Narayana Hrudayalaya : NHL 23rd AGM Transcript

MANAGEMENT:

DR. DEVI PRASAD SHETTY - CHAIRMAN

DR. EMMANUEL RUPERT - MANAGING DIRECTOR AND GROUP CHIEF EXECUTIVE

OFFICER

MR. VIREN PRASAD SHETTY, EXECUTIVE VICE CHAIRMAN

MS. SANDHYA J - GROUP CHIEF FINANCIAL OFFICER

MR. S. SRIDHAR - COMPANY SECRETARY

DIRECTORS:

MR. SHANKAR A - INDEPENDENT DIRECTOR AND CHAIRMAN - AUDIT, RISK &

COMPLIANCE COMMITTEE

MR. NAVEEN TEWARI - INDEPENDENT DIRECTOR AND CHAIRMAN - STAKEHOLDERS

RELATIONSHIP COMMITTEE

MS. TERRI SMITH BRESENHAM - INDEPENDENT DIRECTOR AND CHAIRPERSON

NOMINATION AND REMUNERATION COMMITTEE

DR. NACHIKET MOR - INDEPENDENT DIRECTOR AND CHAIRMAN, CSR COMMITTEE

DR. KIRAN MAZUMDAR SHAW - NON-EXECUTIVEDIRECTOR

MR. ARUN SETH - INDEPENDENT DIRECTOR

MR. DINESH KRISHNASWAMY - INDEPENDENT DIRECTOR

MR. B. N. SUBRAMANYA - INDEPENDENT DIRECTOR

MR. MUTHURAMAN BALASUBRAMANIAN - INDEPENDENT DIRECTOR

Narayana Hrudayalaya Limited

Transcript of proceedings of 23rd Annual General Meeting

Moderator:

Dear shareholders, good morning and a warm welcome to you all to the 23rd Annual General

Meeting of Narayana Hrudayalaya Limited through video conference. As a reminder for the

smooth conduct of the meeting, the members will be in mute mode. The audio and video will be

switched on when they are invited to speak, as per the preregistration. Please note that as per the

requirement, the proceedings of the Annual General Meeting will be recorded and available on

the website of the company. I now hand over to Dr. Devi Prasad Shetty, Chairman.

Dr. Devi Prasad Shetty:

Dear shareholders, I'm happy to meet you again and welcome you all to the 23rd Annual General

Meeting of your company held through video conference facility. Pursuant to the Articles of

Association of the company, as the Chairman of the Board of Directors I am entitled to chair the

general meeting of shareholders. Accordingly, I am chairing this 23rd Annual General Meeting.

We have requisite quorum to commence the meeting and accordingly call this meeting to order.

I would now like to introduce your Board members who have joined this meeting from a

common venue in Bangalore.

 Mr. B.N. Subramanya, Independent Director

 Mr. Arun Seth, Independent Director

 Ms. Terri Bresenham, Independent Director

 Mr. Muthuraman, Independent Director

 Mr. Viren Prasad Shetty, Executive Vice Chairman

 Dr. Kiran Mazumdar Shaw, Non-Executive Director

 Dr. Emmanuel Rupert, Managing Director & Group CEO

 Mr. Dinesh, Independent Director

 Mr. Shankar, Independent Director

 Dr. Nachiket Mor, Independent Director, is joining virtually from Kolkata.

 Mr. Naveen Tewari, Independent Director, is joining us virtually from Bangalore.

 We also have Managing Director of Health City Cayman Island Limited, our subsidiary at

Cayman, Dr. Anesh Shetty.

 We have our CFO- Ms. Sandhya and Company Secretary - Sridhar.

I would like to acknowledge the participation of the Partner, our authorized representative of

our statutory auditors, Deloitte Huskins & Sons and the secretarial auditors Ganapathi & Mohan

Company Secretaries.

I take this opportunity to inform you that four of our Independent Directors, Mr. Arun Seth, Mr.

Muthuraman, Mr. Subramanya and Mr. Dinesh are retiring on the 7th August 2023, on

completion of their second term as Independent Directors. I profusely thank them on behalf of

myself, the Board and the shareholders for the immense contribution made by them to the

growth of the company through the board process and their continuous guidance, strategic

advice and governance oversight during their tenure.

I also take this opportunity to introduce our recently appointed Independent Directors, Mr. A.

