Beruflich Dokumente
Kultur Dokumente
th
ANNUAL REPORT
2012 - 2013
Medinova
Diagnostic Services Limited
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BOARD OF DIRECTORS
A Raghava Reddy
Chairman
P K Reddy
Director
Auditors
M/s J B Reddy & Co.,
Chartered Accountants
206, Srinilaya Estates
Ameerpet
Hyderabad - 500073
S Basu Thakur
Director
D A Srinivas
Director
A Sailaja
Director
Registered Office
6-3-652, 'Kautilya'
Somajiguda, Hyderabad - 500 082
Ph: 040-23310066, Fax: 23327464
Email: medicorp@medinovaindia.com
Website : www.medinovaindia.com
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Place : Hyderabad
Date : 14th August, 2013
1
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A RAGHAVA REDDY
Chairman
DIRECTORS' REPORT
AUDIT COMMITTEE:
To
The Members of
Medinova Diagnostic Services Ltd,
AUDITORS:
2012-2013
2011-2012
1255.21
1203.08
7.38
59.37
(14.62)
1306.05
1257.68
8.97
58.21
(18.81)
12.11
(26.73)
(2.32)
(24.41)
8.48
(27.29)
(0.97)
(26.32)
PUBLIC DEPOSITS:
During the year, the company has not accepted any deposits in
the nature of public deposits.
PARTICULARS OF EMPLOYEES:
None of the Employees is in receipt of remuneration exceeding
the limits as prescribed under Section 217(2A) of the Companies
Act, 1956 read with Companies (Particulars of Employees) Rules,
1975.
OPERATIONS:
ACKNOWLEDGMENTS:
During the year the total turnover was Rs. 1255.21 lacs and Net
loss after taxes was Rs. 24.41 lacs. Despite stiff Competition in the
Diagnostic market with new entrants each year in this field, we
could manage to keep our business in goodstead. However,
effective steps were initiated to reduce the expenditure at all levels
so as to minimise the losses.
DIVIDEND:
In view of the loss, your directors have not recommended any
dividend on the paid up equity share capital of the company, for
the year.
DIRECTORS:
Place : Hyderabad
Date : 14th August, 2013
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A RAGHAVA REDDY
Chairman
S W O T:
Industry Overview:
Board of Directors:
The Board of the Company consists of five Directors.
Director
Director
Sri D A Srinivas
Director
Smt. A. Sailaja
Director
Board Procedure:
Companys Performance:
Date of the
Meeting
Total
Members
Total
Members
Attended
1. Board Meeting
15.05.2012
14.08.2012
08.11.2012
13.02.2013
15.05.2012
14.08.2012
08.11.2012
13.02.2013
2. Audit Committee
3. Shareholders / Investors
Grievance Committee
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Sri P K Reddy
CEO/CFO Certification:
In accordance with the provisions of Clause 49(v) of the listing
agreement, the Chief Operating Officer of the Company has
furnished the requisite certificate to the Board of Directors, the
Audit Committee and the Auditors.
Means of Communication:
The quarterly and half yearly results of the Company were
published during the Financial Year under review in the
News Papers namely, Financial Express & Andhra Prabha.
General Shareholders Information:
The Twentieth Annual General Meeting will be held on
Wednesday, the 25th September, 2013 at 11.30 a.m at The
Central Court Hotel, Lakdi-ka-pul, Hyderabad.
Date of Book Closure:
The Company's Share Transfer Books will remain closed from
Tuesday, the 24th September, 2013 to Wednesday, the 25th
September, 2013 (both days inclusive) for purpose of Annual
General Meeting for the Financial Year ended 31st March,
2013.
Listing on Stock Exchanges:
The Company's shares are presently listed on the Bombay Stock
Exchange Ltd, Mumbai. The address of the Stock Exchange is
given below:
Stock Code:
(In BSE)
526301
Address
The Bombay Stock
Phiroze Jeejeebhoy Towers,
Exchange Ltd.
Dalal Street, Mumbai - 400 001.
Months
high Price
(Rs.)
5.15
5.14
4.03
Months
low Price
(Rs.)
