NOTICE
FRESENIUS KABI ONCOLOGY LIMITED
Regd. Office: B-310, Som Datt Chambers–I, Bhikaji Cama Place, New Delhi–110 066
NOTICE is hereby given that the Ninth Annual General
Meeting (AGM) of the members of Fresenius Kabi Oncology
Limited will be held on Thursday, 9 th August 2012,
at 4.00 P.M. at Air Force Auditorium, Subroto Park, New
Delhi - 110 010 to transact the following businesses:
ORDINARY BUSINESS
Item No. 1 - Adoption of accounts
To receive, consider and adopt the Balance Sheet as at
31st March 2012, the Profit and Loss Account for the year
ended on that date together with the reports of the
Auditors and Directors thereon.
Item No. 2 - Re-appointment of Dr. Naresh Trehan
To appoint a Director in place of Dr. Naresh Trehan, who
retires by rotation and being eligible, offers himself for
re-appointment.
Item No. 3 - Re-appointment of Mr. Dilip G. Shah
To appoint a Director in place of Mr. Dilip G. Shah, who
retires by rotation and being eligible, offers himself for
re-appointment.
Item No. 4 - Re-appointment of Mr. Rakesh Bhargava
To appoint a Director in place of Mr. Rakesh Bhargava,
who retires by rotation and being eligible, offers himself
for re-appointment.
Item No. 5 - Appointment of Statutory Auditors
To appoint Auditors to hold office from the conclusion of
this Annual General Meeting until the conclusion of the
next Annual General Meeting and to fix their remuneration.
M/s. G. Basu & Company, Chartered Accountants,
Statutory Auditors of the Company, holds the office till
the conclusion of this Annual General Meeting and being
eligible, offer themselves for re-appointment.
SPECIAL BUSINESS
Item No. 6 - Appointment of Mr. Peter F. Nilsson
To consider and if thought fit, to pass with or without
modification(s), the following resolution as an Ordinary
Resolution: -
1
"RESOLVED THAT Mr. Peter F. Nilsson, be and is hereby
appointed as a Director of the Company, not liable to
retire by rotation."
By Order of the Board of Directors
For Fresenius Kabi Oncology Limited
Sd/-
Gurgaon Nikhil Kulshreshtha
30th May 2012 Company Secretary & Head-Legal
NOTES:
1. A MEMBER ENTITLED TO ATTEND AND VOTE
AT THE MEETING IS ENTITLED TO APPOINT A
PROXY TO ATTEND AND VOTE ON A POLL
INSTEAD OF HIMSELF AND SUCH PROXY
NEED NOT BE A MEMBER OF THE COMPANY.
PROXIES, IN ORDER TO BE EFFECTIVE, MUST
BE RECEIVED AT THE REGISTERED OFFICE OF
THE COMPANY, NOT LESS THAN FORTY-EIGHT
HOURS BEFORE THE COMMENCEMENT OF
THE MEETING. A PROXY FORM IS APPENDED
WITH THE ADMISSION SLIP.
2. The Register of Members and Share Transfer Books
of the Company will remain closed from Monday,
30th July 2012 to Thursday, 9th August 2012 (both
days inclusive), in terms of the provisions of the
Companies Act, 1956 and the Listing Agreement
with the Stock Exchanges where the shares of the
Company are listed.
3. Information regarding particulars of the Directors
seeking appointment/ re-appointment requiring
disclosure in terms of the listing agreement and
the explanatory statement pursuant to Section 173
of the Companies Act, 1956, is annexed hereto.
4. Corporate members are requested to send a duly
certified copy of the Board Resolution/Power of
Attorney authorising their representative to attend
and vote at the Annual General Meeting.
5. Members/ Proxies are requested to bring duly filled
admission / attendance slips sent herewith along
with the Annual Report to the meeting.
6. For the security and safety of the shareholders,
no article / baggage including water bottles and

tiffins will be allowed at the venue of the meeting.
The members / attendees are requested not to
bring any article / baggage etc. at the venue of
the meeting.
7. Members are requested to send all correspondence
concerning registration of transfers, transmissions,
subdivision, consolidation of shares or any other
share related matters and/or change in address,
to Company's Registrars at MCS Limited, F - 65,
First Floor, Okhla Industrial Area, Phase -I, New
Delhi - 110 020.
8. Members desirous of making a nomination in
respect of their shareholding in the Company, as
permitted under Section 109A of the Companies
Act, 1956, are requested to write to the Company's
Registrar for the prescribed form.
9. The documents referred to in the accompanying
notice and explanatory statement along with
Statutory Registers are open for inspection at the
Registered Office of the Company on all working
days (Monday to Friday) between 11.00 a.m. and
1.00 p.m. up to the date of Annual General Meeting
and will also be available for inspection at the
meeting.
10. Members having any questions with regard to
accounts are requested to write to the Company
Secretary at least ten days in advance, to enable
the Company to keep the information ready.
EXPLANATORY STATEMENT (PURSUANT TO THE
PROVISIONS OF SECTION 173(2) OF THE
COMPANIES ACT, 1956)
Item No. 6 - Appointment of Mr. Peter F. Nilsson
The Board of Directors of the Company had appointed
Mr. Peter F. Nilsson as an Additional Director w.e.f.
20th October 2011. He has also been appointed as the
Managing Director & CEO of the Company for a period
of 2 years i.e. from 20th October 2011 to 19th October 2013.
2
NOTICE
Pursuant to the provisions of Section 260 of the
Companies Act, 1956, read with Article 117 of the Articles
of Association of the Company, Mr. Peter F. Nilsson will
hold office as an Additional Director only up to the date
of the ninth Annual General Meeting.
The Company has received a notice under Section 257
of the Companies Act, 1956 from a member proposing
the candidature of Mr. Peter F. Nilsson as a Director of
the Company.
In terms of Clause 142 of Articles of Association of the
Company, a Managing Director shall not, while he holds
that office, be subject to retirement by rotation.
Accordingly, being the Managing Director & CEO of the
Company, Mr. Peter F. Nilsson should be appointed as a
non-rotational Director of the Company.
Taking into account the services rendered to the
Company and his qualification and experience and as
per the provisions of Articles of Associations of the
Company, it is desirable to appoint Mr. Peter F. Nilsson
as a Director not liable to retire by rotation.
The information relating to the Directors, containing
requisite disclosures is given at the end of the notice.
Mr. Peter F. Nilsson does not hold any shares in the
Company.
None of the Directors except Mr. Peter F. Nilsson is
concerned or interested in the resolution.
The Board recommends appointment of Mr. Peter F.
Nilsson as a Director not liable to retire by rotation as
set out in Item No. 6.
By Order of the Board of Directors
For Fresenius Kabi Oncology Limited
Sd/-
Gurgaon Nikhil Kulshreshtha
30th May 2012 Company Secretary & Head-Legal
 NOTICE
Information on Directors seeking appointment/re-appointment at the forthcoming Annual General
Meeting convened on 9th August 2012 (pursuant to clause 49 of the Listing Agreement)
Name of Date of Date of Qualifications Expertise in specific Shareholding *Directorships Membership/
Director Birth Appointment functional area in Fresenius held in other Chairmanship of
Kabi companies Committees in
Oncology other public
Limited companies

