listing of RHT, as well as their continuous support during the year.

We would also like to take this opportunity to thank one of our independent directors, Mr Chey Chor Wai, who also headed our Audit and Risk Management Committee, for his contributions to the Board. Mr Chey decided to step down as independent

director of the Trustee-Manager on the 1 July 2013 due to personal reasons. We thank Mr Chey for his guidance to the Board and senior management during our IPO process and over the course of our first financial year. On 1 July 2013, we will be appointing Mr Eng Meng Leong, to be our new independent director. Mr Eng brings with him 25 years of experience in the tax field and we welcome him to RHT. Mr Eng will also sit on our Audit and Risk Management Committee and chair the Remuneration Committee. Mr Peter Joseph Seymour Rowe, the current chairman of the Remuneration Committee will relinquish his chairman position, to take on the role of Chairman of the Audit and Risk Management Committee.

Most importantly we thank you, our unitholders for your confidence in investing in RHT. Without your support and confidence, it would not have been possible for us to come so far. We are grateful for your belief in us, as we embarked on our first year of operations and as a listed company.

Experienced leadership and strategic synergies underpin Religare Health Trust’s ability to generate stable returns and seize the right investment opportunities.

• The Trustee-Manager’s Board and management team, collectively have a range of commercial experience

• Track record of managing, sourcing and executing acquisitions of healthcare assets

Experienced Board and Management

• Fortis Healthcare Limited is a leading healthcare chain in India with an established operating track record

• Proven capability to generate strong revenue growth

• 28% holding in Religare Health Trust

Commitment from Sponsor with Strong Operating Expertise


RELIGARE HEALTH TRUST Annual Report 201312 RELIGARE HEALTH TRUST Annual Report 201312

1st column:Mr Ravi MehrotraMr Peter Joseph Seymour Rowe

2nd column:Dr Yogendra Nath MathurMr Eng Meng LeongMr Gurpreet Singh Dhillon

3rd column:Mr Chey Chor WaiMr Hwang Sydney MichaelMr Pawanpreet Singh


Mr Ravi MehrotraExecutive Chairman

From 7 September 2012 to 21 May 2013, Mr Mehotra held the position of Chief Executive Officer and Chairman within the Trustee-Manager. He was instrumental in helping to steer RHT through the listing. Prior to joining the Trustee-Manager, Mr Mehrotra had over 28 years of experience in the financial services sector both within India and internationally. He joined Religare Entreprises Limited (“REL”) in January 2011 and is responsible for developing the business of the Religare Group and is part of the core team which makes strategic decisions for various businesses that REL operates.

From 2009 to 2010, Mr Mehrotra held the position of Managing Director and Global Head — Retail & Intermediary Channels at PineBridge Investments, Hong Kong, where he was responsible for the development of asset management companies of PineBridge in China, East Africa, India, Korea and Taiwan and was also responsible for retail and intermediary channel sales for North America, Japan, Asia and Europe.

From 2007 to 2009, he was the Managing Director of AIG Investments, Hong Kong (currently known as PineBridge Investments, Hong Kong), where he was responsible for asset management companies in China, India, Taiwan and the Philippines and retail and intermediary channels in Asia (excluding Japan).

From 2006 to 2007, he held the position of Regional Head at AIG Investments, Hong Kong, where he was responsible for asset management companies in China, India, Taiwan and the Philippines.

Between 2002 and 2006, he was the President of Franklin Templeton Asset Management (India) Pvt Ltd, where he was responsible for Franklin Templeton’s India asset management business. He previously held the positions of Director and Chief Investment Officer (Equities), where he assumed overall responsibility for Franklin Templeton India’s equity mutual funds.

From 1993 to 2002, Mr Mehrotra was the Senior Vice President and Chief Investment Officer of Kothari Pioneer Asset Management, India, where he was responsible for the investment function of schemes of the Kothari Pioneer Mutual Fund.

Prior to joining Kothari Pioneer, Mr Mehrotra was co-founder of Prime Securities, Mumbai, where he held the position of Executive Vice President between 1991 and 1993. Between 1985 and 1991, he worked for the Bank of America in India in the Corporate Banking Group, Kolkata and later as Vice President in the Investment Banking and Treasury Group, Mumbai.

Mr Mehrotra graduated with a Bachelor of Commerce from the University of Mumbai in 1983 and obtained a Post Graduate Diploma in Business Management from the Xavier Labour Relations Institute of Jamshedpur, India in 1985.

Current Directorships and Major Appointments

AEGON Religare Life Insurance Company LimitedFortis Global Healthcare Infrastructure Pte. Ltd.Landmark Partners LLCNorthgate Capital LLCReligare Capital Markets (Europe) Limited (formerly known as Religare Capital Markets Plc)Religare Capital Markets Limited Religare Enterprises Limited Religare Global Asset Management Inc.Religare Global Asset Management Japan Co. LimitedReligare Global Asset Management Singapore Pte. Ltd.Religare Health Insurance Company Limited

Past Directorships and Major Appointments in preceding 3 years

Huatai-PineBridge Fund Management Company LimitedPineBridge Investments Asia Limited PineBridge Investments East Africa LimitedPineBridge Investments Hong Kong LimitedPineBridge Investments Management Taiwan LimitedPineBridge Investments Singapore LimitedReligare Asset Management Company Limited



Mr Gurpreet Singh Dhillon is an Executive Director of the Trustee-Manager, and was appointed as Chief Executive Officer of the Trustee-Manager on 21 May 2013. He is also a Director of Fortis Global Healthcare Infrastructure Private Limited, a wholly-owned subsidiary of RHT.

Mr Dhillon joined the Trustee-Manager in 2011 as an Executive Director where he has been involved in strategic decision making as well as actively sourcing for potential investments and acquisitions for RHT.

From 2005 to 2011, Mr Dhillon was on the Board of Directors of Religare Capital Markets Plc, the investment banking arm of REL which focuses on emerging markets. He has been instrumental in helping REL build its investment banking and asset management ventures in emerging markets. Prior to his appointment as CEO, Mr Dhillon was COO of RHT TM, where his responsibilities included overseeing operations and investments of RHT. Mr Dhillon has deep corporate finance and real estate experience, having worked on a number of Indian real estate transactions.

Mr Dhillon obtained a Bachelor of Laws degree from the University of Essex.


Fortis Global Healthcare Infrastructure Pte. Ltd.International LtdOne and Only Holdings Pte. LimitedReligare Global Asset Management Singapore Pte. Ltd.Vistaar Religare Capital Advisers Limited


ARM Corporate Finance LimitedBlomfield Capital LimitedBlomfield Investment Management LimitedCharterpace LimitedClaridge House Services LimitedReligare Hichens Harrison ConsultoriaHH1803.Com LimitedHichens, Harrison (Commodities) LimitedHichens, Harrison (Derivatives) LLPHichens, Harrison (Middle East) Limited

Hichens, Harrison (North America) LimitedHichens, Harrison (Ventures) LimitedLondon Wall Nominees LimitedMedserve (ME) LimitedReligare Capital Markets Corporate Finance Pte. Ltd.Religare Capital Markets (Europe) Limited (formerly known as Religare Capital Markets PlcTobler UK Limited

Mr Chey Chor WaiChairman of the Audit and Risk Management Committee and Independent Director

Mr Chey Chor Wai is an Independent Director of the Trustee-Manager as well as the Chairman of the Audit and Risk Management Committee.

Mr Chey has over 32 years of experience in audit and accounting, and was an assurance partner in PricewaterhouseCoopers LLP (formed by the merger of Price Waterhouse and Coopers & Lybrand) from 1989 to 2008.

Since 2006, Mr Chey has been a Fellow of the Association of Chartered Certified Accountants of the United Kingdom and an ordinary member of the Singapore Institute of Directors. Mr Chey has also been a Fellow of the Certified Public Accountants of Australia since 2005.In 1985, Mr Chey qualified as a Certified Information Systems Auditor and became an ordinary member of the Information Systems Audit and Control Association of the United States of America. He has been a member of the Institute of Certified Public Accountants of Singapore (“ICPAS”) since 1976 and is now a Fellow of the ICPAS.

Mr Chey obtained a Bachelor of Accountancy degree from the University of Singapore (now known as the National University of Singapore) in 1976. Mr Chey also sits on the boards of other publicly listed companies in Singapore, including Isetan (Singapore) Limited and Courts Asia Limited. On 1 July 2013, Mr Chey will be resigning from the board of RHT TM and the committees that he sits on due to personal reasons.


Chan Wan Chun Pte. Ltd. Chia See Kiong Pte. Ltd. Courts Asia LimitedDover Park Hospice Isetan (Singapore) Limited



Fresh Focus LimitedHong Lam Marine Pte. Ltd.


Dr Yogendra Nath Mathur is the Lead Independent Director of the Trustee-Manager.

Dr Mathur was an employee of The United Nations Children’s Fund (“UNICEF”) from 1989 to April 2012, where he held the positions of Chief of State Office for both Andhra Pradesh and Karnataka, as well as Gujarat.

Prior to his work at UNICEF, Dr Mathur was employed by the Indian Council of Medical Research, New Delhi, India and held the position of Head of the Regional Medical Research Centre for Tribal Health in Jabalpur, Madhya Pradesh.

Dr Mathur held memberships in several government bodies which monitor and review the implementation of social sector programmes for women and children. He was also a member of the Country Management Team of UNICEF, which is the management body that oversees and guides the work that UNICEF carries out in India. In addition, Dr Mathur sat on the Central Review Board of UNICEF in India, which oversees the recruitment of professionals in the organisation.

Dr Mathur graduated with a Bachelor of Medicine and Bachelor of Surgery from Nagpur University in 1974 and obtained a Doctor of Medicine (Preventive and Social Medicine) from the All-India Institute of Medical Sciences, New Delhi in 1978.


Nil


Nil


Mr Hwang Sydney Michael is an Independent Director of the Trustee-Manager. Mr Hwang currently practises as a barrister and international arbitrator.

Between 2008 and 2010, Mr Hwang served as the President of the Law Society of Singapore. In 1997, he was appointed as one of Singapore’s first twelve Senior Counsel of the Supreme Court of Singapore.

Mr Hwang was a partner and Head of the Litigation and Arbitration Department of Allen & Gledhill LLP (“A&G”) from 1993 to 2002. Prior to that, from 1991 to 1992, Mr Hwang served as Judicial Commissioner (Acting High Court Judge) of the Supreme Court of Singapore. Before his appointment as Judicial Commissioner, Mr Hwang was a partner of A&G, where he started his legal career since being called to the bar in 1968. From 1966 to 1967, Mr Hwang was a teaching fellow at the University of Sydney.

Currently, Mr Hwang also sits on the board of various companies, including YTL Starhill Global REIT Management Limited, the manager of Starhill Global REIT, Linyi Investments Pte Ltd and Singapore Dance Theatre Limited.

Mr Hwang holds undergraduate and post-graduate law degrees from the University of Oxford.


Linyi Investments Private LimitedMemories of the East Pte. Ltd.Singapore Dance Theatre Limited YTL Starhill Global REIT Management Limited


IP Academy (Singapore)Kang Ching Pte. Ltd.The Law Society of Singapore


Mr Peter Joseph Seymour Rowe Independent Director

Mr Peter Joseph Seymour Rowe is an Independent Director of the Trustee-Manager. He is currently a consultant at Herbert Smith Freehills, a position he has held since July 2011 where he was a Partner from July 1989 until July 2011.

During his time at Herbert Smith Freehills, Mr Rowe had practiced in the area of funds management. Prior to his appointment in 2005 as Head of the Financial Services Group, Mr Rowe also developed and led the securitisation practice of Herbert Smith Freehills.

Mr Rowe is currently a director of Investa Listed Funds Management Limited (“ILFML”) and also sits on its audit and compliance committee. ILFML is the responsible entity for Investa Office Fund, a listed Australian real estate investment trust. He has been an independent member of the Lend Lease Real Estate Investments Limited and Lend Lease Funds Management Limited audit and risk management committees since 1999. Mr. Rowe is also a director of Mission Australia Housing Limited and Mission Australia Housing (Victoria) Limited and the chairman of AMP Capital Investors Compliance Committee.

In 2011, Mr Rowe was nominated for the 2011 Justice Medal awarded by The Law and Justice Foundation of New South Wales. In 2012, The Duke of Edinburgh’s Award in Australia recognised his committment and support on its 50th Anniversary. Mr Rowe has lectured on many occasions on matters affecting securitisation and unit trusts in Australia and overseas and has been consulted by regulators in Australia and offshore jurisdictions on funds management issues.

Mr Rowe obtained a Diploma in Law from the Solicitors Admission Board of New South Wales in 1979. He is also a Member of the Australian Institute of Company Directors.


AMP Capital Investors LimitedEstate of the late Helene Ann FinlayHerbert Smith FreehillsInvesta Listed Funds Management LimitedLend Lease Real Estate Investments LimitedLend Lease Funds Management LimitedMission Australia Housing LimitedMission Australia Housing (Victoria) LimitedPEC Investments Pty Ltd

PEC Management Pty Ltd Securitisation Capital Solutions Pty LtdTavaling Pty LimitedXAS Pty Limited


The Centre for Volunteering

Mr Eng Meng Leong Independent Director

Mr Eng Meng Leong will be appointed an Independent Director of the Trustee-Manager on the 1 July 2013.

Mr Eng has over 35 years of experience in audit, accounting and tax. He is currently on the boards of Kreuz Holdings Ltd, HSR Global Ltd, Libra Group Ltd and Croesus Retail Asset Management Pte Ltd as an Independent Director. He is also a consultant for the Kong Siang group of companies and an was examiner for ACCA, Advanced Tax.

From 1984 to 2009, he was with KPMG Tax Services Pte. Ltd and also served as the Head of Financial Services in the Tax Practice. He was an Executive Director with KPMG Tax Services. Mr Eng’s experience in taxation covers Singapore, Malaysia and United Kingdom. He has been involved in a wide range of clients, including multi-nationals and listed companies.

Mr Eng was admitted as a member of the Institute for Chartered Accountants of England and Wales in 1982. He is also a member of the Institute of Certified Public Accountants of Singapore. and an Accredited Tax Advisor (Income Tax & GST) of the Singapore Institute of Accredited Tax Professionals.


Croesus Retail Management Pte. Ltd. HSR Global LimitedKreuz Holdings LimitedLibra Group Limited


Nil


Mr Pawanpreet Singh Executive Director and Chief Financial Officer

Mr Pawanpreet Singh is an Executive Director and the Chief Financial Officer of RHT TM. Mr Singh has 21 years of experience working in the business and accounting fields of various companies in the healthcare industry. Prior to joining the Trustee-Manager, Mr Singh was the Corporate Controller of Finance of Fortis Healthcare Limited (“FHL”) from 2005 to 2011. He was involved in the initial public offering of FHL in 2007 and in various corporate exercises of FHL, including its rights issue in 2009 and issue of convertible bonds in 2010. Mr Singh also supervised the treasury functions and arranged debt and equity funding for FHL.

From 2003 to 2005, Mr Singh was Chief Financial Officer of SRL Laboratories Limited (now known as Super Religare Laboratories Limited) (“SRL”), where he established the company’s accounting system and was involved in the business development of SRL. SRL is presently part of the Sponsor Group.

Mr Singh graduated from Punjab University, Chandigarh with a Bachelor of Commerce (Honours) degree in 1988. He has been a member of the Institute of Chartered Accountants of India since 1994 and the Institute of Cost & Works Accountants of India since 1991.


Nil


Fortis Health Management Limited Fortis Health Management (West) LimitedFortis Healthstaff Limited Hospitalia Eastern Private Limited Kanishka Healthcare LimitedReliant Healthcare Consultancy Private Limited

Mr Gurpreet Singh DhillonChief Executive OfficerPlease refer to Board of Directors

Mr Pawanpreet SinghChief Financial Officer Please refer to Board of Directors

Ms Tan Suan Hui Head of Compliance / Investor Relations

Ms Tan Suan Hui is the Head of Compliance/Investor Relations of the Trustee-Manager. She joined the Trustee-Manager in 2011 where she undertakes compliance and investor relations activities of the Trustee-Manager.

Prior to joining the Trustee-Manager in July 2011, Ms Tan was Vice President of Business Development in the Listings department within SGX-ST.

Her primary role at the Listings department, involved cultivating new listing candidates from various jurisdictions, including identifying suitable candidates, advising them with respect to eligibility and listing rule requirements, and guiding them through the listing process. She was also responsible for various product development activities which led to the launch of the FTSE ST Indices, as well as Global Depository Receipts on SGX-ST. During her time at the Listings functions, her geographical areas of responsibilities included countries in South-East Asia, India, Norway and other countries with a focus on the maritime and offshore sector.

Ms Tan’s career with the then Stock Exchange of Singapore (now known as Singapore Exchange Ltd or SGX-ST) began in 1996 in the regulatory department. Her responsibilities included reviewing applications for

initial public offerings, as well as regulating listed companies which included the review of corporate activities undertaken by listed companies.

Ms Tan graduated with a Bachelor of Business Administration (Second Upper Honours) from the National University of Singapore in 1996.


Dr Virender Sobti, IndiaChief Operating Officer

Dr Virender Sobti is the current Chief Operating Officer of RHT’s India Operations. Dr Sobti is based in India and oversees the operations of the Clinical Establishments.

Dr Sobti has over 12 years of experience working at top positions in hospital management including management of multi-location operations. Prior to joining the RHT, Dr Sobti was Vice President, Operations and Business Strategy at Metro Group of Hospitals.

From 2007 to 2012, Dr Sobti was the Chief Operating Officer & Medical Superintendent at Paras Hospitals Gurgaon & Paras Spring Meadows Hospital New Delhi. He was actively involved in its expansion program for creating new centres and establishing their functions, led the drive to implement National Accreditation Board for Hospitals (NABH) certification and was responsible for driving revenue growth.

From 1998 to 2006, Dr Sobti held the position of Medical Superintendent at Mata Chanan Devi Hospital, where he was responsible for formulating strategic plans, managing the operations and human resources.

Dr Sobti completed his MBBS degree from Post Graduate Institute of Medical Sciences (PGIMS) Rothak, Haryana in 1985. He also obtained a Diploma in Hospital Management from The National Institute of Health and Family Welfare (NIHFW)

1st columnDr Virender SobtiMr Naveen Bhatia

2nd columnMr Mohammad Faizal ImtiazMrs Shalini Tyagi


Mr Naveen Bhatia, IndiaFinancial Controller

Mr Bhatia has over 15 years of experience in Financial Planning, US IPO readiness (SEC Listing), ERP implementation, budgetary control, MIS, Accounts, Taxation and Audit.

From 2010 to 2012, Mr Bhatia was the Finance & Accounts Controller at iYogi Technical Services Private Limited. He was actively involved in preparing the company for a US IPO (SEC Listing), preparing financial statements and establishing automated payroll system.

From 2007 to 2009, Mr Bhatia held the position of Deputy General Manager, Finance and Accounts at IREO Management Private Limited where he was responsible for preparing proposals for bank financing and reports for the Central Bank.

From 1998 to 2006, Mr Bhatia worked as the Head of Accounts Department at Chaman Lal Setia Exports Limited, where he successfully implemented an Inventory Management system and developed accounting and management information system.

Mr Bhatia graduated from Kurukshetra University with a Bachelor of Commerce degree in 1993. He has been a member of the Institute of Chartered Accountants of India (ICAI) since 1997 and has completed a Diploma in Information system from ICAI in 2004.

Mr Mohammad Faizal Imtiaz, IndiaHead of Operations and Compliance

Mr Imtiaz heads the operations and compliance function of RHT in India. He is responsible for ensuring the smooth running of the operations of the Clinical Establishments, as well as ensuring that the Clinical Establishments are in conformance with local regulatory requirements.

Mr Imtiaz has over 10 years of experience in Operations, Compliance and Risk Management. His last assignment prior to joining RHT was with Religare Securities Australia Pty Limited as Assistant Vice President - Operations & Compliance, where he was handling the day to day functions of Operations & Compliance along with getting ASX membership.

He completed his Post Graduate Diploma in Planning & Management from Indian Institute of Planning and Management in 2005 and a Master of Business Administration (Finance and Marketing) Degree from International Management Institute, Belgium in 2005.

Mrs Shalini Tyagi, India Head of Human Resources

Mrs Tyagi has 12 years of experience working in industrial relations, and human resources at various companies in different capacities.

Prior to joining RHT in India, she was with Fortis Healthcare Limited, heading the Human Resources division at its Jessaram hospital.

From 2008 to 2009, Mrs Tyagi was the Human Resource and Compliance Manager at Orient Craft Ltd. and was responsible for recruitment, selection, training and development and performance appraisal.

From 2006 to 2007, Mrs Tyagi was the Personnel Manager at Oriental Fashions where she was overall in charge of Human Resources and was responsible for industrial relations, compliance and MIS reports.

From 2002 to 2005 Mrs Tyagi held the position of Senior Manager at Phoenix Lamps Limited where she was responsible for quality control, best practises, training and development.

From 2000 to 2002, Mrs Tyagi was an Assistant Consultant at M/S D.P Tyagi & Associate Oriental fashions where she consulted many leading companies like Liberty, Moolchand Hospital, Delphi, Denso etc on IR, HR and Labour Laws.