3.03
4.02
3.27
18.21
2.61
1.63
0.56
0.39
0.40
1.45
74.75
100.00
Medinova Centres :
Hyderabad : 6-3-652, Anand Chambers,
Somajiguda, Hyderabad - 500 082
Phone Nos: 040-23311122 / 33.
Email: medinova@medinovaindia.com
Bangalore : 55, Infantry Road, Bangalore - 560 001
Phone Nos: 080-22868423 / 22860513.
Email: medinovadsc@hotmail.com
Pune
: 1319, Junglee Maharaj Road, Shivajinagar,
Pune 411 005.
Ph.Nos: 020-25534987 / 25533731
Email: medinova@pn3.vsnl.net.in
Kolkata
: 1, Sarat Chatterjee Avenue, Kolkata - 700 029
Phone Nos: 033-24660780 / 24661780.
Email: medinova.kolkata@gmail.com
Auditors' Certificate on Corporate Governance:
As required by Clause 49 of the Listing Agreement, the Auditors'
Certificate is given as an annexure to the Directors' Report.
Dematerialization of Shares:
The Company's equity shares are included in the list of
Companies whose scrips have been mandated by SEBI for
settlement only in dematerialized form by all investors.
Registrar and Transfer Agents:
The Company has appointed M/s XL Softech Systems Ltd. as
a Common Transfer Agent for demat of shares. Address: M/s
XL Softech Systems Ltd., 3 Sagar Society, Road No.2, Banjara
Hills, Hyderabad-500 034.
Investor Correspondence:
Any query relating to shares and requests for transactions such
as transfers, transmissions and nomination facilities, duplicate
share certificates, change of address, non-receipt of dividend/
Annual Report, as also regarding dematerialization of shares
may please be taken up with the Company's Registrar and
Share Transfer Agent :
Address:
XL Softech Systems Ltd. 3, Sagar Society,
Road No.2, Banjara Hills, Hyderabad - 500 034
Phone No(s): 040-23545913 / 14 / 15.
Email: xlfield@rediffmail.com.
A RAGHAVA REDDY
Chairman
Place : Hyderabad
Date : 28th May, 2013
A V REDDY
Partner
Place : Hyderabad
Date : 28th May, 2013
M.No. 23983
To
The Members of
Medinova Diagnostic Services Limited,
Report on the Financial Statements
We have audited the accompanying financial statements of
MEDINOVA DIAGNOSTIC SERVICES LIMITED (the
Company), which comprise the Balance Sheet as at 31st
March, 2013, the Profit and Loss Statement and the Cash Flow
Statement for the year then ended and a summary of the
significant accounting policies and other explanatory
information.
Managements Responsibility for the Financial Statements.
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in
accordance with the accounting principles generally accepted
in India, including Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 (the
Act). This responsibility includes the design, implementation
and maintenance of internal controls relevant to the preparation
and presentation of the financial statements that give a true
and fair view and are free from material misstatement, whether
due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in
accordance with the Standards on Auditing issued by the
Institute of Chartered Accountants of India. Those Standards
require that we comply with the ethical requirements and plan
and perform the audit to obtain reasonable assurance about
whether the financial statements are free from material
misstatement.
An audit involves performing procedures to obtain audit
evidence about the amounts and the disclosures in the financial
statements. The procedures selected depend on the auditors
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
the internal controls relevant to the Companys preparation
and fair presentation of the financial statements in order to
design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the
appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by the
Management, 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
Place : Hyderabad
Date : 28th May, 2013
6
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A V REDDY
Partner
M.No. 23983
iv)
v)
vi)
vii)
viii
7
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ix
xiii)
xiv)
xv)
xvi)
xvii)
xviii)
xix)
xx)
xxi)
Name of
the
Statute
Employees
Provident
Fund
Act,1952
x)
xi)
xii)
8
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A V REDDY
Partner
M.No. 23983
I
1.
2.
3.
II
1.
2.
Note
No.