Mr. Peter 06.11.1964 20.10.2011 Degree in Mr. Peter F. Nilsson has a rich NIL NIL NIL
F. Nilsson Accounting from work experience of over 20
Stockholm years in the areas of Financial
University, Finance and Accounting Management
Management at an international level.
Course from
INSEAD, France

Dr. Naresh 12.08.1946 29.07.2004 MBBS, Lucknow Renowned Heart Surgeon. NIL • Jubilant Organisys Punj Lloyd Limited
Trehan Diplomate, Limited Member-
American Board of • Punj Lloyd Limited Audit Committee,
Surgery, (USA) • Shrumps Real Estate Remuneration
Diplomate, Limited Committee.
American Board of Chairman-
Cardiothoracic Investor Grievance
Surgery (USA) Committee

Mr. Dilip G. 25.04.1941 11.08.2008 B.A. (Hons.), Mr. Shah has 42 years of NIL Anuh Pharma Ltd. Anuh Pharma Ltd.
Shah MBA (IIM, varied experience in the Member - Audit
Ahmadabad) pharmaceutical industry; Committee
Mr. Shah is the CEO of Vision
Consulting Group (a firm
specialized in strategic
planning).

Mr. Rakesh 09.07.1952 11.08.2008 MBA (IIM, Mr. Rakesh Bhargava has NIL NIL NIL
Bhargava Ahmadabad), almost 2 decades of rich
B. Tech (IIT experience in the
Kanpur) pharmaceutical industry.

• There is no inter-se relationship amongst the Board Members.

* Directorships held in other companies means only Indian Public Limited Companies.

By Order of the Board of Directors

For Fresenius Kabi Oncology Limited

Sd/-
Gurgaon Nikhil Kulshreshtha
30th May 2012 Company Secretary & Head-Legal

3
 NOTICE
GREEN INITIATIVE IN CORPORATE GOVERNANCE
Dear Shareholder,
The Ministry of Corporate Affairs, Government of India ('Ministry'), has taken a "Green Initiative in Corporate
Governance" by allowing paperless compliances by companies through electronic mode. In terms of the circulars
bearing no. 17/2011, dated 21.04.2011 and 18/2011 dated, 29.04.2011, whereby companies can send various notices/
documents (e.g. Notice of AGM, Annual Reports etc.) to their shareholders through electronic mode, at the registered
e-mail addresses of the shareholders.
It is a welcome move for the Company, shareholders and society at large, as it will facilitate faster communication
and reduce paper consumption to a great extent and allow shareholders to contribute towards the greener
environment.
ADVANTAGES OF REGISTERING FOR E-COMMUNICATION:
• Receive communication promptly;
• Reduce paper consumption and save trees;
• Avoid loss of document in postal transit;
• Save costs on paper and postage.
This is also a golden opportunity for every shareholder of Fresenius Kabi Oncology Limited (the Company) to
contribute to this green initiative.
Below are the requirements for availing this facility:
• For shareholders having shares in physical mode: Please get your e-mail ID registered with the Company to
receive communication(s) through electronic mode in future, by filing up the Email ID Registration Form
attached with this notice and send it back to the Registrar & Transfer Agent duly filled in and signed.
• For shareholders having shares in dematerialised mode: Please update your email ID with your Depository
Participant(s).
Kindly note that, if you still wish to get a hard copy/ physical copy of all the communication and documents, the
Company undertakes to provide the same at no extra cost to you. In case you desire to receive the above mentioned
documents in physical form, following are the necessary formalities:
• If you are holding shares in dematerialised mode: send an e-mail to gogreenfko@mcsdel.com from your
Email Id registered with your Depository Participant(s) or send a duly signed letter at the below mentioned
address.
• If you are holding shares in Physical mode: send a duly signed letter at the below mentioned address.
MCS Limited
F - 65, 1st Floor, Phase - 1,
Okhla Industrial Area,
New Delhi - 110 020
You can also download the attached Registration Form from our website www.fresenius-kabi-oncology.com
Looking forward to your active participation in this green initiative.
Thanking you
Yours sincerely,

For Fresenius Kabi Oncology Limited

Sd/-
Nikhil Kulshreshtha
Company Secretary & Head-Legal

4
 NOTICE

EMAIL ID REGISTERATION FORM

(Only for shareholder holding shares in physical mode)

To,
MCS Limited
F - 65, 1st Floor, Phase - 1,
Okhla Industrial Area,
New Delhi - 110 020

Dear Sir/Madam,

RE: Registration of Email ID

I hereby provide my consent for receiving all the communication(s) from the Company in electronic mode. Please
register my e-mail id in your records for this purpose.