Shankar, Dr. Nachiket Mor and Mr. Naveen Tewari. The new Board members come from

diverse industry backgrounds, skills and expertise. While Mr. Shankar is a designated senior

advocate and a chartered accountant with nearly four decades of experience in finance, legal

and taxation field, Dr. Nachiket Mor is an economist and management postgraduate with wide

experience and expertise in financial and healthcare sector. Mr. Naveen Tewari, on the other

hand, is the founder of InMobi -mobile advertising technology company, comes with vast

experience in technology and digital marketing area. Your Board will utilize the diverse and

vast experience and expertise of the new Directors for further growth and good governance of

your company.

Shareholders kindly note that those shareholders participating in this meeting and have not cast

vote through remote E-voting facility can now cast the vote through the E-voting facility

provided in this meeting VC screen.

Narayana Hrudayalaya Limited

Transcript of proceedings of 23rd Annual General Meeting

I now request Mr. Sridhar, Company Secretary, to provide the general information about the

meeting for the benefit of the shareholders participating in this meeting. Thank you.

Mr. Sridhar S:

Thank you, Chairman Sir.

Dear shareholders, in compliance with the provisions of the Companies Act, 2013, SEBI

regulations, circulars issued by the Ministry of Corporate Affairs and SEBI, this meeting is held

through video conference facility. I would like to state that all efforts feasible have been made

by the company to enable members to participate and vote on the items being considered in this

meeting. The company has made available the facility for the shareholders to join the meeting

through video conference on first come first serve basis. LIVE web streaming of this meeting is

also being done through the video conference facility provided by NSDL.

Pursuant to the directions of the Ministry of Corporate Affairs, the notice along with the audited

financial statements, Auditor's report, Director's report and other information required to be sent

to the shareholders has been sent through email to the registered email ID of the shareholders

and physical copy of Annual Report has been dispatched to those shareholders who made

specific request for the same.

Since the meeting is conducted through virtual means, the option of appointing proxy is not

allowed as per the circular of the Ministry of Corporate Affairs. Only the shareholders can

attend the meeting. However, authorized representatives of corporate shareholders and

institutional shareholders who have submitted the authorization resolution can attend and vote at

the meeting.

Shareholders who have registered themselves to speak in the meeting would be enabled to speak

after the Chairman announces the opening of the floor for the shareholders to speak.

Shareholders can also pose questions through the 'Communicate' tab provided in the video

conference screen anytime up to 12:15 p.m.

The registers and documents that are required to be made available during the meeting for

inspection to the shareholders under Companies Act, 2013 are available for electronic

inspection. Shareholders who want to inspect can send email to the designated email ID given in

the notice.

We shall now have a message from our Chairman followed by presentation on the performance

of the company by the Managing Director and Group CEO.

Dr. Devi Prasad Shetty:

Dear shareholders, in '2011 Mark Anderson, the co-founder of Netscape, famously stated that

software is eating the world. His prediction was proven correct as companies like Amazon,

Google and Facebook changed the way we live our lives. However, not many people are aware

that these companies were able to change the world because they are standing on the shoulders

of giant platform ecosystems like Windows, Android, iOS and ALWAYS. Being built on a

stable platform allowed these companies to share information rapidly and innovate and build

software that is so intuitive even children can download an app for the first time they pick up a

phone. Unfortunately, the healthcare industry doesn't benefit from a platform that allows

multiple programs to interact with one another. We are rigidly isolated from the progress made

in the consumer technology industry due to the complexity of the existing systems. Contrary to

popular perception, hospitals are not the safest places for the patients. Despite having

worldclass hospitals and intense regulation it's estimated that if 200 patients just spend one

night in an American hospital, one of them will die due to medical error. Medical error is

widely acknowledged to be the third commonest cause of death in the U.S. hospitals after heart

disease and cancer. According to the Joint Commission of the U.S., medical error usually

happens due to communication failure. The foundation of patient care is built on the ability of

the doctors, nurses and paramedics to communicate with each other in real time and take critical

decisions. However, the existing electronic medical record systems don't do a very good job of

addressing the communication gap in healthcare. Despite costing tens of millions of dollars, the

dominant EMR system in the West don't have a happy end users and is cited as one of the

commonest cause for the physician burnout in the United States of America. There needs to be a