Mrs Tyagi completed her Master of Social Work degree from Kurukshetra University in 1997 with a specialisation in Industrial Relations, Human Resources and Labour Laws. She graduated from Kurukshetra University, with a Bachelor of Arts degree in 1995.

What competitive strengths put Religare Health Trust in an advantageous position to create long-term value?

Exposure to the growing

Indian healthcare

sector

Diversified and strategically

located healthcare

assets

Strong potential for organic and

inorganic DPU growth

Commitment from Sponsor

with strong operating expertise

Experienced management

and board

Capital structure provides financing flexibility with debt

headroom for growth



Amritsar FMRI Gurgaon

Benerghatta, BG Road Faridabad

Kolkata Noida

Jaipur

Kalyan, MumbaiChennai

Shalimar Bagh Rajajinagar, Bengaluru

Mulund, Mumbai Nagarbhavi, Bengaluru


Amritsar Clinical Establishment is a multi-specialty hospital, and is located in the north eastern part of Amritsar. The hospital commenced operations in 2003 and its key specialties are cardiac sciences, neurosciences, urology and nephrology, medical and surgical gastroenterology, medical and surgical oncology, orthopaedics and joint replacement.

Amritsar is an important city in Punjab with good connectivity to other parts of the state and India, and is a major commercial and cultural centre. It has a bed to population ratio of 1.3 per 1,000 population, considering its total primary and secondary catchment population. As of 2011, Amritsar requires an additional 3,527 beds over and above the existing supply of 6,989 beds to cater to its direct primary and secondary catchment population of 9.2 million.

Address Amritsar

Nature of Interest Freehold

Hospital Services Company Escorts Heart and Super Specialty Institute Limited (EHSSIL)

Interest of RHT in Hospital Services Company 100.0%

Name of Fortis Hospital Fortis Escorts Hospital, Amritsar

Care Type Secondary and Tertiary

Approximate Land Size (sq ft) 200,374

Approximate Built-up Area (sq ft) 145,948

Operational Beds as at 31 March 2013 153

Installed Bed Capacity as at 31 March 2013 166

Occupancy 75%

Appraised Value by the Independent Valuer as at 31 March 2013 (INR m)

1,147 (S$26.22m)*

Service income (S$ m) 5.62

* based on an exchange rate of S$1 = INR 43.75 as at 31 March 2013.


BG Road Clinical Establishment is a super specialty hospital and is located on Bannerghatta Road, opposite the Indian Institute of Management, Bengaluru. The hospital commenced operations in 2006 and its key specialties are cardiac care, neurosciences, orthopaedics, renal care and gynaecology. It was awarded the JCI accreditation in February 2008, 20 months after its inception. It was also accredited by NABL. In 2013, it was ranked as the world’s 4th best hospital for international medical travel by the Medical Travel and Health Tourism Quality Alliance.

Bengaluru is the capital of the Indian state of Karnataka, known as the Garden City, and is India’s fifth-most populous urban agglomeration. It is also known as the Silicon Valley of India because of its position as the nation’s leading IT exporter. It has a bed to population ratio of 1.4 per 1,000 population for its primary and secondary catchment population. As of 2011, Bengaluru requires an additional 12,891 beds over and above the existing supply of 30,869 beds to cater to its direct primary and secondary catchment population of 21.8 million.

Address BG Road


Hospital Services Company Kanishka Healthcare Limited (KHL)


Name of Fortis Hospital Fortis Hospital, Bannerghatta Road, Bengaluru

Care Type Quaternary





Occupancy 77%


2,613 (S$59.72m)*



Malar Clinical Establishment is a multi-specialty secondary and tertiary hospital, and is located on Gandhi Nagar First Main Road, Adyar, Chennai. The hospital was established in 1992 and its key specialties are cardiac sciences, neurosciences, orthopaedics, renal sciences and gynaecology.

Chennai is the fourth most populous metropolitan city and the sixth most populous city in India. The urban agglomeration of metropolitan Chennai has an estimated population over 8.2 million. Chennai’s economy has a broad industrial base in the automobile, computer, technology, hardware manufacturing, and healthcare industries. Chennai zone contributes 39.0 percent of the state’s GDP. It has a bed to population ratio of 1.6 per 1,000 population for its primary and secondary catchment area population. As of 2011, Chennai requires an additional 7,413 beds over and above the existing supply of 31,659 beds to cater to its direct primary and secondary catchment population of 19.5 million.

Address Chennai


Hospital Services Company Fortis Health Management Limited (FHML)


Name of Fortis Hospital Fortis Malar Hospital

Care Type Secondary and Tertiary





Occupancy 60%


731 (S$16.70m)*





Faridabad Clinical Establishment is a multi-specialty secondary hospital, and is located on Neelam Bata Road in the New Industrial Township in Faridabad. The hospital was established in 1982 and its key specialties are cardiac sciences, neurosciences, orthopaedics, gynaecology, emergency services and gastroenterology.

Faridabad comes under the Gurgaon Division of Haryana and is about 25.0 km from Delhi. It is an important city and a major industrial and commercial center in Haryana. It has a bed to population ratio of 1.11 per 1,000 population for its primary and secondary catchment population. Faridabad requires an additional 3,213 beds over and above the existing supply of 4,033 beds to cater to its direct primary and secondary catchment population of 3.6 million.

Address Faridabad


Hospital Services Company Escorts Hospital and Research Centre Limited (EHRCL)


Name of Fortis Hospital Fortis Escorts Hospital, Faridabad

Care Type Secondary





Occupancy 66%


922 (S$21.06m)*



Gurgaon Clinical Establishment is a multi-specialty tertiary hospital, located in Sector 44, Gurgaon. The key specialties of the hospital are proposed to be trauma, paediatrics, oncology, cardiac sciences, gynaecology and orthopaedics.

Gurgaon is the sixth largest city in the state of Haryana and one of the major cities of the National Capital Region (NCR). It is the main industrial and financial centre of Haryana, and is slated to be among the top 12 mega cities in India by 2021. It has the 3rd highest per capita income in India and with over 40 malls it is considered the Mall Capital of India. It has a bed to population ratio of 1.66 per 1,000 population for its primary and secondary catchment population. As of 2011, it requires an additional 1,010 beds over and above the existing supply of 5,034 beds to cater to its direct primary and secondary catchment population of 3.02 million.

Address Gurgaon


Hospital Services Company Fortis Hospotel Limited (FHTL)


Name of Fortis Hospital Fortis Escorts Hospital, Gurgaon

Care Type Tertiary




Installed Bed Capacity as at 31 March 2013 1,000

Occupancy –


8,532 (S$195.01m)*





Jaipur Clinical Establishment is a multi-specialty tertiary hospital, and is located on the main road of Jawahar Lal Nehru Marg in Malviya Nagar, Jaipur. The hospital commenced operations in 2007 and its key specialties are cardiac sciences, orthopaedics, neurosciences, renal sciences, gynaecology and gastrointestinal diseases.

Jaipur is the capital and largest city of the state of Rajasthan. The city has a population of 3.1 million and is known as the Pink City of India. Jaipur is a centre for both traditional and modern industries.

Address Jaipur

Nature of Interest 99-years leasehold commencing 24 November 1999

Remaining Lease Term 86 years

Hospital Services Company Escorts Heart and Super Specialty Institute Limited (EHSSIL)


Name of Fortis Hospital Fortis Escorts Hospital, Jaipur

Care Type Tertiary





Occupancy 86%


3,170 (S$72.46m)*



Kolkata Clinical Establishment is a super specialty tertiary hospital, and it is located on the Eastern Metropolitan Bypass Road, approximately 9.0 km from the city centre. The key specialties of the hospital are cardiology and cardiac surgery, urology and nephrology, neurosciences, orthopaedics, renal sciences, emergency care and critical care.

Kolkata is the capital of the state of West Bengal. Located on the east bank of the Hooghly river, it is the principal commercial, cultural, and educational centre of East India, while the Port of Kolkata is India’s oldest operating port as well as its sole major riverine port. As of 2011, the city had 4.5 million residents; the urban agglomeration, which comprises the city and its suburbs, was home to approximately 14.1 million, making it the third-most populous metropolitan area in India.

Address Kolkata

Nature of Interest 99 years leasehold commencing August 2005 with an option to renew for another 99 years


Hospital Services Company International Hospital Limited (IHL)


Name of Fortis Hospital Fortis Hospital, Anandpur, Kolkata

Care Type Tertiary





Occupancy 88%


1,259 (S$28.78m)*





Kalyan Clinical Establishment is a multi-specialty tertiary hospital, and is located off Agra Road in Kalyan, Mumbai. The hospital commenced operations in 2007 and its key specialties are cardiac care, orthopaedics, neurology and renal sciences.

Mumbai is the capital of Maharashtra. It is the most populous city in India, and the fifth most populous city in the world. Along with the neighbouring urban areas, including the cities of Navi Mumbai and Thane, it is one of the most populous urban regions in the world. Mumbai is the commercial and entertainment capital of India; as of 2008, Mumbai’s GDP was USD 204.1 billion and its per-capita income in 2009 was USD 2,840 which is almost three times the national average. Mumbai has a bed to population ratio of 1.3 per 1,000 population for its primary and secondary catchment area population. As of 2011, Mumbai requires an additional 21,686 beds above the existing supply of 41,455 beds to cater to its direct primary and secondary catchment population of 105.0 million.

Address Kalyan




Name of Fortis Hospital Fortis Kalyan Hospital, Mumbai

Care Type Tertiary





Occupancy 76%


101 (S$2.31m)*



Mulund Clinical Establishment is a multi-specialty quaternary hospital, and is located on the Goregaon Mulund Link Road in the north eastern part of Mumbai. The hospital was established in 2002 and its key specialties are cardiac sciences, oncology, neurosciences, orthopaedics and gynaecology.

Mumbai is the capital of Maharashtra. It is the most populous city in India, and the fifth most populous city in the world. Along with the neighbouring urban areas, including the cities of Navi Mumbai and Thane, it is one of the most populous urban regions in the world. Mumbai is the commercial and entertainment capital of India; as of 2008, Mumbai’s GDP was USD 204.1 billion and its per-capita income in 2009 was USD 2,840 which is almost three times the national average. Mumbai has a bed to population ratio of 1.3 per 1,000 population for its primary and secondary catchment area population. As of 2011, it requires an additional 21,686 beds above the existing supply of 41,455 beds to cater to its direct primary and secondary catchment population of 105.0 million.

Address Mumbai

Nature of Interest Right to operate and manage the land and building for 20 years with effect from 17 December 2009, with an option to renew for another 20 years.



Name of Fortis Hospital Fortis Mulund Hospital, Mumbai






Occupancy 72%


4,284 (S$97.91m)*





Shalimar Bagh Clinical Establishment is a multi-specialty hospital. It is located in Shalimar Bagh in the northern part of Delhi. The hospital was established in 2010 and its key specialties are cardiac sciences, neurosciences, renal sciences, orthopaedics, obstetrics and gynaecology.

National Capital Territory of Delhi (NCT) is the largest metropolis by area and the second-largest metropolis by population in India. It comprises nine districts and three statutory towns and the capital of India, New Delhi, falls under the administration of the statutory town, New Delhi Municipal committee (NDMC). NCT has a bed to population ratio of 1.7 per 1,000 population for its primary catchment. As of 2011, NCT requires an additional 6,839 beds over and above the existing supply of 39,595 beds to cater to its direct primary and secondary catchment population of 23 million.

Address New Delhi

Nature of Interest Perpetual leasehold commencing December 2003


Hospital Services Company Fortis Hospotel Limited (FHTL)


Name of Fortis Hospital Fortis Hospital, Shalimar Bagh

Care Type Tertiary





Occupancy 83%


5,542 (S$124.40m)*



Noida Clinical Establishment is a multi-specialty quaternary hospital located in Sector 62, Noida. The hospital was established in 2004 and its key specialties are cardiac sciences, gynaecology, neurosciences, orthopaedics, renal sciences, gastroenterology and oncology services.

The New Okhla Industrial Development Authority (NOIDA) city was created under the Uttar Pradesh (UP) Industrial Area Development Act. It is located in Gautam Budh Nagar district of UP state and is only 14.0 km away from Connaught Place, Delhi. It is well connected via rail and road to key cities in UP and India. Noida has a bed to population ratio of 0.97 per 1,000 population for its primary and secondary catchment population. As of 2011, Noida requires an additional 3,458 beds over and above the existing supply of 3,268 beds to cater to its direct primary and secondary catchment population of 3.3 million.

Address Noida

Nature of Interest 90 years leasehold commencing 2 January 1996




Name of Fortis Hospital Fortis Hospital, Noida






Occupancy 79%


4,043 (S$92.41m)*





The Nagarbhavi hosiptal operates under the name Fortis Hospital, Nagarbhavi in Bengaluru, where it provides a range of specialised secondary healthcare, including non-invasive cardiac sciences, neurosciences, orthopaedics, renal sciences, gastro-enterology and oncology (chemotherapy only) services.

Address Bengaluru

Nature of Interest Six years sub-lease commencing 29 March 2011

Hospital Services Company Fortis Health Management Limited (FHML)


Name of Fortis Hospital Fortis Hospital, Nagarbhavi, Bengaluru

Care Type Secondary





Occupancy 76%


137 (S$3.13m)*


The Rajajinagar Operating Hospital operates under the name Fortis Hospital, Rajajinagar in Bengaluru, where it provides a range of specialised secondary healthcare, including non-invasive cardiac sciences, neurosciences, orthopaedics, renal sciences, gastroenterology and oncology (chemotherapy only) services.

Address Bengaluru

Nature of Interest Four years ten months sub-lease commencing 1 June 2011



Name of Fortis Hospital Fortis Hospital, Rajajinagar, Bengaluru

Care Type Secondary





Occupancy 81%


91 (S$2.08m)*




The Chennai Greenfield Clinical Establishment will be located on First Main Road, Gandhi Nagar, and will be an expansion to the Chennai, Malar Clinical Establishment. This is still in the development phase and pending approval from the local state authorities to proceed with the expansion.

Address Chennai


Hospital Services Company Hospitalia Eastern Private Limited (HEPL)


Proposed Care Type Quarternary


Planned Built-up Area (sq ft) 38,072

Potential Bed Capacity as at 31 March 2013 45


212 (S$4.85m)*

The proposed hospital at the Ludhiana Greenfield Clinical Establishment will be located on Mall Road, one of the prime commercial roads in Ludhiana. Plans have been submitted to the Punjab Urban Development Authority and we are awaiting approval to proceed.

Address Ludhiana




Proposed Care Type Quarternary





363 (S$8.30m)*




The Greater Noida Greenfield Clinical Establishment is located on Plot No. 2C, Sector Knowledge Park III, Greater Noida Industrial Development Area, Greater Noida. The Greater Noida Greenfield Clinical Establishment is currently at the preliminary planning stage.

Address Greater Noida

Nature of Interest 90-year leasehold commencing 24 December 2004




Proposed Care Type Tertiary





514 (S$11.74m)*


The Hyderabad Greenfield Clinical Establishment is located on the Kukatpally-Madhapur main road. The Hyderabad Greenfield Clinical Establishment is currently at a preliminary development stage. We are awaiting permission from the Hyderabad Metropolitan Development Authority for the proposed development.

Address Hyderabad

Nature of Interest 33-year leasehold



Proposed Care Type Tertiary





251 (S$5.74m)*



Religare Health Trust (“RHT”) is a business trust constituted under the Singapore Business Trusts Act, and listed on the Main Board of SGX-ST. Religare Health Trust Trustee Manager Pte. Ltd. (“Trustee-Manager” or “RHT TM”) as Trustee-Manager of RHT, is responsible for managing the day to day business of RHT, executing the strategy for RHT, ensuring high standards of corporate governance and safeguarding the interests of the unitholders.

This Corporate Governance Report (“CG Report”) sets out the main corporate governance policies and practices in place, with reference to the Code of Corporate Governance 2005 (“CG Code 2005”) and, where applicable, the revised Code of Corporate Governance 2012 (“CG Code 2012”). The CG Code 2012 will only apply, with the necessary adaptations, to RHT in respect of its financial year commencing 1 April 2013, and the Trustee-Manager will continue to review its corporate governance policies to bring them in line with the recommendations under the CG Code 2012 where appropriate.

BOARD’S CONDUCT OF AFFAIRS

The board of Directors of the Trustee-Manager (the “Board”) has responsibility for the overall management of the Trustee-Manager and RHT. This includes approving the long term goals and strategy for RHT, as well as reviewing its performance in light of the group’s strategy, business plans, budgets and internal controls.

The Board meets at least once a quarter to approve the financial results prior to their release, as well as deliberate on matters relating to the strategic plans and policies of RHT. The following are the category of matters that have been specifically reserved for approval by the Board :

(a) RHT’s long term objectives and strategy, including the required operating budget to achieve the objectives

(b) Changes to RHT’s structure and capital, including new unit issuances, new material debt facilities

(c) Financial reporting and internal risk controls(d) Communication to regulators or unitholders

involving matters which have been deliberated or approved by the Board.

The Board is supported by 3 Committees in the discharge of its duties, namely the (i) Audit and Risk Management Committee, the (ii) Remuneration Committee and the (iii) Nominating Committee. The scope and the terms of references of these committees have been approved by the Board.

To facilitate operational efficiency, an Executive Committee (“Exco”), comprising of Executive Directors was formed. The Exco is responsible for the day to day operations of the Trust within certain internal limits and scope that has been approved by the Board. The Exco comprise wholly of Executive Directors, and significant decisions undertaken by the Exco are reported back to the Board on a quarterly basis.

Board Composition and IndependenceThe Board consists of 7 Directors, of which the majority or 4 of the Directors are independent and non-executive Directors. During the course of the year, the Board had approved the segregation of the roles of the Chairman and CEO which were both previously held by Mr Ravi Mehrotra. Mr Ravi Mehotra is now Executive Chairman of the Board. Mr Gurpreet Singh Dhillon was appointed as CEO, taking over this role from Mr Ravi Mehrotra. Mr Deepak Manoharlal Chhabria, a Non-Executive Director resigned on 31 December 2012 for personal reasons and Mr Pawanpreet Singh was appointed as Executive Director on 1 January 2013. One of our independent Directors and Audit and Risk Management chairman, Mr Chey Chor Wai will be resigning from the Board with effect from 1 July 2013 due to personal reasons. Mr Peter Joseph Seymour Rowe will be taking over as Chairman of the Audit and Risk Management Committee as at the same date. We will be appointing a new independent Director, Mr Eng Meng Leong. Mr Eng has been involved in taxation for the past 25 years. Profile of Mr Eng is set out on page 16 of this Annual Report.

The Board has reviewed the independence of the Directors, and with the recommendation of the Nominating Committee, deemed the following Directors to be independent as per the guidelines of the CG Code 2012 and Regulation 12 of the Business Trust Regulations 2005:

1. Mr Chey Chor Wai2. Mr Sydney Michael Hwang3. Dr Yogendra Nath Mathur4. Mr Peter Joseph Seymour Rowe


Mr Ravi Mehrotra, Mr Gurpreet Dhillon and Mr Pawanpreet Singh are deemed non-independent.

The Board has evaluated and is satisfied that the current composition of the Board of Directors is appropriate. The majority of our Directors are independent and non-executive. The role of the Chairman and CEO now are separate. Our Directors also have a diverse set of background and expertise ranging from finance, legal and medical to asset investment and management. The strong independent element coupled with the relevant expertise of the Board helps provide oversight on the operations of RHT and RHT TM. The composition of the Board is reviewed periodically to ensure that the Board has the right mix of experience and attributes.

Board Orientation and TrainingEvery Director who is appointed onto the Board of the Trustee-Manager receives a letter outlining the expectations of him as a Director of RHT. There is also a formal appointment letter signed between the Trustee-Manager and the Director, which states the rights of the Directors and the obligations of the Trustee-Manager. Upon the appointment of a new Director, the senior management of the Trustee-Manager will brief the Directors on the various key aspects of RHT, including the operational aspects of RHT, the organisational structure, the corporate governance practices. The Directors are also provided with the key documents concerning RHT, including the Trust Deed of RHT, the Memorandum and Articles of Association of the Trustee-Manager and the Compliance Manual of RHT. Where some of the new Directors had not held positions in listed public companies previously, a briefing was also arranged for them with external counsels to familiarise them with the roles and responsibilities of being a Director.

It is also a formal practice for the new Non-Executive Directors and existing Non-Executive Directors to be brought on a site visit once a year to view some of our Clinical Establishments in India, as well as to meet with key personnel within RHT and external professionals such as tax, audit and legal parties. Under the terms of the appointment letter, all directors are required to step down from their positions and subject themselves for re-nomination and re-election at regular intervals, and at least once every 3 years.

Chairman and Chief Executive OfficerOn the 21 May 2013, Mr Gurpreet Dhillon was appointed as CEO of RHT TM. This effectively separated the roles of the Chairman and CEO, which were previously occupied by one person. The segregation of these 2 roles is in keeping with CG Code 2012, which recommends that the roles be separated to allow for clear division of responsibilities.

The Chairman sets the agenda for the board meetings and chairs such meetings. He is responsible for ensuring that the board meetings are conducted in a cordial and open manner, where all Directors are given ample opportunities to contribute. Information is disseminated in a timely and complete manner to the Board and the Chairman seeks to ensure high standards of corporate governance in our undertakings.