Folio No. : ..............................................................................................................................................

Name of 1st Registered Holder : ..............................................................................................................................................

Name of Joint Holder(s) : ..............................................................................................................................................

..............................................................................................................................................

Registered Address : ..............................................................................................................................................

..............................................................................................................................................

..............................................................................................................................................

E-mail ID : ..............................................................................................................................................

Date: ……………………… Signature of the first holder ……………………………………..

Notes:

1) On registration, the Company will send all the communication and documents to the aforesaid E-mail ID.
2) This Form is also available on the website of the Company www.fresenius-kabi-oncology.com
3) Shareholders are required to inform the Registrar & Transfer Agent (MCS Limited) of the Company in writing
about the change in their E-mail ID. The Company will continue to send all the communication and documents
to the Shareholder on the above mentioned Email ID, unless otherwise informed in writing by the Shareholder.

5
 ATTENDANCE SLIP / PROXY FORM

Attendance Slip

Members or their proxies are requested to present this form for admission, duly signed in accordance with their
specimen signatures registered with the Company.

DP ID Client ID

Regd. Folio No.* No. of Shares

Name(s) in Full Father/ Husband’s Name Address as Regd. with the Company
1. ______________ ________________________ __________________________________________
2. ______________ ________________________ __________________________________________
3. ______________ ________________________ __________________________________________

I/we hereby record my/our presence at the Ninth Annual General Meeting of the Company being held on Thursday,
9th August 2012, at 4.00 p.m. at Air Force Auditorium, Subroto Park, New Delhi-110 010.
Please () in the box
 MEMBER  PROXY ____________________
Member’s Signature

____________________
Proxy’s Signature
*Applicable for member(s) holding shares in physical form.

Proxy Form

DP ID Client ID

Regd. Folio No.* No. of Shares

I/We
Name(s) in Full Father/Husband’s Name Address as Regd. with the Company
1. ______________ ________________________ __________________________________________
2. ______________ ________________________ __________________________________________
3. ______________ ________________________ __________________________________________
being a member of Fresenius Kabi Oncology Limited, hereby appoint _____________ of _____________ in the district
of ____________________________ or failing him ___________________ of __________________ in the district of
__________________ as my/our Proxy to attend and vote for me/us on my/our behalf at the Ninth Annual General
Meeting of the Company scheduled to be held on Thursday, 9th August 2012 at 4.00 p.m. at Air Force Auditorium,
Subroto Park, New Delhi - 110 010 or/and at any adjournment thereof.

Affix Re.1/-
Signed by the said ______________________ Revenue
Stamp
*Applicable for member(s) holding shares in physical form.

Note : The Proxy form duly completed and signed should be deposited at the Registered Office of the Company situated at B-310, Som Datt
Chambers–I, Bhikaji Cama Place, New Delhi–110 066 not later than 48 hours before the commencement of the Annual General Meeting.
 row t h Ready
e G
a r
e
W

Fresenius Kabi Oncology Limited

9th Annual Report 2011-12
What’s Inside?

COMPANY OVERVIEW

A snapshot of our business, along with an in-depth analysis

of how we performed during the year 2011-12. Also includes
messages from the Chairman and Managing Director & CEO
describing our business strategy and the way forward.
Growth Ready 01
Identity 02
Business Proposition 06
Financial Snapshot 12
Chairman’s Message 14
Managing Director & CEO’s Message 16
Board of Directors and Corporate Information 18

PERFORMANCE

Overview by the management on the operations of the year

under review along with outlining future goals.
Management Discussion and Analysis 20

FINANCIAL SECTION

Provide details of the Board, its policies and procedures

with comprehensive onancial statements for Fresenius .abi
Oncology Limited.
Directors’ Report 32
Report on Corporate Governance 41
Financial Statements with Auditors’ Report 51
 We are
Growth Ready
At a deeper level, our growth and our mission of caring for life are intrinsically
interlinked, where one works for the other.

This is because when we grow as an organization, we do so by embracing more

lives in our fold.

And when we see the positive impact we bring about in the lives of patients and
their families, our commitment to grow faster intensioes. Our resolve gets stronger,
our passion deeper.

With our raison d’être well articulated and our mission well strategized, we have,
over the last few years, worked steadfastly and single-mindedly towards the goal of
making our company growth ready and in turn ensuring every life is cared for.

We are proud to state that our relentless efforts have started to yield dividends.

“
Our value drivers have started to spur sustainable growth. Our strategic investments
At Fresenius Kabi Oncology have started to deliver value.

Limited, we are committed to

When you’re growth ready, life looks up. For us, for all our stakeholders and all the
partnering a journey called patients whose lives we promise to improve forever.
growth and living a mission

”
This year’s annual report, we dedicate to sharing our story of why we are
based on caring for life. growth ready.