As at
31st March 2013
(Rupees)
2
3
9,45,68,400
(12,62,70,437)
(3,17,02,037)
9,45,68,400
(12,38,28,794)
(2,92,60,394)
4
5
6
16,27,77,917
3,41,450
31,31,654
16,62,51,021
16,06,56,290
4,14,474
30,97,842
16,41,68,606
7
8
9
10
2,70,314
1,12,37,923
7,78,88,785
3,46,034
8,97,43,056
22,42,92,040
3,83,715
84,69,593
9,17,99,867
3,42,091
10,09,95,266
23,59,03,478
11
5,55,90,020
32,31,126
4,45,109
12,02,43,684
7,77,538
18,02,87,477
6,10,08,897
44,42,629
2,13,295
12,02,12,167
7,77,538
18,66,54,526
36,77,648
1,85,47,223
6,56,292
2,11,23,400
4,40,04,563
22,42,92,040
58,45,258
2,03,84,216
10,38,460
2,19,81,018
4,92,48,952
23,59,03,478
12
13
14
15
16
17
18
As at
31st March 2012
(Rupees)
A RAGHAVA REDDY
Chairman
S BASU THAKUR
Director
A V REDDY
Partner
M.No. 23983
N RAVIKUMAR
Chief Operating Officer
Place : Hyderabad
Date : 28th May, 2013
9
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STATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED MARCH 31, 2013
Particulars
Note
No.
(Rupees)
(Rupees)
19
12,46,46,108
12,96,12,258
II
Other Income
20
8,74,919
9,93,334
III
12,55,21,027
13,06,05,592
IV
Expenses:
Cost of Materials Consumed
21
1,52,27,687
1,59,68,188
22
2,24,67,637
2,32,85,889
Finance Costs
23
7,37,868
8,97,564
Depreciation
11
59,37,120
58,21,571
Other Expenses
24
8,26,12,669
8,65,13,945
12,69,82,981
13,24,87,157
(14,61,954)
(18,81,565)
12,11,503
8,47,816
(26,73,457)
(27,29,381)
(2,31,814)
(97,368)
(24,41,643)
(26,32,013)
(0.26)
(0.28)
Total Expenses
V
VI
Exceptional Items
VII
25
12
A RAGHAVA REDDY
Chairman
N RAVIKUMAR
Chief Operating Officer
A V REDDY
Partner
M.No. 23983
Place : Hyderabad
Date : 28th May, 2013
10
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S BASU THAKUR
Director
CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2013
A.
(26.73)
(27.29)
59.37
(0.15)
7.38
0.00
58.21
(0.19)
8.97
8.48
39.87
48.18
21.68
18.37
8.58
(0.73)
27.68
(139.11)
0.04
0.34
22.53
31.25
(67.58)
2.08
18.70
3.32
(15.35)
0.19
(23.28)
43.32
0.00
(23.28)
43.32
(5.18)
0.00
12.11
0.15
(103.21)
6.70
7.12
0.19
7.08
(89.20)
21.21
(1.13)
(0.32)
(7.38)
10.26
(0.19)
50.09
(8.97)
12.38
51.19
(3.82)
5.31
10.38
5.07
6.56
10.38
0.00
Taxes Paid
B.
A RAGHAVA REDDY
Chairman
N RAVIKUMAR
Chief Operating Officer
A V REDDY
Partner
M.No. 23983
Place : Hyderabad
Date : 28th May, 2013
11
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S BASU THAKUR
Director
1.6 INVENTORIES
Inventories are carried at lower of cost and net realizable
value. Cost is determined on First-in-First-out basis.
1.7 EMPLOYEE BENEFITS
i) Contribution to Provident Fund is recognized as
an expenditure on accrual basis.
ii) The Company has an obligation towards gratuity,
a defined benefit retirement plan covering eligible
employees. The plan provides for a lump sum
payment to vested employees on retirement, death
while in employment or on termination of
employment in an amount equivalent to 15 days
salary payable for each completed year of service.
Vesting occurs upon completion of five years of
service. The Gratuity plan of the entity is an
unfunded plan. The company accounts for the
liability for future Gratuity benefits on the basis of
an independent actuarial valuation.
iii) Leave encashment is not categorized as a
retirement benefit, as the company is in the practice
of paying the leave encashment benefit every year.
1.8 LEASES
Leases, where the lesser retains substantially all the risks
and rewards incidental to the ownership are classified
as operating leases. Operating lease payments
consisting of Rentals for the premises taken on lease
are recognized as an expense in Statement of profit &
loss on straight line basis over the lease term.