The CEO has full responsibility in managing the daily operations of the Trust and the Trustee-Manager in accordance with the business plans and strategies as approved by the Board. The CEO is at all times fully responsible to the Board. The current Chairman and CEO do not have any family relationship and are not related to each other. We had appointed Dr Mathur to be a Lead Independent Non-Executive Director, as the Chairman and CEO positions were held by the same person previously. Dr Mathur remains as Lead Independent Director, and can serve as a conduit between unitholders and the Board, should there be any concerns from unitholders.

Board MeetingsBoard meetings are scheduled at least once a quarter to approve the release of RHT’s financial results, as well as deliberate on strategic matters. There are other board meetings scheduled outside of the quarterly board meetings where the Board’s deliberation or approval is required for various issues. Decisions of the Board or Committee are also sought via circulations, together with all the necessary information required for a decision to be made on the proposed resolution.

There were a total of 4 Board meetings held since the date of listing, of which 2 were held in the financial year 2013. All of the Board meetings were fully attended.


Evaluation of Board PerformanceSubsequent to the end of the financial year, the Nominating Committee has proposed a process for evaluation of the Board’s performance whereby an evaluation form is developed and circulated to the Board members for their feedback. The evaluation form seeks feedback from Directors on factors such as conduct of board meetings, adequacy of committees, board composition and size. Feedback on each Director is also sought in relation to matters such as attendance at board and committee meetings, knowledge of subject matter and interaction with other members. All feedback are sent to the Company Secretary who will summarise the responses, to be tabled to the Nominating Committee. The Nominating Committee reports to the Board and recommends actions, if any, to enable the Board to improve its performance as a whole.

Information to the BoardThe Board is provided with adequate and timely information on matters which require their approval. Agenda for board and committee meetings are sent ahead of time to allow directors to prepare for the meetings. At every quarterly board meeting, the Board is also furnished with a standard set of reports comprising information related to Exco activities, Operations Update (including any title, litigation and licences developments), Market Performance of RHT units (including our substantial unitholders information) as well as Financial Data.

The Directors have access to senior management as well as the Company Secretary at any time. The members of the Audit and Risk Management Committee met with the Internal and External Auditors without the presence of the management. As stipulated in the Directors’ appointment letter, they are entitled to seek independent professional advice relating to their role and responsibility as a director of the Trustee-Manager.

The independent directors met regularly without the presence of management.

Nominating CommitteeThe Nominating Committee comprises of three Independent Non-Executive Directors:

1. Mr Hwang Sydney Michael, Chairman2. Mr Peter Joseph Seymour Rowe, Member3. Dr Yogendra Nath Mathur, Member

The Terms of Reference of the Nominating Committee are approved by the Board and comprise principally of:

(a) Assessing the composition of the Board, the size and diversity in terms of expertise

(b) Set up a performance evaluation process for the Board and Directors, including the performance evaluation criteria.

(c) Contribution and Performance of each Director, in relation to the effectiveness of the Board,

(d) Assessing new appointments or reappointment of Directors and senior personnel within RHT TM.

(e) Reviewing the independence of Independent Directors

(f) Review of training and development programs for Directors

There was one Nominatiing Committee meeting held after the end of the financial year, which was fully attended.

Under the Terms of Reference of the Nominating Committee, the Nominating Committee will meet at least two times a year to review and deliberate on the above matters. Our search for a new independent director involves shortlisting a pool of candidates for consideration. The criteria for assessing the candidates will be drawn up and reviewed by the Nominating Committee, together with information on the pool of interested potential candidates. The final shortlisted candidate was recommended to the Nominating Committee for review and approval. After deliberation, the candidate will be put up for approval to the Nominating Committee and recommended to the Board for approval. The Nominating Committee had deliberated on having a maximum number of directorships for each Director. The decision was made not to have a fixed number, but to assess each candidate workload and contributions on an individual basis.


Remuneration CommitteeThe Remuneration Committee is responsible for reviewing the remuneration framework for the Directors and senior management of RHT TM. The Terms of Reference of the Remuneration Committee as approved by the Board, is as follows: (a) Review, determine and recommend to the

Board for endorsement, the Trustee-Manager’s compensation structure or framework for remuneration of its Directors and senior management;

(b) Liaise with the Board, the Nominating

Committee and management, as appropriate, on the measurement and assessment of (i) the corporate performance of the Trustee-Manager and the Group as a prelude to the review of emmuneration.

(c) Determine and recommend to the Board

for endorsement the specific remuneration packages for each of the Directors and senior management of the Trustee-Manager,

(d) Review whether Executive Directors and

key management personnel of the Trustee-Manager should be eligible for benefits under long-term incentive schemes.

The remuneration for Independent Directors is based on a framework of a basic Director fee, with an additional fee payable for being a chairman or member of a committee. The remuneration framework for the Independent Directors was arrived at after taking into account the industry practices and norms, as well as a structure that compensated the Non-Executive Directors according to their roles and responsibilities. The Executive Directors do not receive any Directors Fees. The fees for the Independent Directors are paid by the Trustee-Manager, as approved by RGAM Corporation Private Limited, the Trustee-Manager’s shareholder.

The Remuneration Committee comprising of three independent directors:

1. Mr Peter Joseph Seymour Rowe, Chairman2. Mr Chey Chor Wai, Member3. Mr Hwang Sydney Michael, Member

met once subsequent to the end of the financial year 2013, to review the remuneration framework and packages for the senior management of the Trustee-Manager. The meeting was fully attended. A report on the compensation packages of comparable peers was commissioned as a guide to the Remuneration Committee. As the Board and senior management of the Trustee-Manager are paid by RHT TM and not by RHT, the details of their remuneration has not been disclosed here.

Audit and Risk Management CommitteeThe members of the Audit and Risk Management Committee (“ARMC”) are appointed from among the directors of the Board and comprise of three independent non-Executive Directors. They are:

1. Mr Chey Chor Wai, Chairman2. Dr Mathur Yogendra Nath, Member3. Mr Peter Joseph Seymour Rowe, Member

The objectives of the ARMC are principally to:

(i) monitor and evaluate the effectiveness of the Trustee-Manager’s internal controls;

(ii) review the quality and reliability of information prepared for inclusion in the financial reports of RHT;

(iii) nominate external and internal auditors and review the adequacy and results of the audits in respect of cost, scope and performance;

(iv) in relation to risk management, ensure that the risk management framework is adequate in the identification, measurement, monitoring and control of the Trustee-Manager’s principal risks;


(v) in relation to risk governance of the Trustee-Manager, determine the nature and extent of risks which the Trustee-Manager may undertake, and ensure that the management maintains a sound system of risk management and internal controls;

(vi) Periodically reviewing the transactions constituting Interested Person Transactions to ensure compliance with the Trustee-Manager’s internal control system and with the relevant rules of the Listing Manual;

(vii) Investigating any matters within the ARMC’s terms of reference, whenever it deems necessary, where it should have full access to and cooperation by the management and full discretion to invite any director or executive officer to attend its meetings, and reasonable resources to enable it to discharge its functions properly; and

(viii) Reviewing the policy and arrangements by which staff and any other persons may, in confidence, raise concerns about possible improprieties in matters of financial reporting or other matters, and ensure arrangements are in place for such concerns to be raised and independently investigated and for appropriate follow-up action to be taken.

The ARMC meetings are held at least every quarter, to review and recommend to the Board on the release of the financial results for RHT. During the quarterly ARMC meetings, the internal and external auditor updated the ARMC on any changes in accounting policy which might have occurred during the quarter. On an ongoing basis, the ARMC is also consulted prior to implementing any accounting policy changes or treatment. There were two ARMC meetings held during the period from Listing Date, whereby all members of the ARMC were present. The ARMC had reviewed the work plan for the internal and external Auditors, as well as their subsequent findings and reports. All non-audit services provided by the external Auditors were also evaluated and the ARMC is satisfied that the nature and extent of such services will not prejudice the independence and objectivity of the external auditors. From Listing Date to 31 March 2013, the total amount of fees paid to the external auditors was $1.54 million, comprising 20% of audit fees and 80% of non-audit service fee. The non-audit fee was for work done in connection with the listing of RHT on the

SGX-ST. The ARMC also met with the internal and external auditors twice since RHT was listed on the SGX-ST, without the presence of management.

RHT has complied with Rule 712 and 715 of the SGX Listing Manual. S.R. Batliboi & Co LLP as well as SV Ghatialia & Associates LLP, the audit firms auditing the significant subsidiaries of the RHT Group are suitable audit firms to meet the RHT Group’s audit obligations.

The Audit and Risk Management Committee is supported by an Internal Risk Committee (“IRC”) comprising of senior management within the Trustee-Manager. The IRC is responsible for assessing, monitoring and ensuring that key risks are identified and internal processes are adequate in managing the risks. The IRC updates the ARMC every quarter. Where new risks are identified, the IRC will update the ARMC and also brief the ARMC on the process for handling the risks. The IRC works with the Internal Auditors of RHT to manage its risks and improve on its internal controls.

Internal AuditRHT TM has appointed an external firm, KPMG Services Pte Ltd, to perform its internal audit function. The Audit and Risk Management Committee was involved in the selection process for the internal auditor, as well as reviewing the scope of the work to be covered by the internal auditor. The internal auditor presents its findings and recommendations to the Audit and Risk Management Committee at least once a quarter, and meets with the Audit and Risk Committee without the presence of the management. The scope of the internal audit is intended to cover all aspects of RHT and RHT TM’s operations, including areas like operations, finance, compliance, projects, IT and investments. The internal auditors reports to the Audit and Risk Management Committee.

Risk Management & Internal ControlsRHT TM is cognizant that it is essential for a company to implement a comprehensive risk management framework. A comprehensive risk management framework that is regularly monitored and updated, allows the company to have clarity about what risks are being managed. It also serves as guidance for sound and informed decision-making and effective allocation of resources. All these will serve to safeguard unitholders’ investments and our assets.


Therefore, the Trustee-Manager has put in place a risk management framework that serves to bring together information on policies, accountabilities and roles and responsibilities for all those involved in the risk management process. This includes the adoption of standard policies across the different RHT entities and requires a positive confirmation from the relevant risk owners that management processes are in place, risks are effectively controlled and are being managed.

The IRC comprising of senior management of RHT TM covering operations, finance, investments and strategic areas was set up to manage the entire risk management framework. The IRC also maintain an overview of the policies and procedures in place governing the daily operations of the RHT Group and RHT TM, and reviews it every quarter as to its completeness. This coupled with findings from the Internal Auditors on how the procedures are functioning, allows senior management to ensure that the risk profile of the organization has been critically reviewed on a regular basis. The Audit and Risk Management Committee conducts an annual review of the adequacy and effectiveness of the risk management and internal control framework within the Trustee-Manager.

Based on this internal risk management framework, the CEO and CFO are able to provide assurance to the Audit and Risk Management Committee that the financial statements give a true and fair view of the operations and finances of RHT, and the risk management and internal control systems are effective and adequate for the year under review. The Audit and Risk Management Committee after

reviewing the risk management framework, the report from the IRC, the reports of the internal and external auditors, enables the Board to be in a position to comment on the adequacy of the internal controls of RHT Group.

Based on the above mentioned work carried out and the assessment made by the Audit and Risk Management Committee, the Board is of the opinion, with the concurrence of the Audit and Risk Management Committee, that RHT has in place reasonable, adequate and effective risk management and internal controls including financial, operational, compliance and information technology controls.

Interested Party TransactionsAs part of its risk management and internal controls, RHT TM has implemented a policy regarding interested party transactions, and implemented procedures to ensure that transactions with such parties are identified as and when they occur, and registered. Where necessary under our policy, quotes from third parties are also obtained to serve as a benchmark. The register of interested party transactions are reviewed by the Audit and Risk Management Committee quarterly, to ensure that these transactions are being conducted on an normal commercial terms.

The transactions entered into with interested persons during the financial year ended 31 March 2013 which fall under the Listing Manual of the SGX-ST and the Business Trusts Act, Chapter 31A of Singapore are:

Name of interested person Aggregate value of all interested person transactions during the financial year under review (excluding transactions less than $100,000 and transactions conducted under shareholders’ mandate pursuant to Rule 920)

Religare Mutual Fund S$15.4m

Where RHT has excess cash balances, it is placed with Religare Mutual Fund for interest income. RHT does not have any unitholders’ mandate for interested party transactions.


Material ContractsThere were no material contracts which were entered into by RHT Group with any of its Directors, CEO, or controlling shareholders during the period under review.

Whistle Blowing PolicyThe Trustee-Manager is committed to a high standard of compliance with its operations, accounting, financial reporting, internal controls, corporate governance and auditing requirements and any legislation relating thereto. In line with this commitment, RHT TM had established a whistle blowing policy which aims to provide an avenue for employees and outside parties to raise concerns and offer reassurance that they will be protected from reprisals or victimization for whistle blowing in good faith. The channels established under the Whistle Blowing Policy, allows issues to be raised directly with the Chairman of the Audit and Risk Management Committee, or with the Head of Compliance at RHT TM.

Dealing in Units PolicyRHT TM’s internal policy with respect to dealing in RHT’s units is as follows:

(a) An officer of the Trustee-Manager should not deal in RHT’s units on short-term considerations; and

(b) The Trustee-Manager and its officers should not deal in RHT’s securities during the period commencing two weeks before the announcement of RHT’s financial statements for each of the first three quarters of its financial year and one month before the announcement of RHT’s full year financial statements.

Reminders are also sent to relevant staff handling confidential and price sensitive information at any time, that they should not be dealing in RHT’s units until the information is made public. All staff are also requested to be always mindful of the laws relating to insider trading.

Communication with UnitholdersRHT TM believes in being open with unitholders and investors, and providing prompt and regular updates to them. Information on financials, distributions, board or management changes, asset related news are being released via the SGX-ST’s website and RHT’s website. There are also channels for unitholders and investing public to reach us via email, phone calls or the website.

The management engages actively with the investment and analyst community. Meetings and calls with analysts and investors were held at least once every quarter in the last financial year. The management also participates in roadshows and investor conferences organized by banks and financial institutions, both in Singapore and abroad. There were constructive feedback received by the investment community which can help the senior management gain better insight into investors’ perception of RHT and the Trustee-Manager and address them more effectively.

RHT will be holding its first AGM in Singapore on the 25 July 2013 and unitholders are encouraged to attend, to meet and interact with the management.

Annual Financial Statements31 March 2013

Contents

Report of the Trustee-Manager 46

Statement by the Trustee-Manager 49

Statements by the Chief Executive Officer 50

Independent Auditor’s Report 51

Consolidated Statement of Comprehensive Income 53

Balance Sheets 54

Statements of Changes in Unitholders’ Funds 56

Consolidated Cash Flow Statement 58

Notes to the Financial Statements 59

Religare Health Trust and its Subsidiaries


For the financial year ended 31 March 2013

The directors of Religare Health Trust Trustee Manager Pte Ltd, the Trustee-Manager of Religare Health Trust (the “Trust”) are pleased to present their report to the unitholders of the Trust, together with the audited consolidated financial statements of the Trust and its subsidiaries (collectively, the “Group”) and the balance sheet and statement of changes in unitholders’ funds of the Trust for the financial year ended 31 March 2013.

DirectorsThe directors of the Trustee-Manager in office at the date of this report are:

Ravi Mehrotra (appointed on 7 September 2012)

Gurpreet Singh Dhillon (appointed on 22 July 2011)

Chey Chor Wai (appointed on 7 September 2012)

Dr Yogendra Nath Mathur (appointed on 7 September 2012)

Hwang Sydney Michael (appointed on 7 September 2012)

Peter Joseph Seymour Rowe (appointed on 7 September 2012)

Pawanpreet Singh (appointed on 1 January 2013)

Arrangements to enable directors to acquire units or debenturesNeither at the end of nor at any time during the financial year was the Trustee-Manager a party to any arrangement whose object was to enable the directors of the Trustee-Manager to acquire benefits by means of the acquisition of units in, or debentures, of the Trust.

Directors’ interests in units or debenturesAccording to the register kept by the Trustee-Manager for the purposes of Sections 13 and 76 of the Business Trusts Act, Chapter 31A of Singapore (the “Act”), particulars of the interests of directors who held office at the end of the financial year in units in, or debentures of, the Trust are as follows:

Direct interest Deemed interest At the At the beginning of beginning of financial year financial year or date of At the end of or date of At the end ofNumber of units appointment financial year appointment financial year

Ravi Mehrotra – – – 1,000,000

Gurpreet Singh Dhillon – – – 1,237,000

Hwang Sydney Michael – – – 500,000

There were no changes in any of the above mentioned interest in the Trust between the end of the financial year and 21 April 2013.


OptionsThere were no options granted during the financial year by the Trustee-Manager to any person to take up unissued units in the Trust.

No units have been issued during the financial year by virtue of the exercise of options to take up unissued units of the Trust.

There were no unissued units of the Trust under option at the end of the financial year.

Directors’ contractual benefitsNo director of the Trustee-Manager has received or become entitled to receive a benefit by reason of any material contract made by the Trust with the director or with a firm of which he is a member or with a company in which he has a substantial interest.

Audit and Risk Management CommitteeThe members of the Audit and Risk Management Committee (“ARMC”) of the Trustee-Manager during the financial year and as at the date of this report were as follows:

Chey Chor Wai Chairman

Dr Yogendra Nath Mathur

Peter Joseph Seymour Rowe

All members of the ARMC are independent and are non-executive directors.

The ARMC carried out its functions in accordance with Regulation 13(6) of the Business Trusts Regulations 2005 of Singapore. In performing its functions, the ARMC has reviewed (among others):

• with the independent auditor of the Trust, the audit plan of the Group, the independent auditor’sevaluation of the system of internal accounting controls of the Group and the independent auditor’s report on the consolidated financial statements of the Group for the financial year;

• theassistancegivenbytheofficersoftheTrustee-ManagertotheindependentauditoroftheTrust,the scope and results of the internal audit procedures of the Group, the policies and practices put in place by the Trustee-Manager to ensure compliance with the Act and the trust deed dated 29 July 2011 constituting the Trust, the procedures put in place by the Trustee-Manager for managing any conflict that may arise between the interests of unitholders and the interests of the Trustee-Manager (including interested person transactions, indemnification of expenses or liabilities incurred by the Trustee-Manager and the setting of fees or charges payable out of the trust property of the Trust); and

• thebalancesheetandstatementofchangesinunitholders’fundsoftheTrustandtheconsolidatedfinancial statements of the Group for the financial year ended 31 March 2013 before their submission to the Board of Directors of the Trustee-Manager.

The ARMC, having reviewed all non-audit services provided by the independent auditors to the Group, is satisfied that the nature and extent of such services would not affect the independence of the independent auditors.

Further details regarding the ARMC are disclosed in the Report on Corporate Governance.



AuditorErnst & Young LLP have expressed their willingness to accept re-appointment as independent auditor.

On behalf of the Board of Directors of the Trustee-Manager:

Ravi MehrotraDirector

Gurpreet Singh DhillonDirector

Singapore27 June 2013


In our opinion,

(a) the consolidated statement of comprehensive income set out on page 53 has been drawn up so as to give a true and fair view of the results of the business of the Group for the financial year ended 31 March 2013;

(b) the balance sheets set out on pages 54 and 55 have been drawn up so as to give a true and fair view of the state of affairs of Religare Health Trust and of the Group as at 31 March 2013;

(c) the consolidated cash flow statement set out on page 58 has been drawn up so as to give a true and fair view of the cash flow of the business of the Group for the financial year ended 31 March 2013; and

(d) at the date of this statement, there are reasonable grounds to believe that the Trustee-Manager will be able to fulfil out of the trust property of the Trust, its liabilities as and when they fall due.

In accordance with Section 86(2) of the Act, we further certify:

(a) the fees or charges paid or payable out of the trust property of the Trust to the Trustee-Manager are in accordance with the trust deed of the Trust;

(b) the interested person transactions entered into by the Trust during the financial year ended 31 March 2013 are not detrimental to the interests of the unitholders of the Trust as a whole based on the circumstances at the time of the relevant transactions; and

(c) the Board of Directors of the Trustee-Manager is not aware of any violation of duties of the Trustee-Manager which would have a materially adverse effect on the business of the Trust or on the interests of the unitholders of the Trust as a whole.

The Board of Directors of the Trustee-Manager has, on the date of this statement, authorised the above statements and these financial statements of the Group as at and for the financial year ended 31 March 2013 for issue.

On behalf of the Board of Directors of the Trustee-Manager:

Ravi MehrotraDirector

Gurpreet Singh DhillonDirector





In accordance with Section 86(3) of the Act, I certify that I am not aware of any violation of duties of the Trustee-Manager which would have a materially adverse effect on the business of the Trust or on the interests of all the unitholders of the Trust as a whole.

Gurpreet Singh DhillonChief Executive Officer



Report on the financial statementsWe have audited the accompanying financial statements of Religare Health Trust (the “Trust”) (constituted in the Republic of Singapore pursuant to a trust deed dated 29 July 2011) and its subsidiaries (collectively, the “Group”) set out on pages 53 to 116, which comprise the consolidated balance sheet of the Group and the balance sheet of the Trust as at 31 March 2013, and the consolidated statement of comprehensive income, the statement of changes in unitholders’ funds and cash flow statement of the Group and the statement of changes in unitholders’ funds of the Trust for the financial year then ended, and a summary of significant accounting policies and other explanatory information.