COMPANY OVERVIEW PERFORMANCE FINANCIAL SECTION 01

 An entity
geared for growth

A leading company for cancer

research and anti-cancer products,
Fresenius .abi Oncology Ltd. is an
entity constantly striving to grow
to the next level on the strength
of its deep-rooted values and key
strategic investments. The Company,
which develops, manufactures and
markets specialty pharmaceutical
products in the area of oncology, has
emerged as a Competence Centre
for development and production of
APIs & Dosage Formulations.

02 9th Annual Report 2011-12

 OUR EXCELLENT PEDIGREE
Capitalizing on our global reach, we are
continuously benchmarking our products
to global standards of oncology excellence
OUR STATE-OF-THE-ART RESEARCH AND MANUFACTURING FACILITIES
Armed with world class expertise for
the development and manufacturing
of active pharmaceutical ingredients,
intermediates and oral & injectable
onished dosage forms, we run our
operations through our two dosage
form manufacturing units – Baddi
COMPANY OVERVIEW
through our world class production, as
well as our state-of-the-art manufacturing
and research & development facilities.
(Himachal Pradesh, India) and Nalagarh
(Himachal Pradesh, India) as well as
our API plant at .alyani (West Bengal,
India). All our development work is
carried out from our Global Centre of
Excellence for Oncology at Gurgaon
(Haryana, India).
PERFORMANCE FINANCIAL SECTION 03
 OUR PEOPLE

No organization can succeed without the

people that it is made of. Our dedicated,
committed and highly skilled employees
are geared up to build an organization
which is ‘ready for growth’.

OUR MISSION

Caring for life

04 9th Annual Report 2011-12

 OUR VALUES
Quality - We are committed to quality
in everything we do. All our business
practices and processes are designed
to achieve excellence in quality along
the entire value chain – from research
development through production to
sales and marketing.
Medical Progress - We are dedicated to
improving patient outcomes. We apply our
unique expertise in pharmaceuticals and
medical devices to create products that
advance the therapy and care of critically
and chronically ill patients worldwide.
Focus on Customer Needs - In all
aspects of our operations, from product
COMPANY OVERVIEW
development and production to delivery
and customer support, we are focused
on our customers’ needs and
expectations in order to support them
in the optimal treatment and care of
patients. With our global operations
and geographic footprints, we provide
optimal service to our customers
worldwide.
Honesty and Integrity - We demand
high ethical standards of ourselves,
our products and processes. We
are committed to dealing fairly and
respectfully with our employees,
business partners, government
authorities and the general public.
PERFORMANCE
Success in our business ventures
depends upon maintaining the trust of
these essential stakeholders.
Passion and Commitment - We aim
to achieve a sustained increase in
corporate value in the interests of our
shareholders, our customers, employees,
business partners and the society as
a whole. We will work together in the
spirit of partnership to create value.
Our success is founded on the skills and
commitment of our employees and we
encourage individual responsibility and
entrepreneurship.
FINANCIAL SECTION 05
 We are growth ready.
We give you many
reasons to prove our
case:

06 9th Annual Report 2011-12

1 GROWING OPPORTUNITY MATRIX
The oncology segment has become
the centre of focus for drug orms
and investors, and, being the fastest-
growing therapy segments in the
pharmaceutical market, has garnered
more attention than any other therapy
segment.
Sample some of the facts that vindicate
this:
Market size of global oncology
market in 2011 has been estimated
at $ 60 billion and growing by 6.8%,
whereas in pharma emerging markets
growth for the same period has been
estimated at 15.2%.
According to analysts’ reports, global
generics market in 2011 is estimated
at $ 225 billion out of which emerging
Given the large number of unmet needs
and an ever-increasing prevalence of
cancer, there is virtually a gold rush
among drug companies to enter the
oncology market. Driven by the rise
in cancer incidence and diagnosis,
improved access to cancer therapies,
better health insurance coverage, and
higher pharmaceutical spending, the
oncology segment is forecasted to
grow strongly. Also, the Indian oncology
market is likely to be dominated by
COMPANY OVERVIEW
markets have a market share of $ 57
billion.
According to IMS Global oncology
spending is expected to reach $ 75
billion. Current oncology spending of
$ 9.6 billion will be exposed to generic
competition through 2015.
Cancer is one of the ten leading
causes of death in India and accounts
“
for 8% of the main causes of deaths
Driven by the rise in cancer
in the country.
incidence and diagnosis, improved
According to Frost & Sullivan, it
is believed that the fast-changing access to cancer therapies, better
lifestyle and increase in spending health insurance coverage, and
among the middle class in urban higher pharmaceutical spending,
areas in India has resulted in the
the oncology segment is forecasted
”
growth of oncology market, which is
expected to be $ 4.4 billion by 2015, to grow strongly.
up from $ 3 billion in 2010.
generics in the coming years since the
generic pricing brings these drugs within
the reach of a vast majority of Indians.
The demand scenario augurs well for
us as we are well-placed, on the back of
our inherent strengths and experience,
to make the most of the growing
opportunity matrix and continue to work
relentlessly towards the fulollment of
our promise of total cancer care.
PERFORMANCE FINANCIAL SECTION 07
 2FOCUS TOWARDS R&D
Our R&D focus lies at the heart of
our ability to continually move up the
growth ladder. Enabled by continuous
expansion and strengthening of our
R&D facilities over the years, we have
emerged as Fresenius .abi’s global
centre of excellence in oncology
for the development of Active
Pharmaceutical Ingredients (API) and
onished dosage forms that are used
in chemotherapy. Our R&D centre at
Gurgaon is working with focus and
dedication to develop quality and safe
global formulations for all our new and
existing molecules. Armed with this
strategic focus, and working relentlessly
towards product harmonization, we
have evolved a strong ability to launch
products faster, with a single formulation
in any market, on the expiry of patents.
We are continuously enhancing our
R&D skill-set through investments in
08 9th Annual Report 2011-12
equipment, capabilities and people. Our
“ Our R&D centre at Gurgaon is
working with focus and dedication
to develop quality and safe global
scientists are engaged in developing
formulations for all our new and
”
innovative chemistry processes as well
as formulations and dosage forms to
existing molecules.
reach out to a wider market.
Our state-of-the art R&D centre, spread
over 54,000 sq. ft. area, provides a
safe, healthy and conducive working
environment for scientists. Additionally,
all our laboratories are equipped with
modern equipment such as NMR,
Mass spectrometer, XRD, DSC, TGA,
GCs, HPLCs, to name a few, thereby
ensuring uncompromising standards of
quality.
3WORLD-CLASS MANUFACTURING FACILITIES
The demand is huge and it needs
extensive and high-end manufacturing
strength to address the same at
every step of our growth trajectory.
Our state-of-the-art manufacturing
facilities at Baddi (Himachal Pradesh,
India), Nalagarh (Himachal Pradesh,
India) and .alyani (West Bengal, India)
bear testimony to our manufacturing
prowess. We are, in fact one of the
few manufacturers worldwide to
have international registration for
the production of all steps within the
manufacturing process of cytostatic
agents. Our manufacturing capacities
are fully backward integrated to deliver
both API as well as drug products.
We have, over the last few years,
made signiocant investment towards
increasing capacities, capabilities
DOSAGE FORM PLANTS
Two plants in Himachal Pradesh,
India
Baddi Plant certiocations:
Regulatory bodies of countries
such as Belarus, Zimbabwe,
Jordan, Hungary, Brazil,
Columbia, Egypt, Yemen, Turkey,
Namibia, Malaysia, Sudan,
Ethiopia, Pakistan, Nigeria
Nalagarh Plant certiocations:
WHO GMP, 8. MHRA, 8SFDA
Dedicated for manufacturing of
cytotoxic products.
COMPANY OVERVIEW
and quantities at both our facilities.
Apart from the manufacturing lines,
efforts have also been directed
towards enhancing the batch sizes
which ensure that market demands
are met in a timely and cost-
efocient manner. Cost being a crucial
productivity factor, our manufacturing
sites are continuously working to improve
the yield through process improvements.
We have also built strong networks
“
wherein in a case of capacity constraints
We are, in fact one of the few
(on account of excessive orders); we
have developed sites globally and in manufacturers worldwide to have
India to execute production orders. international registration for the
Quality remains a single most important production of all steps within
factor in whatever we do. All our
the manufacturing process of
”
business processes are integrated
with our quality standards and are
cytostatic agents.
geared to ensure best in class
products.
API PLANT
One plant at .alyani (West
Bengal, India)
Approved by USFDA, TGA,
EDQM, WHO
Manufactures oncological and
non-oncological APIs in separate
and fully segregated areas.
4ENSURING HIGH QUALITY STANDARD
Quality and compliances lie at the centre in improving the patients’ quality of
of product acceptance and off-take, life, and in line with this commitment,
especially in the healthcare industry. we ensure application of quality
Cognizant of this, we have been management system in whatever we do.
steadfastly increasing our compliances We assure the highest possible quality of
for acceptance in fast growing markets products in terms of safety and efocacy.
across the world. We strongly believe
PERFORMANCE FINANCIAL SECTION 09
 5EXPANDING PRODUCT PORTFOLIO
.eeping pace with the growing demand
for better and more effective products
across the healthcare chain, worldwide,
there is a constant challenge for
companies like ours. In an effort to
address this growing demand, we offer
a high quality product portfolio which
encompasses over 40 formulations,
including cytotoxic and cytostatic
A glimpse of our oncology portfolio
ANASTROZOLE
BICALUTAMIDE
BUSULFAN
CARBOPLATIN
DECITABINE
“ In an effort to address this
growing demand, we offer a
high quality product portfolio
which encompasses over 40
formulations, including cytotoxic
and cytostatic in both I.V. and oral
”
dosage forms.
10 9th Annual Report 2011-12
in both I.V. and oral dosage forms.
Additionally, as a step to build on our
existing portfolio, we continuously
monitor the upcoming patent expiries.
A clear therapeutic focus has led to a
strong product portfolio in this segment.
In the anti-cancer drug segment, we plan
to have one of the broadest portfolios of
oncology generic products.
DOCETAXEL TRIHYDRATE OXALIPLATIN
DOCETAXEL ANHYDROUS PACLITAXEL
GEMCITABINE HCI TEMSIROLIMUS
IRINOTECAN HCI TOPOTECAN HCI
LETROZOLE VINORELBINE
6
ACCELERATED FOCUS ON CONTRACT RESEARCH AND MANUFACTURING
SERVICES (CRAMs)
CRAMs is a key growth area for us and the time of patent expiry. To this end,
we plan to strengthen, consolidate we have taken several initiatives, which
and grow our position in this area in include:
the oncology space. Our contract R&D Initiating the new launch activities in
and manufacturing agreements with advance
Fresenius .abi Germany and its afoliates
Developing alternate sources
provides us with a business model
wherein cost incurred in development Developing in licensing avenues
and manufacturing of future products Implementing better forecasting
is borne by Fresenius .abi Germany. To tools
capitalize on the opportunities in this
Ensuring all approvals are done prior
space, we aim at being in the market at
to launch of any product
7ROBUST SALES & MARKETING NETWORK

Our focus on “First to Market”
opportunities is backed by well-
established innovation and development
capabilities, resulting in improving the
existing treatments for cancer patients.
The distribution of products developed
and manufactured at our facilities are well
supported by Fresenius .abi’s sales and
marketing network, which we believe to be
a strong pillar of our growth. This further
helps in accelerating the global rollout of
our generic cancer product portfolio.