12
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Note
No.
2
As at
31.03.2013
(Rupees)
As at
31.03.2012
(Rupees)
10,00,00,000
10,00,00,000
9,48,16,400
9,48,16,400
2,48,000
2,48,000
9,45,68,400
9,45,68,400
94,81,640
94,81,640
94,81,640
94,81,640
27,50,220
27,50,220
9,76,600
9,76,600
5,00,000
5,00,000
5,00,000
5,00,000
5,00,000
5,00,000
4,81,250
4,81,250
62,45,547
62,45,547
Particulars
SHARE CAPITAL
Authorised:
1,00,00,000 Equity Shares of Rs.10/- each
Issued, Subscribed and Paidup:
94,81,640 Equity Shares of Rs.10/- each
Subcribed and called up in full
Less: Allotment Money Arrears
Total
a) Reconciliation of number of shares:
(13,00,74,341)
(12,74,42,328)
(24,41,643)
(26,32,013)
Closing Balance
Total
(13,25,15,984)
(13,00,74,341)
(12,62,70,437)
(12,38,28,794)
16,27,77,917
16,06,56,290
16,27,77,917
16,06,56,290
LONG-TERM BORROWINGS
Loans & Advances from Companies (Unsecured)
Total
There are no specific terms and conditions as to repayment of the above said loans.
13
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Note
No.
5
Particulars
As at
31.03.2013
(Rupees)
As at
31.03.2012
(Rupees)
3,41,450
4,14,474
3,41,450
4,14,474
31,31,654
30,97,842
31,31,654
30,97,842
2,70,314
3,83,715
2,70,314
3,83,715
LONG-TERM PROVISIONS
Provision for Gratuity
Total
SHORT-TERM BORROWINGS
Secured Loan repayable on Demand to Bank
- Working Capital Loan
Total
Working capital loan from a Scheduled Bank is secured by hypothecation of stocks, book debts and machinery.
The said loan is further guaranteed by personal guarantee of a director of the company.
TRADE PAYABLES
Trade Payables
1,12,37,923
84,69,593
1,12,37,923
84,69,593
5,61,96,118
7,06,39,350
55,53,589
50,12,788
1,36,45,230
1,19,55,564
24,93,848
41,92,165
7,78,88,785
9,17,99,867
3,46,034
3,42,091
3,46,034
3,42,091
10
SHORT-TERM PROVISIONS
Provision for Gratuity
Total
14
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15
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As at
31-03-2012
1,88,64,115
21,09,75,462
Office Equipment
Vehicles
Library
Electrical Installation
TOTAL
2.
3.
4.
5.
6.
7.
70,250
8,44,825
72,26,878
54,30,811
15,62,03,280
2,23,35,303
Building including
Civil Works on
Lease Buildings
1.
72,26,878
8,44,825
70,250
1,88,98,115
0
0
0
34,000
1,28,89,980
62,795
6,27,462
35,03,976
27,21,762
58,90,604
59,37,120
8,97,011
3,337
38,177
2,90,919
2,64,939
40,72,497
3,70,240
2,23,35,303
53,81,437
57,51,677
As at
31-03-2013
15,59,03,685
1,37,86,991
66,132
6,65,639
37,94,895
29,86,701
12,88,51,650
For the
Year
As at
31-03-2013
Additions
As at
31-03-2012
DESCRIPTION
DEPRECIATION
GROSS BLOCK
Sl.
No
FIXED ASSETS
Tangible Assets:
Note - 11
As at
31-03-2012
59,74,135
7,455
2,17,363
37,22,902
27,09,049
5,55,90,020 6,10,08,897
51,11,124
4,118
1,79,186
34,31,983
29,03,903
2,73,76,080 3,14,24,127
1,65,83,626 1,69,53,866
As at
31-03-2013
(in Rupees)
NET BLOCK
Note
No.