Trustee-Manager’s responsibility for the financial statements

The Trustee-Manager of the Trust is responsible for the preparation and fair presentation of these financial statements in accordance with the provisions of the Singapore Business Trusts Act, Chapter 31A (the “Act”) and International Financial Reporting Standards as issued by International Accounting Standards Board (“IFRS”), and for such internal control as the Trustee-Manager determines is necessary to enable the preparation of financial statements that 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 conducted our audit in accordance with International Standards on Auditing. 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 control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Trustee-Manager, 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.

Opinion

In our opinion, the consolidated financial statements of the Group and the balance sheet and statement of changes in unitholders’ funds of the Trust give a true and fair view of the financial position of the Group and of the Trust as at 31 March 2013, and of the financial performance, changes in unitholders’ funds and cash flows of the Group and the changes in unitholders’ funds of the Trust for the financial year then ended in accordance with the provisions of the Act and IFRS.



Report on other legal and regulatory requirementsIn our opinion, the accounting and other records required by the Act to be kept by the Trustee-Manager for the Trust and by those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.

Ernst & Young LLPPublic Accountants and Certified Public Accountants





Year ended 29.7.2011 to Note 31.3.2013 31.3.2012 $’000 $’000

Revenue:Service fee 4 46,068 – Hospital income 5 2,642 – Other income 6 917 65Total revenue 49,627 65

Service fee and hospital expenses:Medical consumables (2,650) – Employee benefits expense 7 (2,092) – Doctor charges (1,461) – Depreciation and amortisation (6,520) – Other service fee expenses 11 (5,187) – Hospital expenses 5 (2,254) – Total service fee and hospital expenses (20,164) –

Trustee-Manager fees 8 (2,304) – Other trust expenses (943) (1,421)Finance income 9 328 – Finance expenses 10 (1,455) (614)Foreign exchange losses (87) – Share of results of associates (3,224) (2,443)Issue expenses (7,186) – Total expenses (35,035) (4,478)

Profit/(loss) before reclassification of foreign currency translation reserve and changes in fair value of financial derivatives 14,592 (4,413)

Reclassification of foreign currency translation reserve 18 (12,134) – Fair value loss on financial derivatives (1,799) – Profit/(loss) before taxes 11 659 (4,413)Income tax expense 12 (5,939) – Net loss for the year/period attributable

to unitholders of the Trust (5,280) (4,413)Other comprehensive income - Foreign currency translation (4,003) (1,936)- Reclassification of foreign currency translation reserve 12,134 – - Net surplus on revaluation of land 6,573 – Other comprehensive income for

the year/period, net of tax 14,704 (1,936)Total comprehensive income for the year/period

attributable to unitholders of the Trust 9,424 (6,349)Loss per unit attributable to unitholders

of the Trust, expressed in cents per unit - Basic and diluted 13 (0.67) (2.00)

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.


As at 31 March 2013

Group Trust Note 2013 2012 2013 2012 $’000 $’000 $’000 $’000

ASSETS

Non-current assets

Intangible assets 14 149,594 – – –

Property, plant and equipment 15 666,107 – – –

Investment in subsidiaries 16 – – 12,634 –

Loan to a subsidiary 17 – – 467,001 –

Investment in associates 18 – 128,274 – –

Financial assets 19 13,076 – – –

Deferred tax assets 20 1,977 – – –

Other assets 21 10,829 – – –

Total non-current assets 841,583 128,274 479,635 –

Current assets

Inventories 126 – – –

Prepayments – 2,722 – 2,722

Financial assets 19 85,270 – 22,856 –

Trade receivables 22 20,102 65 – –

Other assets 954 – – –

Cash and bank balances 23 14,879 27 13,156 3

Total current assets 121,331 2,814 36,012 2,725

Total assets 962,914 131,088 515,647 2,725

LIABILITIES

Non-current liabilities

Loans and borrowings 24 62,428 – – –

Other liabilities 151 – – –

Deferred tax liabilities 20 88,149 – – –

Total non-current liabilities 150,728 – – –


Group Trust Note 2013 2012 2013 2012 $’000 $’000 $’000 $’000

Current liabilities

Loans and borrowings 24 2,899 21,141 – –

Amount owing to subsidiary 25 – – – 2,349

Trade and other payables 26 5,746 3,545 3,203 1,734

Other liabilities 27 86,424 – – –

Current tax liabilities 808 – – –

Derivative financial instruments 28 1,799 – – –

Total current liabilities 97,676 24,686 3,203 4,083

Net current assets/(liabilities) 23,655 (21,872) 32,809 (1,358)

Total liabilities 248,404 24,686 3,203 4,083

Net assets/(liabilities) 714,510 106,402 512,444 (1,358)

UNITHOLDERS’ FUNDS

Units in issue 29 501,369 3 501,369 3

Capital reserve 30 210,216 112,898 – –

Foreign currency translation reserve 30 6,195 (1,936) – –

Revaluation reserve 30 6,573 – – –

(Accumulated losses)/ Revenue reserves (9,843) (4,563) 11,075 (1,361)

Total unitholders’ funds/(deficits) 714,510 106,402 512,444 (1,358)




Foreign Units in currency issue Capital translation Revaluation Accumulated Group Note (Note 29) reserve reserve reserve losses Total $’000 $’000 $’000 $’000 $’000 $’000

At 29 July 2011 (date of constitution) 3 – – – – 3 Loss for the period – – – – (4,413) (4,413)

Other comprehensive income - Foreign currency translation – – (1,936) – – (1,936)

Other comprehensive income for the period, net of tax – – (1,936) – – (1,936)

Total comprehensive income for the period – – (1,936) – (4,413) (6,349)

Share of changes recognised directly in associates’ equity – 112,898 – – – 112,898

Others – – – – (150) (150) At 31 March 2012 and

1 April 2012 3 112,898 (1,936) – (4,563) 106,402 Loss for the year – – – – (5,280) (5,280) Other comprehensive income - Foreign currency translation – – (4,003) – – (4,003)- Reclassification of foreign

currency translation reserve 18 – – 12,134 – – 12,134- Net surplus on revaluation of land – – – 6,573 – 6,573

Other comprehensive income for the year, net of tax – – 8,131 6,573 – 14,704

Total comprehensive income for the year – – 8,131 6,573 (5,280) 9,424

Allotment of units in consideration of an assignment of loan from a related party 24 12,634 – – – – 12,634

Initial public offering 488,732 – – – – 488,732

Share of changes recognised directly in associates’ equity – 97,318 – – – 97,318

At 31 March 2013 501,369 210,216 6,195 6,573 (9,843) 714,510



(Accumulated Units in losses)/ issue RevenueTrust Note (Note 29) reserves Total $’000 $’000 $’000

At 29 July 2011 (date of constitution) 3 – 3

Loss for the period, representing total comprehensive income for the financial period – (1,361) (1,361)

At 31 March 2012 and 1 April 2012 3 (1,361) (1,358)

Profit for the year, representing total comprehensive income for the financial year – 12,436 12,436

Allotment of units in consideration of an assignment of a loan from a related party 24 12,634 – 12,634

Initial public offering 488,732 – 488,732

At 31 March 2013 501,369 11,075 512,444



Year ended 29.7.2011 to Note 31.3.2013 31.3.2012 $’000 $’000

Cash flow from operating activities Profit/(loss) before taxes 659 (4,413)Adjustments for: Depreciation and amortisation 6,520 – Finance income (328) –Finance expenses 1,455 614Fair value loss on financial derivatives 1,799 – Foreign exchange losses 87 – Issue expenses 7,186 – Reclassification of foreign currency translation reserve 12,134 – Share of results of associates 3,224 2,443Foreign currency alignment (176) – Operating cash flow before working capital changes 32,560 (1,356) Changes in working capital: Increase in trade receivables (16,829) (65) Increase in financial assets and other assets (7,517) – Decrease in inventories 178 – Increase in prepayment – (2,722)(Decrease)/increase in trade and other payables and other liabilities (2,667) 3,486 Cash flows generated from/(used in) operations 5,725 (657)Interest received 192 – Tax paid (1,974) – Net cash generated from/(used in) operating activities 3,943 (657) Cash flow from investing activitiesPurchase of property, plant and equipment (2,111) – Investment in unquoted shares (68,577) – Investment in short term investments (13,896) – Net cash inflow from acquisition of subsidiaries 16 66,422 746 Net cash (used in)/generated from financing activities (18,162) 746 Cash flow from financing activitiesProceeds from issuance of units 510,710 3Issue expenses paid (29,164) – Interest paid (1,104) (201)Repayments of borrowings (509,571) – Proceeds from borrowings 58,200 136 Net cash generated from/(used in) financing activities 29,071 (62) Net increase in cash and cash equivalents 14,852 27Cash and cash equivalents at beginning of year/date of constitution 27 – Cash and cash equivalents at end of year/period 23 14,879 27




1. General information Religare Health Trust (the “Trust”) is a business trust registered with the Monetary Authority of

Singapore and domiciled in Singapore. The Trust was constituted by a trust deed dated 29 July 2011 and is regulated by the Business Trusts Act, Chapter 31A of Singapore. Under the trust deed, Religare Health Trust Trustee Manager Pte. Ltd. (the “Trustee-Manager”) has declared that it will hold all the assets (including businesses) acquired on trust for the unitholders of the Trust. The address of the Trustee-Manager’s office is 80 Raffles Place, #11-20 UOB Plaza 2, Singapore 048624.

The principal activity of the Trust is investment holding of hospital and health care related assets located in Asia, Australasia and emerging markets in the rest of the world. The principal activities of the subsidiaries of the Trust are set out in Note 16.

The Trust was admitted to the Official List of the Main Board of Singapore Exchange Securities Trading Limited on 19 October 2012. Prior to 19 October 2012, Fortis Healthcare International Pte. Limited (“FHIL”) is the only unitholder of the Trust and Fortis Healthcare Limited (“FHL”) is the ultimate holding company.

2. Summary of significant accounting policies2.1 Basis of preparation

These financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by International Accounting Standards Board (“IASB”). The financial statements have been prepared under the historical cost convention, except as disclosed in the accounting policies below.

All financial information is presented in Singapore dollars and has been rounded to the nearest thousand, unless otherwise stated.

2.2 Changes in accounting policies

The accounting policies adopted are consistent with those of the previous financial period except in the current financial year, the Group has adopted all the new and revised standards that are effective for annual periods beginning on or after 1 April 2012. The adoption of these standards did not have any effect on the financial performance or position of the Group and the Trust.



2. Summary of significant accounting policies (cont’d)2.3 Standards issued but not yet effective

The Group has not adopted the following standards and interpretations relevant to the Group that have been issued but not yet effective:

Description Effective for annual periods beginning on or after

Amendments to IAS 1 Presentation of Items of Other Comprehensive Income 1 July 2012

IAS 19 Employee Benefits 1 January 2013

IFRS 13 Fair Value Measurement 1 January 2013

Amendments to IFRS 7 Disclosures – Offsetting Financial Assets and Financial Liabilities 1 January 2013

Amendments to the transition guidance of IFRS 10 Consolidated Financial Statements, IFRS 11 Joint Arrangements and IFRS 12 Disclosure of Interests in Other Entities 1 January 2013

Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards 1 January 2013

Revised IAS 27 Separate Financial Statements 1 January 2013

Revised IAS 28 Investments in Associates and Joint Ventures 1 January 2013

IFRS 10 Consolidated Financial Statements 1 January 2013

IFRS 11 Joint Arrangements 1 January 2013

IFRS 12 Disclosure of Interests in Other Entities 1 January 2013

Annual improvements to IFRS 2009 – 2011 1 January 2013

Amendments to IAS 32 Offsetting Financial Assets and Financial Liabilities 1 January 2014

Amendments to IFRS 10 Consolidated Financial Statements, IFRS 12 Disclosure of Interests in Other Entities and IAS 27 Separate Financial Statements – Investment Entities 1 January 2014

IFRS 9 Financial Instruments 1 January 2015

Except for the Amendments to IAS 1, IFRS 9 and IFRS 12, the directors expect that the adoption of the other standards and interpretations above will have no material impact on the financial statements in the period of initial application. The nature of the impending changes in accounting policy on adoption of the Amendments to FRS 1, IFRS 9 and IFRS 12 are described below.


2. Summary of significant accounting policies (cont’d)2.3 Standards issued but not yet effective (cont’d)

Amendments to IAS 1 Presentation of Items of Other Comprehensive Income

Amendments to IAS 1 Presentation of Items of Other Comprehensive Income (“OCI”) is effective for financial periods beginning on or after 1 July 2012.

The Amendments to IAS 1 changes the grouping of items presented in other comprehensive income. Items that could be reclassified to profit or loss at a future point in time would be presented separately from items which will never be reclassified. As the Amendments only affect the presentations of items that are already recognised in OCI, the Group does not expect any impact on its financial position or performance upon adoption of this standard.

IFRS 9 Financial Instruments

IFRS 9 as issued reflects the first phase of the IASBs work on the replacement of IAS 39 and applies to classification and measurement of financial assets as defined in IAS 39. The standard is effective for annual periods beginning on or after 1 January 2015. In subsequent phases, the IASB will address impairment of financial assets and hedge accounting. The adoption of the first phase of IFRS 9 will have an effect on the classification and measurement of the Group’s financial assets. The Group will quantify the effect in conjunction with the other phases, when issued, to present a comprehensive picture.

IFRS 12 Disclosure of Interests in Other Entities

IFRS 12 Disclosure of Interests in Other Entities is effective for financial periods beginning on or after 1 January 2013.

IFRS 12 is a new and comprehensive standard on disclosure requirements for all forms of interests in other entities, including joint arrangements, associates, special purpose vehicles and other off balance sheet vehicles. IFRS 12 requires an entity to disclose information that helps users of its financial statements to evaluate the nature and risks associated with its interests in other entities and the effects of those interests on its financial statements. As this is a disclosure standard, it will have no impact to the financial position and financial performance of the Group when implemented in 2014.

2.4 Basis of consolidation and business combination

The consolidated financial statements comprise the financial statements of the Group and its subsidiaries as at 31 March 2013.

Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. All intra-group balances, transactions, unrealised gains and losses resulting from intra-group transactions and dividends are eliminated in full.

Total comprehensive income within a subsidiary is attributed to the non-controlling interest even if it results in a deficit balance.



2. Summary of significant accounting policies (cont’d)2.4 Basis of consolidation and business combinations (cont’d)

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it:

– Derecognises the assets (including goodwill) and liabilities of the subsidiary– Derecognises the carrying amount of any non-controlling interest– Derecognises the cumulative translation differences recorded in equity– Recognises the fair value of the consideration received– Recognises the fair value of any investment retained– Recognises any surplus or deficit in profit or loss– Reclassifies the parent’s share of components previously recognised in other

comprehensive income to profit or loss or retained earnings, as appropriate.

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. For each business combination, the Group elects whether to measure the non-controlling interest in the acquiree at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred and included in other trust expenses.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree.

If the business combination is achieved in stages, the previously held equity interest is remeasured at its acquisition date fair value and any resulting gain or loss is recognised in profit or loss.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Contingent consideration classified as an asset or liability that is a financial instrument and within the scope of IAS 39 Financial Instruments: Recognition and Measurement, is measured at fair value with changes in fair value recognised either in profit or loss or as a change to other comprehensive income. If the contingent consideration is not within the scope of IAS 39, it is measured in accordance with the appropriate IFRS. Contingent consideration that is classified as equity is not remeasured and subsequent settlement is accounted for within equity.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interest over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the gain is recognised in profit or loss.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.


2. Summary of significant accounting policies (cont’d)2.4 Basis of consolidation and business combinations (cont’d)

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in this circumstance is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained.

The consolidated financial statements comprise the financial statements of the Trust and its subsidiaries as at the end of the reporting period. The financial statements of the subsidiaries used in the preparation of the consolidated financial statements are prepared for the same reporting date as the Trust. Consistent accounting policies are applied to like transactions and events in similar circumstances.

All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group transactions and dividends are eliminated in full.

Business combinations involving entities under common control are accounted for by applying the pooling of interest method.

Pursuant to this:

– Assets and liabilities are reflected at their existing carrying amounts;

– No amount is recognised for goodwill and;

– Any difference between the consideration paid by the Trust and the share capital of the subsidiary will be reflected within the equity of the Group as merger reserve.

2.5 Associates

The Group’s investment in its associate, an entity in which the Group has significant influence, is accounted for using the equity method.

Under the equity method, the investment in the associate is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Group’s share of net assets of the associate since the acquisition date. Goodwill relating to the associate is included in the carrying amount of the investment and is neither amortised nor individually tested for impairment.

The profit or loss reflects the Group’s share of the results of operations of the associate. When there has been a change recognised directly in the equity of the associate, the Group recognises its share of any changes, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and the associate are eliminated to the extent of the interest in the associate.

The Group’s share of profit or loss of an associate is shown on the face of the profit or loss and represents profit or loss after tax and non-controlling interests in the subsidiaries of the associate.

The financial statements of the associate are prepared for the same reporting period as the Group. When necessary, adjustments are made to bring the accounting policies in line with those of the Group.



2. Summary of significant accounting policies (cont’d)2.5 Associates (cont’d)

After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its associate. At each reporting date, the Group determines whether there is objective evidence that the investment in the associate is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value, then recognises the loss in profit or loss.

Upon loss of significant influence over the associate, the Group measures and recognises any retained investment at its fair value. Any difference between the carrying amount of the associate upon loss of significant influence and the fair value of the retained investment and proceeds from disposal is recognised in profit or loss.

2.6 Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is its fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses, if any. Internally generated intangible assets, excluding capitalised development costs, are not capitalised and expenditure is reflected in profit and loss in the period in which the expenditure is incurred.

The useful lives of intangible assets are assessed as below:

Customer related intangible 30 yearsRight to use “Fortis” brand 15 yearsGoodwill IndefiniteOther intangibles 3 years

Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the profit or loss under “depreciation and amortisation”.

Intangible assets with indefinite useful lives are not amortised, but are tested for impairment annually, either individually or at the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.

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 recognised in the profit or loss when the asset is derecognised.


2. Summary of significant accounting policies (cont’d)2.7 Property, plant and equipment

Property, plant and equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Such cost includes the cost of replacing part of the property, plant and equipment and borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying property, plant and equipment. The accounting policy for borrowing costs is set out in Note 2.11. The cost of an item of property, plant and equipment is recognised as an asset if, and only if, it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. When significant parts of property, plant and equipment are required to be replaced in intervals, the Group recognises such parts as individual assets with specific useful lives and depreciation, respectively. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in profit or loss as incurred.

Land and buildings are measured at fair value less accumulated depreciation on buildings and impairment losses recognised at the date of the revaluation. Valuations for land and building are performed annually to ensure that the fair value of a revalued asset does not differ materially from its carrying amount.

A revaluation surplus is recognised in other comprehensive income and credited to the asset revaluation reserve in equity. However, to the extent it reverses a revaluation deficit of the same asset previously recognised in profit or loss, the increase is recognised in profit and loss. A revaluation deficit is recognised in the profit or loss, except to the extent that it offsets an existing surplus of the same asset recognised in the asset revaluation reserve.

An annual transfer from the asset revaluation reserve to retained earnings is made for the difference between depreciation based on revalued carrying amount of the asset and depreciation based on the assets original cost. Additionally, any accumulated depreciation as at the revaluation date is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. Upon disposal, any revaluation reserve relating to the particular asset being sold is transferred to retained earnings.

Freehold land has an unlimited useful life and therefore is not depreciated. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:

Leasehold land Remaining lease periodBuildings 24 to 45 yearsMedical equipment 1 to 15 yearsPlant and machinery 6 to 20 yearsFurniture and fittings 1 to 15 yearsOffice equipment 1 to 4 yearsComputers 2 to 6 yearsVehicles 1 to 5 years

Assets under construction are not depreciated as these assets are not yet available for use.



2. Summary of significant accounting policies (cont’d)2.7 Property, plant and equipment (cont’d)

An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss when the asset is derecognised.

The residual value, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end, and adjusted prospectively, if appropriate.

2.8 Impairment of non-financial assets

The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount.

An asset’s recoverable amount is the higher of an asset’s or cash generating unit’s fair value less costs to sell and its value in use. 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 group of assets. Where the carrying amount of an asset or cash-generating unit 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 expected to be generated by the assets 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 fair value less costs to sell, recent market transactions are taken into account. If no such transaction can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted shares prices for publicly traded subsidiaries or other available fair value indicators.

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 recognised in the profit or loss under “other trust expenses”, except for property previously revalued where the revaluation was taken to other comprehensive income. In this case the impairment is also recognised in other comprehensive income up to the amount of any previous revaluation.


2. Summary of significant accounting policies (cont’d)2.8 Impairment of non-financial assets (cont’d)

For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognised 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 (“CGU”) recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increase cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised previously. Such reversal is recognised in profit or loss unless the asset is measured at revalued amount, in which case the reversal is treated as a revaluation increase.

The following assets have specific characteristics for impairment testing:

Goodwill

Goodwill is tested for impairment annually as at 31 March and when circumstances indicate that the carrying value may be impaired.

Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the goodwill relates. When the recoverable amount of the CGU is less than its carrying amount, an impairment loss is recognised. Impairment losses relating to goodwill cannot be reversed in future periods.

Intangible assets

Intangible assets with indefinite useful lives are tested for impairment annually as at 31 March either individually or at the CGU level, as appropriate, and when circumstances indicate that the carrying value may be impaired.

2.9 Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, demand deposits, and short-term, highly liquid investments that are readily convertible to known amount of cash and which are subject to an insignificant risk of changes in value. Fixed deposits with banks with original maturity for less than three months are considered as cash and cash equivalents. Pledged fixed deposits do not form part of cash and cash equivalent.



2. Summary of significant accounting policies (cont’d)2.10 Financial instruments – initial recognition and subsequent measurement

(i) Financial assets

Initial recognition and measurement

Financial assets within the scope of IAS 39 are classified as financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial assets at initial recognition.

All financial assets are recognised initially at fair value plus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs.

Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way trades) are recognised on the trade date, i.e., the date that the Group commits to purchase or sell the asset.

Subsequent measurement

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate method (“EIR”), less impairment. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in profit or loss. The losses arising from impairment are recognised in the statement of comprehensive income in finance costs.

Available-for-sale financial investments

Available-for-sale financial investments include equity investments and debt securities. Equity investments classified as available for sale are those that are neither classified as held for trading nor designated at fair value through profit or loss. Debt securities in this category are those that are intended to be held for an indefinite period of time and that may be sold in response to needs for liquidity or in response to changes in the market conditions.

After initial measurement, available-for-sale financial investments are subsequently measured at fair value with unrealised gains or losses recognised as other comprehensive income in the available-for-sale reserve until the investment is derecognised, at which time the cumulative gain or loss is recognised in other operating income, or the investment is determined to be impaired, when the cumulative loss is reclassified from the available-for-sale reserve to the profit or loss. Interest earned whilst holding available-for-sale financial investments is reported as interest income using the EIR method.


2. Summary of significant accounting policies (cont’d)2.10 Financial instruments – initial recognition and subsequent measurement (cont’d)

(i) Financial assets (cont’d)

Derecognition

A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognised when:

(i) The rights to receive cash flows from the asset have expired;

(ii) The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the Group’s continuing involvement in the asset. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay.




(ii) Impairment of financial assets

The Group assesses at each reporting date whether there is any objective evidence that a financial asset or a group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset (an incurred “loss event”) and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated. Evidence of impairment may include indications that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation and where observable data indicate that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.

Financial assets carried at amortised cost

For financial assets carried at amortised cost, the Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, or collectively for financial assets that are not individually significant. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognised are not included in a collective assessment of impairment.

If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as the difference between the assets carrying amount and the present value of estimated future cash flows (excluding future expected credit losses that have not yet been incurred). The present value of the estimated future cash flows is discounted at the financial assets original effective interest rate. If a loan has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate.

The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the profit or loss. Interest income continues to be accrued on the reduced carrying amount and is accrued using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. The interest income is recorded as part of finance income in the profit or loss. Loans together with the associated allowance are written off when there is no realistic prospect of future recovery and all collateral has been realised or has been transferred to the Group. If, in a subsequent year, the amount of the estimated impairment loss increases or decreases because of an event occurring after the impairment was recognised, the previously recognised impairment loss is increased or reduced by adjusting the allowance account. If a future write-off is later recovered, the recovery is credited to finance costs in the profit or loss.



(ii) Impairment of financial assets (cont’d)

Available for sale financial investments

For available-for-sale financial investments, the Group assesses at each reporting date whether there is objective evidence that an investment or a group of investments is impaired.

In the case of equity investments classified as available-for-sale, objective evidence would include a significant or prolonged decline in the fair value of the investment below its cost. ‘Significant’ is evaluated against the original cost of the investment and ‘prolonged’ against the period in which the fair value has been below its original cost. When there is evidence of impairment, the cumulative loss – measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that investment previously recognised in the profit or loss – is removed from other comprehensive income and recognised in the profit or loss. Impairment losses on equity investments are not reversed through profit or loss; increases in their fair value after impairment are recognised directly in other comprehensive income.

In the case of debt instruments classified as available for sale, impairment is assessed based on the same criteria as financial assets carried at amortised cost. However, the amount recorded for impairment is the cumulative loss measured as the difference between the amortised cost and the current fair value, less any impairment loss on that investment previously recognised in the profit or loss.

Future interest income continues to be accrued based on the reduced carrying amount of the asset, using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. The interest income is recorded as part of finance income. If, in a subsequent year, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in the profit or loss, the impairment loss is reversed through the profit or loss.

(iii) Financial liabilities

Initial recognition and measurement

Financial liabilities within the scope of IAS 39 are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial liabilities at initial recognition.

All financial liabilities are recognised initially at fair value and in the case of loans and borrowings, plus directly attributable transaction costs.

The Group’s financial liabilities include trade and other payables, derivative financial instruments, loans and borrowings and amount owing to subsidiary company.



2. Summary of significant accounting policies (cont’d) 2.10 Financial instruments – initial recognition and subsequent measurement (cont’d)

(iii) Financial liabilities (cont’d)

Subsequent measurement

The measurement of financial liabilities depends on their classification as follows:

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instruments entered into by the Group that are not designated as hedging instruments in hedge relationships as defined by IAS 39. Separated embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments.

Gains or losses on liabilities held for trading are recognised in the profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition, and only if the criteria in IAS 39 are satisfied.

Loans and borrowings

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance costs in the profit or loss.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a de-recognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the profit or loss.



(iv) Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount reported in the balance sheet if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.

(v) Fair value of financial instruments

The fair value of financial instruments that are traded in active markets at each reporting date is determined by reference to quoted market prices or dealer price quotations (bid price for long positions and ask price for short positions), without any deduction for transaction costs.

For financial instruments not traded in an active market, the fair value is determined using appropriate valuation techniques. Such techniques may include using recent arm’s length market transactions; reference to the current fair value of another instrument that is substantially the same; a discounted cash flow analysis or other valuation models.

(vi) Transaction cost relating to equity

Transaction cost for issuing new units and listing of the same including existing units are allocated on rational basis between new units and existing units. Transaction costs of ‘issuing or acquiring’ equity are recognised in equity whereas costs attributable to existing units are expensed off to profit and loss account.

2.11 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 or sale are capitalised as part of the cost of the asset. Borrowing costs are capitalised until the assets are substantially completed for their intended use or sale. All other borrowing costs are expensed in the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

2.12 Inventories

Inventories of medical consumables, drugs and stores and spares are valued at the lower of cost and net realisable value. Cost is determined on weighted average basis.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and costs incurred to make the sale.

2.13 Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the obligation.

Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of economic resources will be required to settle the obligation, the provision is reversed. If the effect of the time value of money is material, provisions are discounted using a current pre tax rate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.



2. Summary of significant accounting policies (cont’d)2.14 Foreign currency

The Group’s consolidated financial statements are presented in Singapore Dollars, which is also the Trust’s functional currency. For each entity that the Group determines the functional currency, items included in the financial statements of that entity are measured using that functional currency. The Group uses the direct method of consolidation and has elected to recycle the gain or loss that arises from using this method.

(a) Transactions and balances

Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency spot rates at the date the transaction first qualifies for recognition.

Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Differences arising on the settlement or translation of monetary items are recognised in profit or loss with the exception of monetary items that are designated as part of the hedge of the Group’s net investment of a foreign operations. These are recognised initially in other comprehensive income until the net investment is disposed of, at which time, the cumulative amount is reclassified to profit or loss. Tax charges and credits attributable to exchange differences on those monetary items are also recorded in other comprehensive income.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of gain or loss on change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognised in other comprehensive income or profit or loss are also recognised in other comprehensive income or profit or loss, respectively).

Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the carrying amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities of the foreign operation and translated at the spot rate of exchange at the reporting date.

(b) Group companies

On consolidation, the assets and liabilities of foreign operations are translated into Singapore Dollars at the rate of exchange prevailing at the reporting date and their profit or loss are translated at exchange rates prevailing at the dates of the transactions. The exchange differences arising on translation for consolidation are recognised in other comprehensive income. On disposal of a foreign operation, the component of other comprehensive income relating to that particular foreign operation is recognised in profit or loss.

2.15 Leases

The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at the inception date. The arrangement is assessed for whether fulfilment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.

As lessee

Operating lease payments are recognised as an operating expense in the profit or loss on a straight-line basis over the lease term.


2. Summary of significant accounting policies (cont’d)2.15 Leases (cont’d)

As lessor

Leases in which the Group does not transfer substantially all the risks and benefits of ownership of an asset are classified as operating leases. Initial direct costs incurred in negotiating an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as lease income.

Contingent rents are recognised as revenue in the period in which they are earned.

2.16 Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duty. The Group assesses its revenue arrangements against specific criteria to determine if it is acting as principal or agent. The Group has concluded that it is acting as a principal in all of its revenue arrangements. The following specific recognition criteria must also be met before revenue is recognised:

Service fee

The base service income arising from the provision of Clinical Establishments Services is accounted for on a straight-line basis over the term of the arrangement. Service income relating to out-patient and day care medical and healthcare services (“OPD”), radiology and maintenance services are recognised in the profit or loss when such services are rendered. The variable performance linked fee is recognised when the Group becomes entitled to payment as per the terms of the arrangement.

The Group’s subsidiaries provide the following services to FHL group of companies (collectively, the “Clinical Establishment Services”):

(a) making available and maintaining the Clinical Establishment to allow FHL group of companies to operate and manage a full-fledged full service secondary, tertiary or quarternary hospital (as the case may be);

(b) the undertaking, provision, running, operation and management of the OPD Services; and

(c) the provision, running, operation and management of the Radio Diagnostic Services.

Hospital income

Hospital income is recognised when services are rendered to the patients in the two operating hospitals.

Lease income

Lease income is recognised in profit or loss on a straight-line basis and over the term of the lease.

Lease income is revenue earned from the space utilised as amenities such as pharmacy, cafeteria, book shop, ATM and other amenities for patients and/or other attendant conveniences.

Dividend income

Dividend income is recognised when the Group’s rights to receive the payment is established.

Interest income

Interest income is recognised using the effective interest method.



2. Summary of significant accounting policies (cont’d)2.17 Taxation

(i) Current income tax

Current income tax assets and liabilities for the current periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date in the countries where the Group operates and generates taxable income.

Current income tax relating to items recognised directly in equity is recognised in equity and not in the profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

(ii) Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are recognised for all temporary differences, except:

• Where thedeferred tax liability arises from the initial recognition of goodwill or of anasset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and

• Inrespectoftaxabletemporarydifferencesassociatedwithinvestmentsinsubsidiaries,associates and interests in joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised except:

• Where the deferred tax asset relating to the deductible temporary difference arisesfrom the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and

• In respect of deductible temporary differences associated with investments insubsidiaries, associates and interests in joint ventures, deferred income tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at the end of each reporting period and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.


2. Summary of significant accounting policies (cont’d)2.17 Taxation (cont’d)

(ii) Deferred tax (cont’d)

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current income tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that date, are recognised subsequently if new information about facts and circumstances changed. The adjustment would either be treated as a reduction to goodwill (as long as it does not exceed goodwill) if it incurred during the measurement period or recognised in profit or loss.

(iii) Sales tax

Expenses and assets are recognised net of the amount of sales tax, except:

• Whenthesalestaxincurredonapurchaseofassetsorservicesisnotrecoverablefromthe taxation authority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable; and

• Whenreceivablesandpayablesarestatedwiththeamountofsalestaxincluded

The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet.

(iv) Minimum alternate tax (“MAT”)

MAT paid in a year is initially charged to the profit or loss as current tax. The Group then recognises MAT credit available as an asset only to the extent that there is convincing evidence that the Group will pay 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 recognises MAT credit as an asset in accordance with the Guidance Note on Accounting for Credit Available in respect of MAT under the Indian Income Tax Act, 1961, the said asset is created by way of credit to the profit or 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 Group does not have convincing evidence that it will pay income tax during the specified period.

2.18 Segment reporting

No business segment information has been prepared as the Group is primarily involved in the provision of Clinical Establishment services to the operators of each hospital operating in each Clinical Establishment. No geographical segment information has been prepared as the Group’s assets and operations are all located in India.



2. Summary of significant accounting policies (cont’d)2.19 Unitholders’ funds

Unitholders’ funds represent the Unitholders’ residual interest in the Group’s net assets.

Incremental costs directly attributable to the issue of units are recognised as a deduction from Unitholders’ funds.

2.20 Contingencies

A contingent liability is:

(a) a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group; or

(b) a present obligation that arises from past events but is not recognised because:

(i) It is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or

(ii) The amount of the obligation cannot be measured with sufficient reliability.

A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group.

Contingent liabilities and assets are not recognised on the balance sheet of the Group, except for contingent liabilities assumed in a business combination that are present obligations and which the fair values can be reliably determined.

2.21 Employee benefits

(a) Defined contribution plans

The entities within the Group located in India make contributions to the Statutory Provident Fund in accordance with Employees Provident Fund and Miscellaneous Provisions Act, 1952, India. Provident Fund is a defined contribution scheme and the contributions are charged to the profit or loss of the year when the contributions to the respective fund is due. There are no other obligations other than the contribution payable to the fund.

(b) Employee leave entitlement

Employee entitlements to annual leave are recognised as a liability when they accrue to the employees. A provision is made for the estimated liability for annual leave as a result of services rendered by employees up to the end of the reporting date.


2. Summary of significant accounting policies (cont’d)2.22 Related parties

A party is considered to be related to the Group or Trust if:

(a) A person or a close member of that person’s family is related to the Trust if that person:(i) has control or joint control over the Trust;

(ii) has significant influence over the Trust; or

(iii) is a member of the key management personnel of the Group or Trust or of a parent of the Trust.

(b) An entity is related to the Group and the Trust if any of the following conditions applies:(i) The entity and the Trust are members of the same group (which means that each parent,

subsidiary and fellow subsidiary is related to the others).

(ii) One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of the group of which the other entity is a member).

(iii) Both entities are joint ventures of the same third party.

(iv) One entity is a joint venture of a third entity and the other entity is an associate of the third entity.

(v) The entity is a post-employment defined benefit plan for the benefit of employees of either the Trust or an entity related to the Trust. If the Trust is itself such a plan, the sponsoring employers are also related to the Trust.

(vi) The entity is controlled or jointly controlled by a person identified in (a).

(vii) A person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity).

3. Significant accounting judgments and estimatesThe preparation of the financial statements requires the directors to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent liabilities. However, uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amount of the asset or liability affected in the future periods.



3. Significant accounting judgments and estimates (cont’d)3.1 Judgments

Determination of control for Fortis Hospotel Limited and acquisition of stake

The Group has acquired 49% interest in Fortis Hospotel Limited (“FHTL”), the owner of the New Delhi, Shalimar Bagh Clinical Establishment and Gurgaon Clinical Establishment. The Group has also entered into a Shareholders’ Agreement with a related party on 17 September 2012 to acquire the remaining 51% interest in FHTL. However, the legal title of the 51% interest in FHTL has not been transferred to the Group as at year end.

Under the Shareholders’ Agreement, the Group has the right to appoint 50% of the directors of FHTL, including the Chairman of the Board of Directors of FHTL who has casting vote in case of deadlock on any matters to be decided at the Board of Directors level. The related party has also assigned its right to receive dividends from FHTL in favour of the Group. Accordingly, the Trustee-Manager concluded that as the Group is able to control the financial and operating policies of FHTL, the Group has consolidated 100% of FHTL.

Functional currency

The Group measures foreign currency transactions in the respective functional currencies of the Trust and its subsidiaries. In determining the functional currencies of the entities in the Group, judgment is required to determine the currency that mainly influences sales prices for goods and services and of the country whose competitive forces and regulations mainly determines the sales prices of its goods and services. The functional currencies of the entities in the Group are determined based on management’s assessment of the economic environment in which the entities operate and the entities’ process of determining sales prices.

Accounting for service agreement

The Group has entered into separate Hospital and Medical Services Agreements (“HMSA”) with FHL group of companies wherein the Group is required to provide and maintain the Group’s Clinical Establishments along with other services like out-patient diagnostic and radio diagnostic. The Group needs to exercise judgment to analyse whether the arrangement involves providing the right to use the Group’s Clinical Establishments and whether the out-patient diagnostic and radio diagnostic services in the arrangement are significant to the overall arrangement. The Group has analysed the substance of the contract and have determined that fulfilment of service arrangement is based on the use of specified assets and conveys right to use the Group’s Clinical Establishments. However, substantial risk and rewards of the Group’s Clinical Establishments are retained by the Group even though rights to use are given to FHL group of companies. The Group has assessed that the out-patient diagnostic and radio diagnostic services in the arrangement are significant to the entire arrangement. Consequently, the Group’s Clinical Establishments have been classified as part of property, plant and equipment.

Clinical Establishment is defined as a fully centrally air-conditioned institution established and specifically customised and duly fitted with all fixtures, fittings, medical equipment and infrastructure required for running and operating a hospital, offering:

(1) doctors and services for diagnosis and treatment for illness, disease, injury, deformity and/or abnormality;

(2) diagnosis of diseases through radiological and other diagnostic or investigative services with the aid of laboratory or other medical equipment; and

(3) beds for in-patient treatment.


3. Significant accounting judgments and estimates (cont’d)3.1 Judgments (cont’d)

Unused tax losses

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

3.2 Estimates and assumptions

Impairment of loans and receivables

The Group assesses at the end of each reporting period whether there is any objective evidence that a financial asset is impaired. To determine whether there is objective evidence of impairment, the Group considers factors such as the probability of insolvency or significant financial difficulties of the debtor and default or significant delay in payments.

Where there is objective evidence of impairment, the amount and timing of future cash flows are estimated based on historical loss experience for assets with similar credit risk characteristics. The carrying amount of the Group’s loans and receivable at the end of the reporting period and the credit risk are disclosed in Note 34(e) and Note 34(a) respectively.

Impairment of goodwill

An impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales transactions, conducted at arm’s length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow model. The cash flows are derived from the budget for a period longer than five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the asset’s performance of the CGU being tested. The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as the expected future cash-inflows and the growth rate used for extrapolation purposes. The key assumptions used to determine the recoverable amount are disclosed and further explained in Note 14.

Useful lives of property, plant and equipment

The cost of property, plant and equipment is depreciated on a straight-line basis over the property, plant and equipment’s estimated economic useful lives. The useful lives of these assets are as disclosed in Note 2.7. These are common life expectancies applied in the Healthcare industry. Changes in the expected level of usage and technological developments could impact on the economic useful lives of these assets, therefore, future depreciation charges could be revised. The carrying amount of the Group’s property, plant and equipment at the end of each reporting period is disclosed in Note 15 to the financial statements. A 1% difference in the expected useful lives of these assets from management’s estimates would result in approximately 9% (2012: Nil%) variance in the Group’s profit before tax.



3. Significant accounting judgments and estimates (cont’d)3.2 Estimates and assumptions (cont’d)

Assets, liabilities and contingent liabilities acquired in a business combination

The amount of goodwill initially recognised as a result of a business combination is dependent on the allocation of the purchase price to the fair value of the identifiable assets acquired and the liabilities assumed. The determination of the fair value of the assets and liabilities is based, to a considerable extent, on management’s judgment arising from professional advice.

Allocation of the purchase price affects the results of the Group as intangible assets with useful live are amortised, whereas goodwill is not amortised and could result in differing amortisation charges based on the allocation to goodwill and intangible assets with useful live. Identifiable intangible assets acquired under business combination include Customer related intangible and Right to use “Fortis” brand. The fair value of these assets is determined by discounting estimated future net cash flows generated by the asset, where no active market for the assets exists. The use of different assumptions for the expectations of future cash flows and the discount rate would change the valuation of the intangible assets. The relative size of the Group’s intangible assets, excluding goodwill, makes the judgments surrounding the estimated useful lives critical to the Group’s financial position and performance. The carrying value of intangible assets and allocation of purchase price are disclosed in Note 14 and Note 16 respectively.

Income tax

Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the wide range of international business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Group establishes provisions, based on reasonable estimates, for possible consequences of audits by the tax authorities of the respective counties in which it operates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective domicile of the Group companies.

Revaluation of property, plant and equipment

The Group measures land and building at revalued amounts with changes in fair value being recognised in other comprehensive income. The Group engaged independent valuation specialist to assess the fair value. Land and building were valued by reference to market-based evidence, using comparable prices adjusted for specific market factors such as nature, location and condition of the property. The revaluation of property, plant and equipment is disclosed in Note 15.

4. Service fee Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Base fee 36,602 –

Variable fee 9,466 –

46,068 –


5. Hospital income and expensesHospital income and expenses relate to revenue generated from and expenses incurred in the Group’s two operating hospitals in Rajajingar and Nagarbhavi.

6. Other incomeOther income mainly relates to lease income from pharmacy, cafeteria, bookshop, automated teller machines (“ATM”) and other amenities in the Clinical Establishments of the Group.

7. Employee benefits expense Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Salaries, bonus and other benefits 2,072 –

Statutory Provident Fund contributions 20 –

2,092 –

8. Trustee-Manager fees Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Management fees 2,154 –

Trustee fees 150 –

2,304 –

Under the trust deed, the Trustee-Manager is entitled to the following:

Base fee

The Base fee (the “Base fee”) is 0.4% per annum of the value of the net assets of the Group pursuant to the trust deed.