8SUSTAINING COST COMPETITIVENESS

The increasing importance being given

to healthcare facilities, and the vitality
of protecting and saving lives, demands
launch of more and more cost-effective
drugs in the market. Our experience
and expertise enables us to offer well
priced medicines. This is further backed
by vertical integration of business
operations, implementing new systems
to ensure timely deliveries in a cost
efocient manner and adopting global
project management processes.

The reasons are many, but the focu

focus singular. Every initiative that we undertake, every ery
product that we launch, every deliveryry that we ensure, every quality compliance that tha we
assure is geared to make us growth ready to take on the demands of the future. With our
growth drivers in place and our strategic plans effectively mapped out, we are perfectly
poised to translate our mission of ‘caring for life’ into a real vision for one and all.

COMPANY OVERVIEW PERFORMANCE FINANCIAL SECTION 11

 Snapshot of
RXUÀQDQFLDOV

(` Lacs)
Particulars 2011-12 2010-11 2009-10 2008-09 2007-08

Turnover
(Including other 52,721.81 41,866.06 43,251.35 28,629.01 26753.34
Income)

PBIT (before extra

3,806.09 8,534.71 9,026.39 -4,110.32 3,774.27
ordinary item)

PAT (before extra

1,687.69 4656.10 6,499.87 -6,585.69 2,398.02
ordinary item)

12 9th Annual Report 2011-12

 Turnover (Including other Income)
PBIT (before extra ordinary item)
PAT (before extra ordinary item)

(` Lacs)

60,000.00 -

52,721.81
50,000.00 -

43,251.35

41,866.06
40,000.00 -
28,629.01
26,753.34

30,000.00 -

20,000.00 -
9,026.39

8,534.71
6,499.87

4,656.10

3,806.09
3,774.27

1,687.69
2,398.02

10,000.00 -

0.00 -
-4,110.32

-6,585.69

-10,000.00 -

2007-08 2008-09 2009-10 2010-11 2011-12

COMPANY OVERVIEW PERFORMANCE FINANCIAL SECTION 13

 Chairman’s Message
As we continue to invest in our R&D and
manufacturing facilities, we perceive even greater potential
for progressively scaling up our business to deliver even
greater value towards our commitment to ‘caring for life’.
This perception emanates from our deep understanding of
our inherent strengths, which we have built over the years
with the support and cooperation of our people.
14 9th Annual Report 2011-12
Dear Shareholders,
First of all let me extend to you warmest
greetings on behalf of Fresenius .abi
Oncology Limited, all its employees and
on my behalf. It gives me great pleasure
to connect with you once again at the
end of another exciting and notable year
in your Company’s journey of excellence.
Our efforts to continuously raise the bar
of quality and customer satisfaction
yielded admirable results during a year
of very difocult economic and political
environment, and today we stand tall as
global leaders in the oncology market.
In my message in your Company’s last
year’s annual report, I had made a
mention of the new strategic initiatives
we had decided to take during the year
2011-12, namely:
Enter into a contract R&D and
manufacturing agreement with
Fresenius .abi, Germany
Disinvest your Company’s entire
shareholding in Fresenius .abi
Oncology Plc, U. to Fresenius .abi,
Germany
Enter into distribution agreement
with Fresenius .abi India Pvt. Ltd. for
selling and marketing our products
in India
I am very proud to inform that all these
actions were successfully completed
during the year under review and we
were able to reap their beneots as
planned. Having become a Company
specialist in manufacturing and R&D,
2011-12 proved to be another year of
focused growth and success across our
business fabric, which we expanded to
cover new products and geographies on
the back of our world-class production
facilities and excellence in Research
& Development. Propelled by the
collaborative passion and commitment
of our employees, customers, business
partners and the community at large, we
steered your Company to create greater
value for each of our stakeholders.
Some of our notable achievements
during the year were :
Obtaining USFDA Marketing approval
of Gemcitabine, Anastrazole &
Topotecan
COMPANY OVERVIEW
Winning the Docetaxel patent
litigation in Malaysia
Obtaining approval of orst dossier
through Centralised Procedure –
Docetaxel .abi
Taking concrete steps to enter the
very tough Japanese market for
oncology generics
All these are shining examples of
excellent teamwork among our R&D,
regulatory and Active Pharmaceutical
Ingredients (API) and dosage forms
manufacturing functions.
As a restructured entity, we unleashed
our intrinsic and inherent strengths
to the maximum to capitalize on the
huge opportunity matrix in the global
oncology space. Our strong focus on total
compliance to international standards
and our concerted efforts to constantly
enhance our quality and capacity thrust
enabled us to consistently and effectively
meet the growing demands of the global
oncology market, which was estimated in
2011 to stand at $ 60 billion and growing
by 6.8%. We rolled out a new IT based
quality management system in the plants
to ensure world class quality at all times.
Our R&D focus gave a further ollip to
our growth strategy, with our global
centre of excellence in oncology
facilitating expansion of our portfolio
of API and onished dosage forms that
are used in chemotherapy. We shall
continue to strengthen this critical
area of your Company’s growth with
the conodence of leveraging our R&D
skill-set to develop low cost as well as
PERFORMANCE
environmentally friendly processes so
as to maximize return on investment.
As we continue to invest in our R&D
and manufacturing facilities, we
perceive even greater potential for
progressively scaling up our business
to deliver even greater value towards
our commitment to `caring for life’.
This perception emanates from our
deep understanding of our inherent
strengths, which we have built over the
years with the support and cooperation
of our people. It is a realization that
is vested in the uncompromising
standards of excellence benchmarked
to international grades, which we have
consistently and unwaveringly followed.
We always encourage our employees to
continuously develop their knowledge
and skills through training programs
and e-learning platforms.
Going forward, it shall be our endeavor
to further build on these strengths with
your continued support. This is our vision
for the future – a vision that I am sure
shall be very ably and effectively steered
by our new Managing Director & CEO,
Mr. Peter F. Nilsson. Mr. Nilsson brings
to the Company a global perspective
and experience that shall take the
transformational journey of your
Company to new heights. Please join
us in tirelessly serving cancer patients
around the world.
Rakesh Bhargava
Chairman
FINANCIAL SECTION 15
 Managing Director &
CEO’s Message
Dear Shareholders,
This is a very special and pleasurable
occasion for me. It is my orst interaction
with you as the Managing Director &
CEO of the Company and I hope to ond
many more such occasions in the future.