12
Particulars
DEFERRED TAX ASSETS (NET)
Deferred Tax Asset:
Losses
Disallowances under the income tax Act,1961
Less : Deferred Tax Liability
Related to Fixed assets
Total
13
14
15
As at
31.03.2012
(Rupees)
51,19,295
34,32,792
85,52,087
57,14,915
29,78,820
86,93,735
81,06,978
4,45,109
84,80,440
2,13,295
12,02,43,684
12,02,43,684
12,02,12,167
12,02,12,167
7,77,538
7,77,538
7,77,538
7,77,538
2,10,558
7,59,693
2,79,524
6,22,336
9,85,692
5,39,385
2,80,460
36,77,648
2,21,576
15,92,594
6,83,034
7,78,714
16,12,819
6,83,945
2,72,576
58,45,258
16
TRADE RECEIVABLES
Unsecured, Considered Good
1,85,47,223
2,03,84,216
Total
1,85,47,223
2,03,84,216
Trade Receivables of Rs.88,09,931/- (Previous Year: Rs.93,76,739/-) is outstanding for a period exceeding six
months from the date they are due for payment
17
18
4,99,148
1,57,144
6,56,292
7,97,721
2,40,739
10,38,460
50,08,840
90,60,448
39,45,784
35,626
35,52,913
3,77,407
2,19,81,018
16
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As at
31.03.2013
(Rupees)
Note
No.
19
12,42,32,168
12,89,77,918
4,13,940
4,13,940
2,20,400
12,46,46,108
12,96,12,258
2,84,170
4,39,060
15,139
18,724
3,46,950
2,28,660
5,35,550
8,74,919
9,93,334
Films
18,48,314
25,86,904
Chemicals
98,33,416
89,94,691
Medicines
5,89,768
12,18,611
23,84,426
25,74,002
5,71,763
5,93,980
1,52,27,687
1,59,68,188
1,90,21,963
2,06,35,827
15,69,138
16,86,907
8,10,614
1,86,166
10,65,922
7,76,989
2,24,67,637
2,32,85,889
Particulars
REVENUE FROM OPERATIONS
Diagnostic Centre Receipts
Franchise Royalty & Service Charges
Training Fee Receipts
Total
20
OTHER INCOME
Service Charges
Interest Income
Balances in Parties Accounts Written Back /
Written Off (Net)
Miscellaneous Income
Total
21
Consumables
Others
Total
22
17
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Note
No.
23
Interest
3,76,279
5,06,070
Bank Charges
3,61,589
3,91,494
7,37,868
8,97,564
59,64,157
56,12,191
32,40,755
51,00,001
24,617
17,242
Rent
89,60,789
88,38,283
10,18,191
2,72,586
15,00,524
15,79,817
Particulars
FINANCE COSTS
Total
24
OTHER EXPENSES
Electricity and Fuel Charges
Repairs & Maintenance
-
Buildings
8,99,947
9,75,825
29,76,989
33,87,635
Remuneration to Auditors
-
Audit Fee
84,000
84,000
25,000
25,000
25,000
25,000
4,500
7,000
Insurance
27,550
34,385
16,318
20,414
31,239
28,679
28,99,846
25, 32,515
71,72,026
85,36,223
39,16,211
39,58,914
1,98,49,890
2,06,53,455
Development Expenses
1,20,43,806
1,23,83,262
Other Expenses
1,19,31,314
1,24,41,518
8,26,12,669
8,65,13,945
8,47,816
12,11,503
12,11,503
8,47,816
Total
25
EXCEPTIONAL ITEMS
Loss on sale of Fixed Assets
Capital Work in Progress written off
Total
18
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As at 31.03.2013
(Rupees)
5,61,368
As at 31.03.2012
(Rupees)
5,61,368
2012-2013
(Rupees)
2,88,000
2011-2012
(Rupees)
2,82,700
28. Balances of Secured Loans, Sundry Debtors and Sundry Creditors, Loans and Advances payable or receivable are
subject to confirmations to be obtained from the parties.
29. Related Party Transactions :
As required by Accounting Standard - AS 18 Related Party Disclosures issued by The Institute of Chartered Accountants of India, details of transactions of related parties with whom transactions have taken place during the year
are as follows:
a) Company on which presumed significant influence exists
Name of the Company
: M/s. Standard Medical & Pharmaceuticals Ltd.