Performance fee

The Performance fee (“Performance fee”) is 4.5% per annum of Distributable Income of the Group pursuant to the trust deed for the relevant financial year.

Trustee fee

The Trustee fee is 0.03% per annum of the value of the net assets of the Group, subject to a minimum of $15,000 per month, excluding out-of-pocket expenses.

The Base fee and the Performance fee (collectively the “Management fee”) and the Trustee fee shall be payable only for the period commencing from the Listing Date.

As at 31 March 2013, $2,304,000 (2012: $Nil) of Management fees and Trustee fees were payable to the Trustee-Manager. 50% of the Trustee-Manager fees will be paid in units of the Trust.



9. Finance income Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Interest income on current account 11 – Interest income from fixed deposits 15 – Interest income from mutual funds 302 –

328 –

10. Finance expenses Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Interest on bank borrowings 1,069 204Interest on loan from related party 148 357Interest on deferred payment scheme on purchase of equipment 156 – Bank charges 82 53

1,455 614

11. Profit/(loss) before taxes

The following items have been included in arriving at profit/(loss) before taxes: Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Housekeeping 2,107 – Security 721 – Power and fuel 244 – Annual maintenance charges 640 – Property tax and lease rental 599 – Insurance 87 – Others 789 – Other service fee expenses 5,187 – Audit fees paid to: Auditor of the Trust 156 5Other auditors 159 – Non-audit fees paid to: Auditor of the Trust 82* – Other auditors 286** – Legal and other professional fees 558 –

* This amount excludes $122,000 of non-audit fees in relation to units issuance expenses recognised as a deduction in equity in the statement of changes in unitholders’ funds.

** This amount excludes $735,000 of non-audit fees in relation to units issuance expenses recognised as a deduction in equity in the statement of changes in unitholders’ funds.


12. Income tax expenseThe major components of income tax expense

Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Consolidated profit or loss:Current income tax - Current income taxation 6,202 – Deferred tax expense - Origination and reversal of temporary differences (263) –

Income tax expenses 5,939 – Statement of comprehensive income: Deferred tax expense related to other comprehensive income

- Net surplus on revaluation of land 1,196 –

Relationship between tax expense and accounting profit/(loss)

The reconciliation between tax expense and the product of accounting profit/(loss) multiplied by the applicable corporate tax rate for the year/period ended 31 March 2013 and 2012 is as follows:

Group Year ended 29.7.2011 to 31.3.2013 31.3.2012 $’000 $’000

Profit/(loss) before tax 659 (4,413)

Tax at the dosmestic rates applicable to profits/(loss) in the countries where the Group operates 143 (750)

Adjustments:

Income not subject to taxation (9,796) (11)

Non-deductible expenses 2,951 346

Deferred tax assets not recognised 10,383 –

Share of results of associates 2,611 415

Others (353) –

Tax expense recognised in profit or loss 5,939 –

The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction. The domestic tax rates for the entities in India and Singapore are 32.445% and 17% respectively.

The nature of income not subject to taxation mainly relates to interest income receivable from overseas subsidiaries not subject to taxation.



13. Loss per unitThe calculation of basic and diluted loss per unit is based on the weighted average number of units outstanding during the financial year/period and loss after tax attributable to the unitholders of the Trust.

Group Year ended 29.7.2011 to 31.3.2013 31.3.2012

Loss for the financial year/period attributable to unitholders of the Trust ($’000) (5,280) (4,413)

Weighted average number of units during the financial year/period (‘000) 788,132 220,677(1)

Basic and diluted loss per unit (in cents per unit) (0.67) (2.00)

(1) The weighted average number of units outstanding during the year as disclosed for the prior financial period was

previously 3,100. This has been adjusted for the sub division of units and allotment of units effected in the current financial year.

Diluted loss per unit is the same as the basic loss per unit as there are no dilutive instruments in issue during the financial year.

14. Intangible assets Right to Customer use related “Fortis” Other intangible brand Goodwill intangibles Total $’000 $’000 $’000 $’000 $’000

Group

Cost:

At 29 July 2011, 31 March 2012 and

1 April 2012 – – – – –

Acquisition of subsidiaries 53,321 996 94,957 37 149,311

Additions – – – 20 20

Currency translation differences 478 7 633 – 1,118

At 31 March 2013 53,799 1,003 95,590 57 150,449

Accumulated amortisation:

At 29 July 2011, 31 March 2012 and

1 April 2012 – – – – –

Amortisation 812 31 – 3 846

Currency translation differences 9 – – – 9

At 31 March 2013 821 31 – 3 855

Net carrying amount:

At 31 March 2012 – – – – –

At 31 March 2013 52,978 972 95,590 54 149,594


14. Intangible assets (cont’d)Customer related intangible arises from the HMSA which the Hospital Services Companies of the Group entered into with various FHL group of companies to provide medical and clinical establishment services. These Hospital Services Companies will receive Service Fees in consideration of the performance of the medical and clinical establishment services. Customer related intangible has an average remaining amortisation period of 29 years.

The two hospitals held by the Group, namely, Rajajinagar and Nagarbhavi operate under the “Fortis” brand name. These rights to use “Fortis” brand are being transferred as part of the acquisition of subsidiaries (Note 16) and the two hospitals will continue to use the “Fortis” brand name. These rights to use “Fortis” brand have an average remaining amortisation period of 14 years.

The goodwill of $86.2 million arises on account of requirement to recognise deferred tax liability, calculated as a difference between the tax effect of the fair value of the acquired assets and liabilities and their tax bases. Balance goodwill of $9.4 million comprises the value of synergies arising from the acquisition.

Other intangibles represent existing software and licenses that were acquired by the subsidiaries prior to the acquisition. Other intangibles have an average remaining amortisation period of 2 years.

Impairment testing of goodwill

Goodwill is allocated to the CGU identified according to its business segment which is the provision of medical and clinical establishment services. The recoverable amount as at 31 March 2013 was determined based on value-in-use calculation using cash flow projections from financial budgets approved by Trustee-Manager covering a period of more than five years. The pre-tax discount rate applied to the cash flow projections and the forecasted growth rates used to extrapolate cash flow projections beyond the five years period are 15% and 11%. The discounted cash flow projections derived from the financial budgets approved by the Trustee-Manager cover a period of more than five years because of the long-term nature of the HMSA. The key assumptions made are those regarding the discount rate, growth rate, forecasted costs and terminal value.

The value in use calculations are most sensitive to the following assumptions:

Growth rates, forecasted costs and terminal value – These are based on management’s expectation of market development.

Pre-tax discount rates – Discount rates represent the current market assessment of the risks specific to the CGU, regarding the time value of money and individual risks of the underlying assets which have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the Group and its operating segments and derived from its weighted average cost of capital (“WACC”). The WACC takes into account both debt and equity. The cost of equity is derived from the expected return on investment by the Group’s investors. The cost of debt is based on the interest bearing borrowings the Group is obliged to service. Segment-specific risk is incorporated by applying individual beta factors. The beta factors are evaluated annually based on publicly available market data.

No impairment was considered necessary for the financial year ended 31 March 2013.



15. Property, plant and equipment Furniture Assets Freehold Leasehold Plant and Medical and Office under land land Buildings machinery equipment fittings equipment Computers Vehicles construction Total $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000

Group

Cost or valuation:

At 29 July 2011, 31 March 2012 and 1 April 2012 – – – – – – – – – – –

Acquisition of subsidiaries 250,803 160,495 123,503 25,955 7,983 1,043 7 79 1 87,234 657,103

Additions – – 126 605 300 25 29 31 – 995 2,111

Reclassification – – 62,158 6,783 12,904 3,065 664 287 – (85,861) –

Revaluation 3,800 3,969 – – – – – – – – 7,769

Elimination of accumulated depreciation on revaluation – (572) – – – – – – – – (572)

Currency translation differences 1,869 1,196 920 193 60 7 – 1 – 600 4,846

At 31 March 2013 256,472 165,088 186,707 33,536 21,247 4,140 700 398 1 2,968 671,257

Representing :

- Cost – – – 33,536 21,247 4,140 700 398 1 2,968 62,990

- Valuation 256,472 165,088 186,707 – – – – – – – 608,267

256,472 165,088 186,707 33,536 21,247 4,140 700 398 1 2,968 671,257

Accumulated depreciation:


Depreciation charge – 558 2,120 957 1,712 274 23 30 – – 5,674


Currency translation differences – 14 14 6 11 2 – 1 – – 48

At 31 March 2013 – – 2,134 963 1,723 276 23 31 – – 5,150


At 31 March 2012 – – – – – – – – – – –

At 31 March 2013 256,472 165,088 184,573 32,573 19,524 3,864 677 367 1 2,968 666,107


15. Property, plant and equipment Furniture Assets Freehold Leasehold Plant and Medical and Office under land land Buildings machinery equipment fittings equipment Computers Vehicles construction Total $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000

Group

Cost or valuation:


Acquisition of subsidiaries 250,803 160,495 123,503 25,955 7,983 1,043 7 79 1 87,234 657,103

Additions – – 126 605 300 25 29 31 – 995 2,111

Reclassification – – 62,158 6,783 12,904 3,065 664 287 – (85,861) –

Revaluation 3,800 3,969 – – – – – – – – 7,769


Currency translation differences 1,869 1,196 920 193 60 7 – 1 – 600 4,846

At 31 March 2013 256,472 165,088 186,707 33,536 21,247 4,140 700 398 1 2,968 671,257

Representing :

- Cost – – – 33,536 21,247 4,140 700 398 1 2,968 62,990

- Valuation 256,472 165,088 186,707 – – – – – – – 608,267

256,472 165,088 186,707 33,536 21,247 4,140 700 398 1 2,968 671,257

Accumulated depreciation:


Depreciation charge – 558 2,120 957 1,712 274 23 30 – – 5,674


Currency translation differences – 14 14 6 11 2 – 1 – – 48

At 31 March 2013 – – 2,134 963 1,723 276 23 31 – – 5,150


At 31 March 2012 – – – – – – – – – – –

At 31 March 2013 256,472 165,088 184,573 32,573 19,524 3,864 677 367 1 2,968 666,107



15. Property, plant and equipment (cont’d)Revaluation of land and buildings

The Group engaged DTZ International Property Advisers Pvt. Ltd., an independent valuer to determine the fair value of the land. Fair value is determined by reference to market based evidence. This means that valuations performed by the valuer are based on active market prices, adjusted for any difference in the nature, location or condition of the specific property. The date of the revaluation was 31 March 2013.

If the land was measured using the cost model, the carrying amounts would be as follows:

Group 2013 2012 $’000 $’000

Land at 31 March

Cost 414,363 –

Accumulated depreciation (572) –

Net carrying amount 413,791 –

The Group engaged Cushman & Wakefield (India) Private Ltd, an independent valuer to determine the fair value of the buildings as at 19 October 2012. Fair value is based on the depreciated replacement cost method. The replacement cost of each building is based on technical due diligence performed by Cushman & Wakefield (India) Private Ltd on the building/improvements and current market trends.

If the buildings were measured using the cost model, the carrying amounts would be as follows:

Group 2013 2012 $’000 $’000

Buildings at 31 March

Cost 186,707 –

Accumulated depreciation (2,134) –

Net carrying amount 184,573 –

The Group has recognised certain land where title deeds have yet to be registered in or transferred to the name of the subsidiaries concerned as effective economic benefits associated with the land will flow to the Group.


16. Investment in subsidiaries Trust 2013 2012 $’000 $’000

Investments, at cost 12,634 –*

* Denotes amount less than $1,000.

Proportion (%) Country of of ownership Name Principal activities incorporation interest 2013 2012

Held by the Trust (1) Fortis Global Healthcare Provision of consultancy Singapore 100 100 Infrastructure Pte Ltd and management services (“FGHIPL”) and that of an investment holding company

Held through subsidiaries: (2) Kanishka Healthcare Provision of medical and India 100 48 Limited (“KHL”) clinical establishment services (2) Fortis Health Management Provision of medical and India 100 71.04(4) Limited (“FHML”) clinical establishment services (2) Hospitalia Eastern Provision of medical and India 100 71.04(4) Private Limited clinical establishment services (3) Fortis Hospotel Limited Provision of medical and India 49(5) 34.81 clinical establishment services (3) International Hospital Provision of medical and India 100 71.04(4) Limited clinical establishment services (3) Escorts Heart and Super Provision of medical and India 100 71.04(4) Speciality Institute Limited clinical establishment services (3) Escorts Heart and Super Provision of medical and India 100 71.04(4) Speciality Hospital Limited clinical establishment services (3) Escorts Hospital and Provision of medical and India 100 71.04(4) Research Centre Limited clinical establishment services



16. Investment in subsidiaries (cont’d)(1) Audited by Ernst & Young LLP(2) Audited by S.R. Batliboi & Co LLP (a member firm of Ernst & Young Global)(3) Audited by S.V. Ghatialia & Associates LLP (a member firm of Ernst & Young Global)(4) Although effective interest was over 50%, effective interest had vested with FHL.(5) Consolidation of Fortis Hospotel Limited (“FHTL”)

The Group has acquired 49% interest in Fortis Hospotel Limited (“FHTL”), the owner of the New Delhi, Shalimar Bagh Clinical Establishment and Gurgaon Clinical Establishment. The Group has also entered into a Shareholder Agreement with a related party on 17 September 2012 to acquire the remaining 51% interest in FHTL. However, the legal title of the 51% interest in FHTL has not been transferred to the Group as at year end.

Under the Shareholders’ Agreement, the Group has the right to appoint 50% of the directors of FHTL, including the Chairman of the Board of Directors of FHTL who has casting vote in case of deadlock on any matters to be decided at the Board of Directors level. The related party has also assigned its right to receive dividends from FHTL in favour of the Group. Accordingly, the Trustee-Manager concluded that as the Group is able to control the financial and operating policies of FHTL, the Group has consolidated 100% of FHTL.

Acquisition of subsidiaries

On 19 October 2012, the Group, through its subsidiary, FGHIPL, acquired the remaining interest in its associates, FHML and KHL. Though this acquisition, the Group obtained effective control over all the eight companies held through FGHIPL (the “Acquisition”).

The Group acquired the subsidiaries to gain access to the large portfolio of strategically located Clinical Establishments and Operating Hospitals in India. The Clinical Establishments and Operating Hospitals are operated by Fortis Healthcare Limited Group (“FHL”) and offers a range of specialised healthcare services.

The fair value of the identifiable assets and liabilities as at the date of acquisition were:

Fair value recognised on acquisition $’000

ASSETS

Non-current assets

Intangibles 54,354

Property, plant and equipment 657,103

Financial assets 2,855

Other assets 18

Deferred tax asset 1,630

715,960


16. Investment in subsidiaries (cont’d) Fair value recognised on acquisition $’000

Current assets Inventories 304Financial asset 2,721Trade receivables 3,208Other current assets 14,362Cash and cash equivalents 190,233 210,828Total assets acquired 926,788 LIABILITIES Non-current liabilities Loans and borrowings 503,405Trade and other payables 16Employee benefit liabilities 207Other liabilities 2,717Deferred tax liabilities 86,074 592,419Current liabilities Loan and borrowings 4,435Trade payables and other payables 2,976Other payables 85,499Retirement benefit obligations 28 92,938Total liabilities acquired 685,357 Total net assets acquired 241,431

Cash paid 123,811Fair value of already held equity interest in KHL and FHML 212,577 Consideration transferred for the acquisition of subsidiaries 336,388Goodwill arising from acquisition 94,957

Effect of the acquisition on cash flows Cash paid 123,811Less: Cash and cash equivalents of subsidiaries acquired (190,233) Net cash inflow on acquisition (66,422)

Net assets taken have been recorded at fair value determined as at 19 October 2012 in accordance with IFRS 3. Fair valuation of assets i.e. land, building, medical equipment, other tangible assets, intangible assets and net current assets are recorded based on independent valuation report obtained from Grant Thornton (“GT”). GT have relied on independent valuation reports issued by Cushman & Wakefield (India) Private Limited for the purpose of land and building and K.K Mankeshwar & Co, for the purpose of medical equipment.



16. Investment in subsidiaries (cont’d)LandThe fair valuation exercise on land has been undertaken by Cushman & Wakefield (India) Private Limited based on the sales comparable method. Under this method, market rates of identifiable comparable lands are used. In certain cases, due to non-availability of suitable comparable land, adjustments have been made to the prevailing market value to account for the differences.

BuildingThe fair valuation exercise on building has been undertaken by Cushman & Wakefield (India) Private Ltd, based on the depreciated replacement cost method. The replacement cost of each building is based on technical due diligence performed by Cushman & Wakefield (India) Private Ltd on the building/improvements and current market trends. The replacement cost is reduced by the depreciation to estimate the depreciated replacement cost of buildings.

Medical equipmentThe fair valuation exercise on medical equipment has been undertaken by K.K Mankeshwar & Co, an independent valuer, based on the depreciated replacement cost method. The replacement cost of the equipment is based on the technical analysis of the equipment performed and prevailing market information of similar equipment. The replacement cost is reduced by the depreciation to estimate the depreciated replacement cost of medical equipment.

Intangible assetsThe fair valuation exercise on intangible assets has been undertaken by GT, based on the Multi Period Excess Earning method for Customer Relations and Relief from Royalty method for Rights to use ‘Fortis’ Brand.

Trade receivables acquired

Trade receivables acquired has a fair value of $3,208,000 with a gross amount of $3,449,000. At the acquisition date, $241,000 of the contractual cash flows pertaining to trade receivables are not expected to be collected.

Goodwill arising from acquisition

On the date of acquisition, the goodwill of $85,559,000 arises on account of requirement to recognise deferred tax liability, calculated as a difference between the tax effect of the fair value of the acquired assets and liabilities and their tax bases. Balance goodwill of $9,398,000 comprises the value of synergies expected to arise from the acquisition. None of the goodwill recognised is expected to be deductible for income tax purposes.


16. Investment in subsidiaries (cont’d)Impact of the acquisition on profit or loss

From the acquisition date, the subsidiaries have contributed $49,627,000 of revenue and $29,463,000 profit to the Group’s loss for the year. As there were no such arrangement with its major customer before the acquisition, it is impracticable to quantify the effect of the acquisition if the acquisition was completed in the beginning of the year.

Others

RHT has acquired subsidiaries (Hospital Services Companies) which provide Clinical Establishment Services to FHL group of companies. As per terms of the various Agreements entered into between Hospital Services Companies and FHL group of companies, the Hospital Services Companies have right to recover certain statutory dues levied on them from FHL group of companies. There is a possible present obligation on Hospital Services Companies to collect certain statutory dues from FHL group of companies and pay it to the relevant authorities. In view of uncertainty arising from interpretation of the regulations, management believes that fair value of such statutory dues cannot be measured reliably and therefore has not been considered in the net assets acquired on 19 October 2012.

During the year, the Group has re-assessed and recognised statutory dues of $335,000 and a corresponding claim from FHL.

17. Loan to a subsidiaryThe loan to a subsidiary is a quasi-equity loan which represents an extension of investment in the subsidiary. It is unsecured and interest free. Settlements are neither planned nor likely to occur in the foreseable future.

18. Investment in associates Group 2013 2012 $’000 $’000

Shares, at cost – 19,755

Share of post-acquisition reserves – (2,443)

Share of changes recognised directly in associate’s equity – 112,898

Exchange differences – (1,936)

– 128,274

On 19 October 2012, the Group, through its subsidiary, FGHIPL, acquired the remaining interest in its associates, FHML and KHL. Though this acquisition, FHML and KHL became subsidiaries of the Group (Note 16).

The one time, non cash foreign currency translation reserve attributable to the investment in associates of $12,134,000 (2012: $Nil) was reclassified to profit or loss after the acquisition.



18. Investment in associates (cont’d) Proportion (%) Country of of ownership Name Principal activities incorporation interest 2013 2012

Held by the subsidiary of the Trust * Kanishka Healthcare Provision of medical and India – 48.00 Limited clinical establishment services

* Fortis Health Management Provision of medical and India – 71.04** Limited clinical establishment services

* Audited by S. R. Batliboi & Co. LLP (a member firm of Ernst & Young Global)** Although effective interest was over 50% in FHML, effective control had vested with FHL.

The summarised financial information of the associates, not adjusted for the proportion of ownership interest held by the Group, is as follows:

Group 2013 2012 $’000 $’000

Assets and liabilities

Total assets – 572,212

Total liabilities – (381,399)

Results

Revenue – 9,586

Loss for the year – (1,757)


19. Financial assets Group Trust 2013 2012 2013 2012 $’000 $’000 $’000 $’000

Non-current

Accrued income 11,284 – – –

Security deposits paid 1,056 – – –

Other advances 736 – – –

13,076 – – –

Current

Unquoted shares 68,594 – – –

Short-term investments 15,149 – – –

Fixed deposits* 624 – – –

Dividend receivable – – 22,705 –

Others 903 – 151 –

85,270 – 22,856 –

* Fixed deposits relates to fixed deposits with maturity period above three months but less than twelve months

Accrued income

Accrued income relates to base service fee accounted for on a straight line basis over the term of the HMSA.