The realignment of our business and the

restructuring of our operational model
have transformed the Company into a
highly focused and value-driven entity,
providing an exciting landscape for
future growth.

As a Global Excellence Centre for

Research and Manufacturing of
Oncology Generics, we are now at the
helm of the global oncology business,
with delivery of high-quality, cost-
effective and affordable products and
services, as the single most important
driver of our success strategy.
Strong quality focus and compliance
adherences have enabled our evolution
as an organization par excellence and
we see ourselves ideally positioned to
harness our inherent true potential to
continue to outperform on all indices in
the years ahead.

Let me briepy touch upon the year gone

by which has been extremely challenging.
Our organization is going through a
transition after last year’s decision to
make Fresenius .abi Oncology as a
Contract Research and Development as
well as Contract Manufacturing Centre
for Fresenius .abi, Germany for all
future products. We also disinvested

16 9th Annual Report 2011-12

the Company’s entire shareholding in ‘risk based approach’ in planning and On a more tangible level, our thrust
Fresenius .abi Oncology Plc, U. and conducting audits. We also continue to on and continued investment in R&D,
entered into a distribution agreement consider Information Technology as a along with regular initiatives towards
with Fresenius .abi India Pvt. Ltd. for key business enabler and through the expansion of our manufacturing
selling and marketing our products in year added business processes have facilities, shall give the necessary
India. This has allowed us to focus on our been automated. stimulus to our growth plans as we
core capability. Over the last few years, move forward. And your unwavering
we have strategically invested in our Due to a highly competitive business support, along with the contribution of
R&D infrastructure as well as enhanced landscape, continuously falling generic our employees, shall, I am sure, enable
the production capacities at all our plant prices and adverse foreign exchange the realization of our objectives.
which has resulted in increased outputs. puctuations, our prootability has taken a
dip. However, as an organization, we are
During the year, we have commissioned committed to mitigate this by producing Peter F. Nilsson
new production lines at our API Plant at more drugs without compromising Managing Director & CEO
.alyani (West Bengal, India) and have on the quality and ensuring cost
approved capacity enhancements at effectiveness.
our Dosage forms plants at Nalagarh
Himachal Pradesh, India) and Baddi
Himachal Pradesh, India). The work
is in full force at all the sites. We
have received the USFDA marketing
approval of Gemcitabine, Anastrazole
& Topotecan and obtained approval for
Docetaxel .abi which is our orst dossier
through Centralized Procedure. Besides
these, we have successfully launched
integrated Global Project Management
tools in our R&D centre to ensure timely
product development and enable us to
realize orst to market opportunities.

People continue to hold a central role

in our strategy and through our talent
management initiative we ensure that
they continue to be highly motivated
and committed to see the Company
achieve its growth objective. All our
onancial processes are now in line with
the global requirements. The internal
audit processes continue to ensure

COMPANY OVERVIEW PERFORMANCE FINANCIAL SECTION 17

 Board of Directors

Mr. Rakesh Bhargava | Non - Executive Chairman

Mr. Peter F. Nilsson | Managing Director & CEO Mr. Thomas Mechtersheimer
M ht h i | Non - Executive Director

Mr. Dilip G. Shah | Non - Executive Independent Director Dr. Naresh Trehan | Non - Executive Independent Director

18 9th Annual Report 2011-12

 CORPORATE INFORMATION

Company Secretary
Mr. Nikhil Kulshreshtha

Auditors
M/s G. Basu & Co.
Chartered Accountants

Internal Auditors
PricewaterhouseCoopers Pvt. Ltd.

Bankers

Mr. Nitin Potdar | Non - Executive Independent Director IDBI Bank Ltd.
The HSBC Ltd.
The Royal Bank of Scotland N.V.
Credit Agricol Corporate & Investment Bank
Deutsche Bank AG
Punjab National Bank
State Bank of India

Registered 2Ioce

B-310, Som Datt Chambers – I

Bhikaji Cama Place,
New Delhi – 110 066, India
Ph: + 91 – 11 – 2610 5570
Fax: + 91 – 11 – 2619 5965
Dr. Michael Schönhofen | Non - Executive Director
complianceofocer.india#fresenius-kabi.com

Corporate 2Ioce

Echelon Institutional Area,

Plot No. 11, Sector – 32
Gurgaon, Haryana – 122 001, India
Ph: + 91 – 124 – 488 5000
Fax: + 91 – 124 – 488 5003

Mr. Gerrit Steen | Non - Executive Director

COMPANY OVERVIEW PERFORMANCE FINANCIAL SECTION 19

 Management
Discussion and
Analysis

“ The Company is a fully integrated entity, which

undertakes generics drug development, API development,
ÀQLVKHG SURGXFW GHYHORSPHQW DQG JHQHULFV SURGXFW
registrations across the world, with several of these products

”
also facing business risks.