Nature of Relationship
: Presumed significant influence
Nature of Transactions
for the year
for the year
ended 31.03.2013
ended 31.03.2012
Receiving Services
(Rupees)
(Rupees)
Sharing of Expenses - Net
:
23,370
85,911
Amount Received - Net
:
25,00,000
20,00,000
Amounts Outstanding
as at the Balance sheet date
Call Deposit
Accrued Interest
As at 31.03.2013
(Rupees)
2,93,18,305
As at 31.03.2012
(Rupees)
3,08,18,305
:
:
:
6,14,25,839
3,19,53,493
(2,75,02,200)
6,14,49,209
3,29,53,493
(2,75,02,200)
b)
c)
Disclosure regarding Loans & Advances in the nature of Loans to subsidiaries, associates, etc., and their
investments in shares of the Company, as required under clause 32 of Listing Agreement.
i)
ii)
19
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Balance
as at
31.03.2013
Maximum Outstanding
at any time during
the year ended
31.03.2013
(Rs. in Lakhs)
(Rs. in Lakhs)
1226.97
1253.87
275.02
275.02
30. As detailed in Note No.29, dues from M/s. Standard Medical & Pharmaceuticals Limited represents advances in
connection with spin-off and subsequent transactions. In view of the settlement arrangement reached with the said
Company, no further interest is to be charged on the dues w.e.f. 1st April, 2004 and the said dues are to be repaid by
the said Company in a phased manner. The company is confident of recovery of the same and hence no provision
has been made in the accounts.
31. The Company is engaged in the business of Diagnostic Services and related business. There are no other reportable
business segments.
32. Disclosure required by the AS-15 (Revised) - Employee Benefits.
The Company adopted the revised Accounting Standard - 15 Employee Benefits. The details of the components of
net benefit expenses recognised in the profit and loss account with regard to gratuity and amounts recognised in the
Balance Sheet are given below.
a. Expenses Recognised in Statement of Profit & Loss:
for the year
for the year
2012-2013
2011-2012
Amount (Rs.)
Amount (Rs.)
Current Service Cost
1,88,435
1,96,327
Interest Cost on benefit obligation
2,75,195
3,96,441
Expected return on plan assets
Nil
Nil
Net Actuarial (gain) / loss recognized in the year
3,46,984
(4,06,602)
Past services cost
Nil
Nil
Net benefit expenses
8,10,614
1,86,166
Actual return on plan assets
NA
NA
b. Changes in present value of the defined benefit obligation:
As at
As at
31.03.2013
31.03.2012
Amount (Rs.)
Amount (Rs.)
Opening defined benefit obligation
34,39,934
49,55,508
Interest Cost
2,75,195
3,96,441
Current Services Cost
1,88,435
1,96,327
Benefits paid
(7,72,860)
(17,01,740)
Actuarial (gains) / losses on obligation
3,46,984
(4,06,602)
Closing defined benefit obligation
34,77,688
34,39,934
c. Actuarial Assumptions:
Salary Rise
6%
6%
Discount Rate
8%
8%
Attrition Rate
10%
10%
Mortality Rate
Table of LIC 1994-96
1994-96
Retirement Age
58 Years
58 Years
33. There are no dues to Micro, Small & Medium Enterprises (MSME) as at the Balance Sheet date and no interest has
been paid to any such parties. This is based on the information on such parties having been identified on the basis
of information available with the Company and relied upon by the Auditors. Hence Trade Payables in Note No. 8
represent payable to creditors other than MSME.
34. Previous years figures have been regrouped / reclassified wherever necessary to correspond with the Current years
classification / disclosure.
for and on behalf of the Board
A RAGHAVA REDDY
Chairman
S BASU THAKUR
Director
N RAVIKUMAR
Chief Operating Officer
A V REDDY
Partner
M.No. 23983
Place : Hyderabad
Date : 28th May, 2013
20
Folio No.
Name
Address
Client ID
I hereby record my presence at the TWENTIETH ANNUAL GENERAL MEETING of the Company being held at The
Central Court Hotel, Lakdi-ka-pul, Hyderabad at 11.30 A.M, on Wednesday, the 25th September, 2013.
D.P. ID :
BOOK POST
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