Unquoted shares

The Group has subscribed for unquoted compulsorily convertible preference shares (“CCPS”) in a related party. Dividends will be paid on the CCPS at the rate of 0.01% per annum and shall be due and payable only at the end of the period of 15 years from the date of issue of the CCPS.

Short term investments

Short term investments relate to investments in quoted mutual funds and are unsecured.

Dividend receivable

Dividend receivable relates to the dividend receivable from FGHIPL.



20. Deferred taxDeferred tax as at 31 March relates to the following:

Group Consolidated Consolidated balance sheet profit or loss 2013 2012 2013 2012 $’000 $’000 $’000 $’000

Deferred tax liabilities:

Fair value adjustments arising on acquisition of subsidiaries* 85,198 – (2,783) –

Revaluation to fair value – land 1,196 – – –

Differences in depreciation and accrued income for tax purposes 1,755 – 2,520 –

88,149 – (263) –

Deferred tax assets:

Minimum alternate taxes credit (MAT credit) 1,977 – – –

Deferred tax expense (263) –

* Net of deferred tax assets on carry forward losses/unabsorbed capital allowances

Minimum alternate taxes credit (“MAT credit”)

If the tax liability computed under the normal provisions of the Indian Income Tax Act, 1961 (“IITA”) is less than 18.5% of the book profits shown in the profit or loss account, after making certain specified adjustments, an entity is able to pay Minimum Alternate Tax (“MAT”) at a rate of 18.5% of the book profits. MAT paid during the financial year is creditable for a period of 10 years against future tax liabilities arising under the normal provisions of the IITA.

Unrecognised tax losses

At the end of the reporting period, the Group has tax losses of approximately $32,400,000 (2012: $Nil) and unabsorbed capital allowances of approximately $28,500,000 (2012: $Nil) that are available for offset against future taxable profits of the companies in which the losses arose, for which no deferred tax asset is recognised due to uncertainty of its recoverability. The use of these tax losses is subject to the agreement of the tax authorities and compliance with certain provisions of the tax legislation of the respective countries in which the companies operate.

Tax consequences of proposed distributions

There are no income tax consequences (2012: $Nil) attached to the distributions to the unitholders proposed by the Trust but not recognised as a liability in the financial statements.


21. Other assets Group 2013 2012 $’000 $’000

Non-current

Prepaid taxes 10,798 –

Prepayments 31 –

10,829 –

Prepaid taxes

Prepaid taxes mainly relate to tax deducted at source on service fee and hospital income. These prepaid taxes are offset against any corporate tax payable for the year of assessment. The unutilised amount will be refunded on the finalisation of the assessment which is not expected to be completed within the next twelve months.

22. Trade receivables Group 2013 2012 $’000 $’000

Service fees 19,263 –

Hospital fees 588 –

Others 251 65

20,102 65

Trade receivables are non-interest bearing, generally on 30 to 90 days’ terms and denominated in Indian Rupees. They are recognised at their original invoice amounts which represent their fair values on initial recognition.

Receivables that are past due but not impaired

The Group has trade receivables amounting to $839,000 (2012: $55,000) that are past due at the end of the reporting period but not impaired. These receivables are unsecured and the analysis of their aging at the end of the reporting period is as follows:

Trade receivables past due but not impaired

Lesser than 30 days 500 –

30 – 60 days 63 –

61 – 90 days – –

91 – 120 days 71 –

More than 120 days 205 55

839 55



22. Trade receivables (cont’d)Receivables that are impaired

The Group’s trade receivables that are impaired at the end of the reporting period and the movement of the allowance accounts used to record the impairment are as follows:

Group 2013 2012 $’000 $’000

Trade receivables – nominal amounts 816 –

Less: Allowance for impairment (228) –

588 –

Movement in allowance accounts:

At 1 April – –

Acquisition of subsidiaries during the year 241 –

Charge for the year 23 –

Written off (37) –

Exchange differences 1 –

At 31 March 228 –

Trade receivables that are individually determined to be impaired at the end of the reporting period relate to debtors that are in significant financial difficulties and have defaulted payments. These receivables are not secured by any collateral or credit enhancements.

23. Cash and bank balances Group Trust 2013 2012 2013 2012 $’000 $’000 $’000 $’000

Cash at bank 14,859 27 13,156 3Cash at hand 20 – – –

Cash and cash equivalents 14,879 27 13,156 3

Cash and short-term deposits denominated in foreign currencies at 31 March are as follows:

Group 2013 2012 $’000 $’000

Indian Rupees 1,714 –


24. Loans and borrowings Group 2013 2012 $’000 $’000

Non-current

Term loan 58,450 –

Deferred payment scheme 3,978 –

62,428 –

Current

Term loan – 8,636

Deferred payment scheme 740 –

Loan from a related party 2,159 12,505

2,899 21,141

Term loan

During the current financial year, the Group has taken loan facility of $60 million from DBS Bank Ltd., Singapore. The interest paid will be Swap Offered Rate plus 2%. The loan is repayable at the end of three years from the initial utilisation date and has been considered as non-current as the Group expects to repay the same on maturity. The loan is secured by:

• irrevocablepledgeonthesharesofFGHIPLonparipassubasis;• non-disposableundertakingonthehospitalinfrastructurecompaniesownedbyFGHIPLon

pari passu basis; and• firstparipassulegalassignmentovertheinterest,benefitsandrightsoverallexistingand

future loans granted by the borrowers to its subsidiaries.

The current term loan as at 31 March 2012 was repaid during the year.



24. Loans and borrowings (cont’d)Deferred payment scheme

The Group has an agreement with Philips Electronics India Limited (“Philips”) for purchasing radiology equipment on a deferred payment basis for a total consideration of $5,372,868 (“Consideration”). The agreement commences from the date of commissioning of Gurgaon Clinical Establishment or delivery of 90% overall value of the healthcare equipment, whichever is earlier.

Of the total consideration, $4,029,651 (“Fixed Instalments”) in the form of deferred credit shall be paid in twenty (20) quarterly instalments over five years:

1st Year: 10% of outstanding amount2nd Year: 15% of outstanding amount3rd Year: 20% of outstanding amount4th Year: 25% of outstanding amount5th Year: 30% of outstanding amount

The interest rate for the first year is 9% and on a reducing basis. The interest rate from the second year onwards is State Bank of India Base Lending Rate + 50 basis points. In addition, there is a variable payment each quarter calculated on 0.38% of the Operating revenues of Fortis Hospital, Gurgaon. The Group at its sole option may choose to repay in full, the outstanding liabilities to Philips.

Loan from a related party

The outstanding balance on loan from a related party as at 31 March 2012 is unsecured, carried interest at 4.4% per annum, repayable on demand. The loan has been repaid during the year via allotment of the Trust’s units.

The loan from a related party as at 31 March 2013 is unsecured, interest free and repayable on demand.

25. Amount owing to subsidiaryThe non-trade amount owing to subsidiary was unsecured, interest free, repayable on demand and was to be settled in cash. The amount was fully repaid during the financial year.

26. Trade and other payables Group Trust 2013 2012 2013 2012 $’000 $’000 $’000 $’000

Trade payables

- Third parties 3,641 – – –

- Related parties 644 – – –

Other payables

- Third parties 1,461 3,545 3,203 1,734

5,746 3,545 3,203 1,734


26. Trade and other payables (cont’d)Trade payables

Trade payables are non-interest bearing and are normally settled on 30-60 days’ terms.

Other payables

Other payables are non-interest bearing, unsecured, repayable upon demand and are to be settled in cash.

27. Other liabilities Group 2013 2012 $’000 $’000

Current

Amount due to related parties 70,976 –

Accrued operating expenses 7,220 –

Withholding taxes payable 7,218 –

Others 1,010 –

86,424 –

Amount due to related parties

Amount due to related parties mainly relates to $68.6 million (2012: $Nil) payable to Fortis Healthcare Limited for its 51% interest in FHTL, subject to fulfilment of certain conditions, applicable laws including receipt of necessary approvals from all third parties.

Amount due to related parties also include $2,283,000 (2012: $Nil) due to the Trustee-Manager which is mainly the Trustee-Manager fees.

Withholding taxes payable

This relates to withholding taxes payable to Indian tax authorities for interest expense payable from the Indian subsidiaries to a Singapore incorporated subsidiary.

28. Derivative financial instruments Group 2013 2012 Contract Contract notional notional amount Asset Liability amount Asset Liability $’000 $’000 $’000 $’000 $’000 $’000

Foreign currency forward contracts (current) 75,000 – 1,799 – – –

The Group has entered into foreign currency forward contracts to hedge the Group’s interests receivable in Indian Rupees.



29. Units in issue Group and Trust 2013 2012 No. of No. of issued units issued units (’000) $’000 (’000) $’000

Issued and fully paid ordinary unit:

At 29 July 2011 (date of constitution) /1 April 3 3 3 3

Allotment of units in consideration of an assignment of a loan 12,634 12,634 – –

Sub division of units(1) 208,040 – – –

220,677 12,637 3 3

Initial public offering 567,455 510,710 3 3

Units issuance expense – (21,978) – –

At 31 March 788,132 501,369 3 3

(1) On 19 October 2012, the issued units totalling to 12,637,423 units held by Fortis Healthcare Limited was subdivided to 220,676,944 units.

The unitholders are entitled to receive distributions as and when declared by the Trust except for units held by Fortis Healthcare Limited which are not entitled to receive distribution after the financial year ending 31 March 2014. All units carry one vote per unit without restrictions. The units have no par value.

30. Other reserves(a) Capital reserve

FHL transferred businesses to KHL and FHML at below fair value. The amount of $210,216,000 (2012: $112,898,000) of capital reserve represents the excess of interest of FHML and KHL in the net fair value of the identifiable assets and liabilities transferred over the consideration. This reserve in substance represents FHL’s contribution to the Group for its retained interest.

(b) Foreign currency translation reserve

The foreign currency translation reserve represents exchange differences arising from the translation of the financial statements of foreign operations whose functional currencies are different from that of the Group’s presentation currency.

(c) Revaluation reserve

The revaluation reserve represents increases in the fair value of land, net of tax, and decreases to the extent that such decreases relate to an increase on the same asset previously recognised in other comprehensive income.


31. Significant related party transactionsIn addition to the related party information disclosed elsewhere in the financial statements, the following significant transactions between the Group and related parties took place at terms agreed between the parties during the financial year:

The Group has entered into several service agreements in relation to the management of the Group and its Clinical Establishments operations. These agreements are entered into with the Trustee-Manager and FHL group of companies, which are companies that are controlled by a unitholder that has significant influence over the Group. The fee structures of these services are as follows:

I. Trustee-Manager’s fees

Under the trust deed, the Trustee-Manager is entitled to the following:

Management fee

Base feeThe base fee (the “Base Fee”) is 0.4% per annum of the Group’s net assets value pursuant to the trust deed and is paid quarterly.

Performance feeThe performance fee (“Performance fee”) is 4.5% per annum of distributable Income of the Group pursuant to the trust deed for the relevant financial year (calculated before accounting for the Management fee in the relevant financial year), and paid quarterly.

The Base fee and the Performance fee (collectively the “Management fee”) shall be payable only for the period commencing from 19 October 2012.

Trustee fee

The Trustee fee is 0.03% per annum of the Group’s net assets value, subject to a minimum of $15,000 per month, excluding out-of-pocket expenses and paid quarterly.

II. Sale and purchase of goods and services

Group 2013 2012 $’000 $’000

Service fee earned from subsidiaries of a substantial unitholder 46,068 –

Trustee-Manager fee paid to the trustee-manager 2,304 –

Included in the service fee is Technology renewal fee. During the term of the HMSA, FHL group of companies must maintain a technology renewal fund (“TRF”) for funding the replacement, refurbishment and/or upgrade of medical equipment owned or used by the Hospital Services Company. A fixed amount from the Base Service Fee payable to each Hospital Services Company under each HMSA for each quarter shall be retained by FHL group of companies for deposit into the TRF on a quarterly basis (“Retained TRF Amount”).



31. Significant related party transactions (cont’d)FHL group of companies can draw on the TRF to pay for expenditure incurred by the Hospital Services Company for the replacement, refurbishment and/or upgrade of medical equipment owned or used by the Hospital Services Company (the “Technology renewal fee”). Any amounts withdrawn from the TRF shall require the prior written consent of the Hospital Services Company, and may only be used for the purposes of replacing any medical equipment owned by the Hospital Services Company.

III. Compensation of key management personnel

Key management of the Group are the executive officers of the subsidiary entities. The compensation paid or payable to key management for employee services is shown below:

2013 2012 $’000 $’000

Short-term employee benefits paid to key management personnel 103 –

32. Commitments(a) Capital commitments

Capital expenditure contracted for at the balance sheet date but not recognised in the financial statements is as follows:

Group 2013 2012 $’000 $’000

Capital commitments in respect of property, plant and equipment 702 –


32. Commitments (cont’d)(b) Operating lease commitments – as lessee

The Group leases office premises from non-related parties under non-cancellable operating lease agreements. Minimum lease payments recognised as an expense in profit or loss for the financial year ended 31 March 2013 amounted to $116,102 (2012: $Nil). The future minimum lease payments under non-cancellable operating leases contracted for at the reporting date but not recognised as payable, are as follows:

Group 2013 2012 $’000 $’000

Not later than one year 293 –

Later than one year but not later than five years 963 –

1,256 –

(c) Medical service commitments

The Group has entered into individual HMSA with FHL group of companies wherein the Group is required to provide and maintain the Group’s clinical establishments along with other services like out-patient diagnostics and radio diagnostic. The term of the individual HMSA is 15 years and the Group is entitled to receive composite service fee i.e. base and variable fee. The base fee is fixed and increase 3% year on year. The variable fee is based on a percentage of the FHL group of companies’ net operating income in accordance with the HMSA. Future minimum base fee receivable at the end of the reporting period are as follows:

Not later than one year 68,502 –

Later than one year but not later than five years 359,664 –

Later than five years 1,013,523 –

1,441,689 –



33. Fair value of financial instrumentsA Fair value of financial instruments that are carried at fair value

The following table shows an analysis of financial instruments carried at fair value by level of fair value hierarchy:

Quoted Significant prices in observables active inputs markets for other than Significant identical quoted unobservable instruments prices inputs (Level 1) (Level 2) (Level 3) Total $’000 $’000 $’000 $’000

Group

2013

Financial assets:

Short-term investments (quoted) (Note 19) 15,149 – – 15,149

Unquoted shares (Note 19) – – 68,594 68,594

15,149 – 68,594 83,743

Financial liabilities:

Derivatives (Note 28)

- Foreign currency forward contracts – 1,799 – 1,799

There are no financial assets and liabilities carried at fair value as at 31 March 2012.

The Group classifies fair value measurement using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:

(i) Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

(ii) Level 2 – inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

(iii) Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).


33. Fair value of financial instruments (cont’d)A Fair value of financial instruments that are carried at fair value (cont’d)

Determination of fair value

Short-term investments (quoted) - Fair value is determined by direct reference to their bid price quotations in an active market at the end of the reporting period.

Derivatives – Foreign currency forward contracts are valued using a valuation technique with market observable inputs. The most frequently applied valuation techniques include forward pricing, using present value calculations. The models incorporate various inputs including the foreign exchange spot and forward rates, and forward rate curves.

Unquoted shares – These investments are valued using valuation models which uses both observable and non-observable data. The non-observable inputs to the models include assumptions regarding the future financial performance of the investee, its risk profile, and economic assumptions regarding the industry and geographical jurisdiction in which the investee operates.

There has been no transfer between Level 1, Level 2 and Level 3 during the financial year ended 31 March 2013.

B Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are reasonable approximation of fair value

Financial assets - current (other than short-term investments and unquoted shares) (Note 19), trade receivables (Note 22), other assets - current, cash and bank balances (Note 23), loans and borrowings (Note 24), amount owing to subsidiary (Note 25), trade and other payables (Note 26) and other liabilities - current (Note 27)

The carrying amounts of these financial assets and liabilities are reasonable approximation of fair values, either due to their short-term nature or that they are floating rate instruments that are re-priced to market interest rates on or near the end of the reporting period.

C Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are not reasonable approximation of fair value

The fair value of financial assets and liabilities by classes that are not carried at fair value and whose carrying amounts are not reasonable approximation of fair value are as follows:

2013 2012 Carrying Carrying amount Fair value amount Fair value $’000 $’000 $’000 $’000

Group

Financial assets (non-current) 13,076 11,682 – –

Trust

Loan to a subsidiary 467,001 * – –



33. Fair value of financial instruments (cont’d)C Fair value of financial instruments by classes that are not carried at fair value and

whose carrying amounts are not reasonable approximation of fair value (cont’d)

* The loan is unsecured and non-interest bearing. It has no fixed repayment terms and is repayable only when the subsidiary’s cash flow permits. Accordingly, fair value is not determinable as the timing of the future cash flows arising from the loan cannot be estimated reliably.

Determination of fair value

Financial assets (non-current) (Note 19)

The fair value of the financial assets (non-current) has been determined using discounted expected cash flows at market incremental lending rates for similar types of lending, borrowing or leasing agreements at the end of the reporting period.

34. Financial risk management objectives and policiesThe Group and the Trust is exposed to financial risks arising from its operations and the use of financial instruments. The key financial risks include credit risk, liquidity risk, interest rate risk and foreign currency risk. The Board of Directors reviews and agrees policies and procedures for the management of these risks. It is, and has been throughout the current and previous financial year, the Group’s policy that no derivatives shall be undertaken except for the use as hedging instruments where appropriate and cost-efficient.

The following sections provide details regarding the Group’s and Trust’s exposure to the above-mentioned financial risks and the objectives, policies and processes for the management of these risks.

(a) Credit risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default on its obligations. The Group exposure to credit risk arises primarily from trade receivables.

Trade receivables

Credit risk on service fee receivable is concentrated with FHL group of companies which is also the substantial unitholder of the Trust. As at the reporting date, 96% (2012: Nil%) of the total trade receivables was due from FHL located in India. FHL are creditworthy debtors with good payment record with the Group and has provided banker’s guarantee for 2 months of service fee receivable.

For hospital income receivable from corporate clients, these clients are creditworthy debtors with good payment record with the Group.


34. Financial risk management objectives and policies (cont’d)(a) Credit risk (cont’d)

Other financial assets

For other financial assets including cash and bank balances, short-term deposits and investment in mutual funds, the Group minimises credit risk by dealing exclusively with high credit rating counterparties with no history of default.

The maximum exposure to credit risk is represented by the carrying value of each financial asset on the balance sheet.

(b) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of the Group’s financial instruments will fluctuate because of changes in market interest rates. The Group’s exposure to interest rate risk arises primarily from loans and borrowings. The Group’s interest bearing loans and borrowings (Note 24) at floating rate are re-priced at intervals of less than 3 to 12 months from the end of the reporting period.

(c) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s net investments in foreign subsidiaries.

(d) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting financial obligations due to shortage of funds. The Group and the Trust’s exposure to liquidity risk arises primarily from mismatch of the maturities of financial assets and liabilities. The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of stand-by credit facilities.

The table below summaries the maturity profile of the Group’s and the Trust’s financial liabilities at the reporting date based on contractual undiscounted repayment obligations:

Within More than 1 year 1-5 years 5 years Total $’000 $’000 $’000 $’000

Group 2013 Trade and other payables 5,746 – – 5,746Other liabilities 86,338 41 – 86,379Derivative financial instruments 1,799 – – 1,799Loans and borrowings 2,899 67,485 – 70,384

96,782 67,526 – 164,308

2012 Trade and other payables 3,545 – – 3,545Loans and borrowings 22,027 – – 22,027 25,572 – – 25,572



34. Financial risk management objectives and policies (cont’d)(d) Liquidity risk (cont’d)

Within More than 1 year 1-5 years 5 years Total $’000 $’000 $’000 $’000

Trust

2013

Trade and other payables 3,203 – – 3,203

2012

Amount owing to subsidiary company 2,349 – – 2,349

Trade and other payables 1,734 – – 1,734

4,083 – – 4,083

(e) Classification of financial instruments

Set out below is a comparison by category of all the Group’s and Trust’s financial instruments that are carried out in the financial statements.

Loans and Available- receivables for-sale Total $’000 $’000 $’000

Group

2013

Assets

Non-current

Financial assets 13,076 – 13,076

Current

Trade receivables 20,102 – 20,102

Financial assets 1,527 83,743 85,270

Other assets 893 – 893

Cash and bank balances 14,879 – 14,879

50,477 83,743 134,220


34. Financial risk management objectives and policies (cont’d)(e) Classification of financial instruments (cont’d)

Financial liabilities Fair value carried at through profit amortised cost or loss Total $’000 $’000 $’000

2013

Liabilities

Non-current

Loans and borrowings 62,428 – 62,428

Other liabilities 41 – 41

Current

Loans and borrowings 2,899 – 2,899

Trade and other payables 5,746 – 5,746

Other liabilities 86,338 – 86,338

Derivative financial instruments – 1,799 1,799

157,452 1,799 159,251

Loans and receivables $’000

Group

2012

Assets

Current

Trade receivables 65

Cash and bank balances 27

92

Financial liabilities carried at amortised cost $’000

2012

Liabilities

Current

Trade and other payables 3,545

Loans and borrowings 21,141

24,686





Trust

2013

Assets

Current

Cash and bank balances 13,156

Financial assets 22,856

Non-current

Loan to a subsidiary 467,001

503,013


2013

Liabilities

Current



Trust

2012

Assets

Current

Cash and bank balances 3




2012

Liabilities

Current

Amount owing to subsidiary 2,349


4,083

35. Capital managementThe Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern and to maintain an optimal capital structure to support its businesses and maximise unitholders’ value.

In order to maintain or achieve an optimal capital structure, the Group may adjust the amount of distribution payment, return capital to unitholders, issue new units, buy back issued units, obtain new borrowings or sell assets to reduce borrowings. The Group may also issue new units to finance future growth.

The Group seeks to raise non-recourse debt structured specifically to match the cash flow profile of its underlying assets. The Group’s general philosophy on leverage is to ensure that its subsidiaries have sufficient financial flexibility to meet their capital expenditure and operational needs, and at the same time, service their debt obligations promptly and reliably.

The Trustee-Manager monitors capital based on the ratio of the Group’s net borrowings to net assets attributable to Unitholders. Net borrowings are calculated as total borrowings less cash and cash equivalents.

Group 2013 2012 $’000 $’000

Net borrowings 50,448 21,114

Net assets attributable to Unitholders 714,510 106,402

Ratio 7.06% 19.84%



36. Segment informationThe Trustee-Manager considers that the Group operates within a single business segment which is the provision of medical and clinical establishment services and within a single geographical segment, being India.

Geographical information

Revenue and non-current assets information based on the geographical location of customers and assets respectively are as follows:

Revenue Non-current assets 2013 2012 2013 2012 $’000 $’000 $’000 $’000

India 49,627 65 815,701 –

The non-current assets information presented above consist of intangible assets and property, plant and equipment.

Information about a major customer

Revenue from FHL group of companies contributed 93% (2012 : Nil%) of the total revenue of the Group.

37. Distributions Group and Trust 2013 2012 $’000 $’000

Proposed but not recognised as a liability as at 31 March

- Exempt (one-tier) distributions of 3.55 cents per unit paid on 24 June 2013 20,145 –

38. Comparatives figuresThe comparative information relates to the period from 29 July 2011 (date of constitution) to 31 March 2012. Accordingly, the consolidated statement of comprehensive income, statement of changes in unitholders’ funds and consolidated cash flow statement for the comparative period are not comparable to those for the current year.

39. Authorisation of financial statementsThese financial statements for the financial year ended 31 March 2013 were authorised for issue in accordance with a resolution of the Board of Directors of the Trustee-Manager on 27 June 2013.


As at 26 June 2013

ISSUED UNITS

Common units 220,676,944

Sponsor units* 567,455,000

Total units 788,131,944 (one vote per unit)

DISTRIBUTION OF UNITHOLDINGS

Size of Unitholdings No. of Unitholders % No. of Units %

1 – 999 3 0.07 1,496 0.00

1,000 – 10,000 2,976 67.62 14,065,298 1.78

10,001 – 1,000,000 1,396 31.72 73,429,001 9.32

1,000,001 and above 26 0.59 700,636,149 88.90

Total: 4,401 100.00 788,131,944 100.00

TWENTY LARGEST UNITHOLDERS

S/no. Name No. of Units %

1 FORTIS HEALTHCARE INTERNATIONAL LIMITED 220,676,944 28.00

2 DBS NOMINEES PTE LTD 100,777,514 12.79

3 RAFFLES NOMINEES (PTE) LTD 87,805,600 11.14

4 CITIBANK NOMINEES SINGAPORE PTE LTD 85,192,400 10.81

5 HSBC (SINGAPORE) NOMINEES PTE LTD 37,194,655 4.72

6 DBSN SERVICES PTE LTD 24,901,075 3.16

7 SWORDFISH INVESTMENTS PTE LTD 21,265,000 2.70

8 UNITED OVERSEAS BANK NOMINEES PTE LTD 20,301,300 2.58

9 DB NOMINEES (S) PTE LTD 18,155,000 2.30

10 BNP PARIBAS NOMINEES SINGAPORE PTE LTD 14,791,000 1.88

11 MORGAN STANLEY ASIA (SINGAPORE) SECURITIES PTE LTD 10,534,661 1.34

12 BANK OF SINGAPORE NOMINEES PTE LTD 10,069,000 1.28

13 NOMURA SINGAPORE LIMITED 7,710,000 0.98

14 DBS VICKERS SECURITIES (S) PTE LTD 5,965,000 0.76

15 BNP PARIBAS SECURITIES SERVICES 5,686,000 0.72

16 AMFRASER SECURITIES PTE. LTD. 5,129,000 0.65

17 CIMB SECURITIES (SINGAPORE) PTE LTD 4,974,000 0.63

18 PHILLIP SECURITIES PTE LTD 3,809,000 0.48

19 OCBC SECURITIES PRIVATE LTD 2,999,000 0.38

20 ABN AMRO NOMINEES SINGAPORE PTE LTD 2,842,000 0.36

Total: 690,778,149 87.66

* Sponsor units are not entitled for distributions declared in respect of the period from 19 October 2012 up to and including 31 March 2014.


As at 26 June 2013

SUBSTANTIAL UNITHOLDERS AS AT 26 JUNE 2013 (as recorded in the Register of Substantial Unitholders)

DIRECT INTERESTNumber of Units

DEEMED INTERESTNumber of Units

Sponsor Units

Common Units

% Sponsor Units

Common Units

%

Fortis Health International Limited(1) 220,676,944 – 28% – –

Fortis Healthcare Limited(1) – – – 220,676,944 – 28%

Fortis Healthcare Holdings Ltd(1) – – – 220,676,944 – 28%

RHC Holding Private Limited(1) – – – 220,676,944 – 28%

Malav Holdings Pvt. Ltd.(1) – – – 220,676,944 – 28%

Mavinder Mohan Singh(1) – 4,000,000 0.51% 220,676,944 – 28%

Japna Malvinder Singh(1) – – – 220,676,944 – 28%

Shivi Holdings Pvt. Ltd.(1) - - - 220,676,944 – 28%

Shivinder Mohan Singh(1) – – – 220,676,944 – 28%

Aditi Shivinder Singh(1) – – – 220,676,944 – 28%

Beas Glory Capital Limited – 55,236,000 7.01% – –

(1) Fortis Healthcare Limited (‘FHIL’) is a wholly-owned subsidiary of Fortis Healthcare Limited (‘FHL’) incorporated in Mauritius of which, 81.5% of the issued and paid-up equity share capital of FHL is owned by Fortis Healthcare Holding Ltd (“FHHL”), an investment holding company incorporated in India which is wholly-owned by RHC Holding Private Limited, an investment holding company incorporated in India. The issued shares of RHC Holding Private Limited are held in equal proportions by Malav Holdings Pvt. Ltd. and Shivi Holdings Pvt. Ltd., both of which are investment holding companies incorporated in India. All of the shares in Malav Holdings Pvt. Ltd. are owned collectively by Malvinder Mohan Singh and Japna Malvinder Singh and all the shares in Shivi Holdings Pvt. Ltd. are owned by Shivinder Mohan Singh and Aditi Shivinder Singh. By virtue of Section 4 of the SFA, each of FHHL, RHC Holding Private Limited, Malav Holdings Pvt. Ltd., Shivi Holdings Pvt. Ltd., Malvinder Mohan Singh, Japna Malvinder Singh, Shivinder Mohan Singh and Aditi Shivinder Singh is deemed to be interested in the Units held by FHIL.

The percentage of unitholdings is calculated based on the total issued unit capital of 788,131,944 units, comprising of 220,676,944 Sponsor units and 567,455,000 Common units.

PERCENTAGE OF UNITHOLDINGS IN THE HANDS OF PUBLIC

Based on the information available to the Trustee-Manager as at 26 June 2013, approximately 64.48% of RHT’s units were in the hands of the public. Accordingly, Rule 723 of the Listing Manual of the SGX-ST has been complied with.


NOTICE IS HEREBY GIVEN that the Annual General Meeting of the unitholders of Religare Health Trust (“RHT” and unitholders of RHT, “Unitholders”) will be held at Fullerton Hotel, Ballroom 1, Lower Lobby, 1 Fullerton Square, Singapore 049178 on Thursday, 25 July 2013 at 2.00 p.m. to transact the following business:

AS ORDINARY BUSINESS

1. To receive and adopt the Report of Religare Health Trust Trustee Manager Pte. Ltd. (“Trustee-Manager”), Statement by the Trustee-Manager and the Audited Financial Statements of RHT and its subsidiaries for the financial year ended 31 March 2013 together with the Auditors’ Report thereon.

(Resolution 1)

2. To re-appoint Messrs Ernst & Young LLP as auditors of RHT and to authorise the Trustee-Manager to fix their remuneration. (Resolution 2)

AS SPECIAL BUSINESS

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution, with or without any modifications:

3. PROPOSED UNIT ISSUE MANDATE

That pursuant to Clause 6.1.1 of the deed of trust dated 29 July 2011 constituting RHT, as amended and restated by an amending and restating deed dated 25 September 2012 and supplemented by a supplemental deed dated 27 September 2012 (together, the “Trust Deed”), Section 36 of the Business Trusts Act, Chapter 31A of Singapore (the “BTA”) and Rule 806 of the Listing Manual of the Singapore Exchange Securities Trading Limited (the “SGX-ST”), the Trustee-Manager, on behalf of RHT, be and is hereby authorised and empowered to:

(a) (i) issue units in RHT (“Units”) whether by way of rights, bonus or otherwise; and/or

(ii) make or grant offers, agreements or options (collectively, “Instruments”) that might or would require Units to be issued, including but not limited to the creation and issue of (as well as adjustments to) options, warrants, debentures or other instruments convertible into Units,

at any time and upon such terms and conditions and for such purposes and to such persons as the Trustee-Manager may in its absolute discretion deem fit; and

(b) issue Units in pursuance of any Instrument made or granted by the Trustee-Manager while this Resolution is in force (notwithstanding that the authority conferred by this Resolution may have ceased to be in force at the time such Units are issued),

RELIGARE HEALTH TRUST(Registration No. 2012006)(A business trust constituted on 29 July 2011 under the laws of the Republic of Singapore and registered under the Business Trusts Act, Chapter 31A of Singapore)

Managed by Religare Health Trust Trustee Manager Pte. Ltd.(Company Registration No. 201117555K)


provided that:

(1) the aggregate number of Units to be issued pursuant to this Resolution (including Units to be issued pursuant to Instruments made or granted pursuant to this Resolution) shall not exceed fifty per cent. (50.0%) of the total number of issued Units (excluding treasury Units, if any) (as calculated in accordance with sub-paragraph (2) below), of which the aggregate number of Units to be issued other than on a pro-rata basis to Unitholders shall not exceed twenty per cent. (20.0%) of the total number of issued Units (excluding treasury Units, if any) (as calculated in accordance with sub-paragraph (2) below);

(2) subject to such manner of calculation as may be prescribed by the SGX-ST for the purpose of determining the aggregate number of Units that may be issued under sub-paragraph (1) above, the total number of issued Units (excluding treasury Units, if any) shall be based on the total number of issued Units (excluding treasury Units, if any) at the time of the passing of this Resolution, after adjusting for:

(i) any new Units arising from the conversion or exercise of any Instruments which are outstanding or subsisting as at the date this Resolution is passed; and

(ii) any subsequent bonus issue, consolidation or subdivision of Units;

(3) in exercising the authority conferred by this Resolution, the Trustee-Manager shall comply with the provisions of the Listing Manual of the SGX-ST for the time being in force (unless such compliance has been waived by the SGX-ST), the BTA and the Trust Deed for the time being in force (unless otherwise exempted or waived by the Monetary Authority of Singapore);

(4) (unless revoked or varied the Unitholders in a general meeting) the authority conferred by this Resolution shall continue in force until the conclusion of the next Annual General Meeting of RHT or the date by which the next annual general meeting of RHT is required by applicable laws or regulations to be held, whichever is the earlier;

(5) where the terms of the issue of the Instruments provide for adjustment to the number of Instruments or Units into which the Instruments may be converted in the event of rights, bonus or other capitalisation issues or any other events, the Trustee-Manager is authorised to issue additional Instruments or Units pursuant to such adjustment notwithstanding that the authority conferred by this Resolution may have ceased to be in force at the time the Instruments or Units are issued; and

(6) the Trustee-Manager be and is hereby authorised to complete and do all such acts and things (including executing all such documents as may be required) as the Trustee-Manager may consider expedient or necessary or in the interest of RHT to give effect to the authority conferred by this Resolution. (Please see Explanatory Note)

(Resolution 3)


4. To transact any other business which may properly be transacted at an Annual General Meeting.

By Order of the Board Religare Health Trust Trustee Manager Pte. Ltd. as Trustee-Manager of Religare Health Trust(Company Registration No. 201117555K)

Abdul Jabbar Bin Karam DinChan Poh KuanJoint Company Secretaries

Singapore, 10 July 2013

Explanatory Note:

Resolution 3

Resolution 3 proposed, if passed, will empower the Trustee-Manager to issue Units, make or grant Instruments convertible into Units and to issue Units pursuant to such Instruments from the date of the Annual General Meeting until the date of the next Annual General Meeting, or the date by which the next Annual General Meeting is required by applicable law or regulations to be held, or the date on which such authority is varied or revoked by RHT in a general meeting of the Unitholders, whichever is earliest. The aggregate number of Units to be issued pursuant to Resolution 3 (including Units to be issued in pursuance of Instruments made or granted) shall not exceed fifty per cent. (50.0%) of the total number of issued Units, of which up to twenty per cent. (20.0%) may be issued other than on a pro-rata basis (including Units to be issued in pursuance of Instruments made or granted pursuant to this Resolution) to Unitholders.

For the purpose of determining the aggregate number of Units that may be issued, the percentage of the total number of issued Units will be calculated based on the total number of issued Units at the time the Resolution 3 in item 3 above is passed, after adjusting for (i) new Units arising from the conversion or exercise of any convertible securities and (ii) any subsequent bonus issue, consolidation or subdivision of Units.

For the avoidance of doubt, the authority to issue Units Pursuant to Resolution 3 includes the issuance of Units by the Trustee-Manager to itself in the event that the Trustee-Manager elects, in accordance with Clause 12.9.1 of the Trust Deed to receive all or any part of the Fees payable to the Trustee-Manager under Clause 12 of the Trust Deed (save for the inception fees referred to in Clause 12.3.2) due and payable to it in units instead of cash.

Notes:

(1) A Unitholder entitled to attend and vote at the Annual General Meeting is entitled to appoint not more than two proxies to attend and vote in his/her stead. A proxy need not be a Unitholder.

(2) A corporation which is a Unitholder may, by resolution of its directors or other governing body authorise such person as it thinks fit to act as its representative at any meeting of the Unitholders and the person so authorised shall be entitled to exercise the powers on behalf of the corporation so represented as the corporation could exercise in person if it were an individual.

(3) The instrument appointing a proxy must be lodged at the office of RHT’s Unit Registrar, Boardroom Corporate & Advisory Services Pte Ltd, at 50 Raffles Place, Singapore Land Tower #32-01, Singapore 048623, not less than forty-eight (48) hours before the time fixed for the Annual General Meeting.

This page has been left intentionally blank.

RELIGARE HEALTH TRUST(Registration No. 2012006)(A business trust constituted on 29 July 2011 under the laws of the Republic of Singapore)Managed by Religare Health Trust Trustee Manager Pte. Ltd.(Company Registration No. 201117555K)

PROXY FORM – ANNUAL GENERAL MEETING(Before completing this form, please read the notes behind)

I/We, (Name)

of (Address)

being a Unitholder/Unitholders of Religare Health Trust (“RHT”), hereby appoint:

Total number of Units held

Signature(s) of Unitholder(s) or Common Seal

Name Address NRIC or Passport No. Proportion of Unitholdings (%)

Name Address NRIC or Passport No. Proportion of Unitholdings (%)

and a Unitholder/Unitholders of Religare Health Trust (“RHT”), hereby appoint:

or failing him/her the Chairman of the Annual General Meeting as my/our proxy to attend and vote for me/us on my/our behalf and, if necessary, to demand a poll, at the Annual General Meeting of RHT to be held at Fullerton Hotel, Ballroom 1, Lower Lobby. 1 Fullerton Square, Singapore 049178 on Thursday, 25 July 2013 at 2.00 p.m. and at any adjournment thereof.

I/We direct my/our proxy/proxies to vote for or against the Resolutions set out in the Notice of Annual General Meeting in accordance with my/our directions as indicated with hereunder. Where no such direction is given, the proxy/proxies may vote or abstain from voting at his/their discretion on any matter at the Annual General Meeting or at any adjournment thereof.

To be used on a show To be used in the event of hands of a poll

No. Resolutions For* Against* No. of Votes No. of Votes For** Against**

ORDINARY BUSINESS

1 Adoption of Reports of the Trustee-Manager, Statement by the Trustee-Manager and the Audited Financial Statements of RHT for the financial year ended 31 March 2013 together with the Auditors’ Report. (Resolution 1)

2 To re-appoint Ernst & Young LLP as Auditors of RHT and to authorise the Trustee-Manager to fix the their remuneration. (Resolution 2)

SPECIAL BUSINESS

3 To approve the Proposed Unit Issue Mandate. (Resolution 3)

4 Any other business.

Dated this day of 2013

* If you wish to execise all your votes “For” or “Against”, please tick ( ) within the box provided.** If you wish to execise all your votes “For” or “Against”, please tick ( ) within the box provided. Alternatively, please indicate the

number of votes as appropriate.

Notes:

1. A unitholder of Religare Health Trust (“RHT” and a unitholder of RHT “Unitholder”) entitled to attend and vote at the Annual General Meeting is entitled to appoint not more than two proxies to attend and vote in his/her stead. A proxy need not be a Unitholder.

2. Where a Unitholder appoints more than one proxy, the proportion of Units to be represented by each proxy must be stated. Where a Unitholder appoints two proxies and does not specify the number of Units to be represented by each proxy, then the Units held by the Unitholder are deemed to be equally divided between the proxies.

3. The instrument appointing a proxy or proxies must be in writing, under the hand of the appointor or his/her attorney duly authorised in writing or if the appointor is a corporation, either under the common seal or under the hand of an officer or attorney so authorised.

4. A corporation, which is a Unitholder, may by resolution of its directors or other governing body authorise such person as it thinks fit to act as its representative at any meeting of Unitholders and the person so authorised shall be entitled to exercise the power on behalf of the corporation so represented as the corporation could exercise in person if it were an individual. The Trustee-Manager shall be entitled to treat a copy of such resolution certified by a director of the corporation to be a true copy, or a certificate number under the seal of the corporation as conclusive evidence of the appointment or revocation of appointment of a representative under this paragraph.

5. This instrument appointing a proxy or proxies (together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority) must be deposited at the office of RHT’s Unit Registrar, Boardroom Corporate & Advisory Services Pte Ltd, at 50 Raffles Place, Singapore Land Tower #32-01, Singapore 048623 not less than 48 hours before the time fixed for holding the Annual General Meeting or adjourned meeting, at which the person named in the instrument appointing a proxy or proxies proposes to vote, and in default the instrument shall not be treated as valid.

6. Any alternation made in this form should be initiated by the person who signs it.

7. A Unitholder should insert the total number of Units held. If the Unitholder has Units entered against his/her name in the Depository Register, he/she should insert that number of Units. If the Unitholder has Units registered in his/her name in the Register of Unitholders, he/she should insert that number of Units. If the Unitholder has Units entered against his/her name in the Depository Register and Units registered in his/her name in the Register of Unitholders, he/she should insert the aggregate number of Units entered against his/her name in the Depository Register and registered in his/her name in the Register of Unitholders. If no number is inserted, the instrument appointing a proxy or proxies will be deemed to relate to all the Units held by the Unitholder.

8. The Trustee-Manager shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of Unitholders whose Units are deposited with The Central Depository (Pte) Limited (“CDP”), the Trustee-Manager may reject any instrument appointing a proxy or proxies if the Unitholder, being the appointor, is not shown to have Units entered against his name in the Depository Register as at 48 hours before the time appointed for holding the Annual General Meeting, as certified by the CDP to the Trustee-Manager.

9. All Unitholders will be bound by the outcome of the Annual General Meeting regardless of whether they have attended or voted at the Annual General Meeting.





Executive Chairman


Mr Chey Chor Wai2


Mr Eng Meng Leong3



















SGX CodeRF1U











CONTENTS


Religare Health Trust Trustee Manager Pte. Ltd.(As Trustee-Manager of Religare Health Trust)

80 Raffles Place, #11-20 UOB Plaza 2, Singapore 048624Phone: (65) 6603 5780 Fax: (65) 6603 5782

www.religarehealthtrust.com

RE

LIG

AR

E H

EA

LTH

TR

US

T

an

nu

al r

ep

or

t 2013

HEALTHTRUST

Well Positionedfor Value CreationAnnuAl RepoRt 2013





Executive Chairman


Mr Chey Chor Wai2


Mr Eng Meng Leong3



















SGX CodeRF1U











CONTENTS


AnnuAl RepoRt 2013 - listed companyrhtrust.listedcompany.com/misc/ar2013/ar2013.pdf · RHT...

Documents

Transcript of AnnuAl RepoRt 2013 - listed companyrhtrust.listedcompany.com/misc/ar2013/ar2013.pdf · RHT...