20 9th Annual Report 2011-12

 WE ARE GROWTH READY…
We have all the reasons to believe this,
and our multifarious actions taken
over the past few years would lead our
esteemed shareholders too to this belief.
With our motto of ‘Total Cancer Care’
guiding our strategies, we are set to chart
new growth levels and this Management
Discussion & Analysis report will take you
through the journey so far.
We continue to reinforce our position in
generic oncology space by leveraging
our key strengths of R&D, generation of
intellectual property, regulatory affairs
and efocient distribution & supply chain.
This makes us a part of an exclusive
league of companies which are not only
forward and backward integrated but
also have a strong presence in both
highly regulated and comparatively less
regulated world markets.
We play a pivotal role at global level in:
Drug development (both API &
Formulation)
Intellectual Property scan and
Regulatory expertise (for most of
the olings worldwide)
Production of both APIs & onished
dosage forms at GMP approved
manufacturing facilities
Distribution and logistics
Abridged Proot and Loss Statement
Particulars
Turnover (including other income)
Manufacturing and Other expenses
PBDT
Depreciation
Proot Before Extraordinary Income
Extraordinary Income/ (Loss)
PBT
Current and Deferred Tax
PAT
COMPANY OVERVIEW
FINANCIAL REVIEW the Company’s onancial resources. It also
exposed the Company to business risks
In the year under review, price erosion
and price discounting in all the markets.
in major markets which was witnessed
Besides this, the increasing weakening
by almost all the generic oncology
of the India Rupee in comparison to Euro
companies, impacted the Company’s and US Dollar, led to exchange rate losses,
proot performance. While the total which further impacted the balance sheet
turnover increased during the period of the Company.
under review by a healthy 27%, the
proots declined as compared to the last To handle this problem, as an organization
oscal year. we have decided to focus mainly on
our development and manufacturing
The Company’s onancial snapshot for capabilities. We are looking at increasing
the year 2011-12 is as follows: our batch sizes, but are also focusing on
Total turnover (including other income) increasing volumes by establishing new
increased from ` 41,866.06 lacs in the manufacturing lines. Our R&D centre is
previous year to ` 52,721.81 lacs continuously looking at newer molecules
Proot before tax (before extraordinary for development and is working with
items) stands at ` 2,721.32 lacs the sole purpose of delivering on time
Formulation business continued
to maintain its share at 82.48% of
total sales, the rest coming from bulk
actives
The international business accounted
for 88.41% of total sales
Historically, the Company has been
a fully integrated entity, which
undertook generics drug development,
API development, onished product
development, generics product
registrations across the world and selling
and distribution in all the markets. This
structure demanded huge commitment of
(` Lacs)
2011-12 2010-11 % change
52,721.81 41,866.06 26%
47,603.73 33,442.32 42%
5,118.08 8,423.74 -39%
2,396.76 1,692.00
2,721.32 6,731.74 -60%
4,448.28 268.07
7,169.60 6,999.81
2,074.52 2,075.64
5,095.08 4,924.17 3%
PERFORMANCE FINANCIAL SECTION 21

“
The global markets for generic
drugs will continue to grow despite
cost reduction measures from
governments and healthcare
players in many markets. According
to analysts’ reports, global generics
market in 2011 is estimated at
$ 225 billion out of which emerging
markets have a market share of
”
$ 57 billion.
22 9th Annual Report 2011-12
to market at the right cost. Further, to
reduce the exchange rate losses, we are
exploring alternate hedging strategies.
The Management is conodent that these
steps will help us mitigate risks both in
short and long term arising on account
of the falling currency prices.
As intimated in the last Annual Report,
our strategy of becoming the outsourcing
hub for Research and Manufacturing for
Fresenius .abi Deutschland (Germany)
and its afoliates will protect us from the
adverse effects of market risks in future.
As per the terms of agreement entered
into with Fresenius .abi Deutschland
(Germany) and its afoliates, for all new
product developments, our R&D Centre
will work as the contract R&D centre
for Fresenius .abi Germany and we
shall recover all costs with a markup.
Considering this arrangement, we expect
to beneot from new products as growth
drivers, without incurring the cost of
development as well as facing the risk
of high litigation costs which normally
beset generic pharmaceutical businesses.
Therefore, as an organization, we
continue to enhance our development
and manufacturing capabilities and we
see these as the basis of growth in the
future.
TRENDS IN GLOBAL ONCOLOGY
The global cancer market represents the
most dynamic pharmaceutical market in
the world, characterized by a changing
commercial landscape and a high
degree of innovation. Market size of the
global oncology market in 2011 has been
estimated at $ 60 billion and is growing
by 6.8%, whereas in pharmerging
markets growth for the same period has
been estimated at 15.2%.
The global markets for generic drugs
will continue to grow despite cost
reduction measures from governments
and healthcare players in many markets.
According to analysts’ reports, global
generics market in 2011 is estimated at
$ 225 billion out of which emerging
markets have a market share of $ 57
billion.
Growth in the generic industry has
primarily been fuelled by new players or
increased competitive offering, through
mergers, acquisitions and increasingly
collaborative working with the branded
industry. Equally interesting has been
the activity around the branded and
generic companies. Industry giants,
previously no friend to the generic
sector, have struck major deals with
companies in pharmerging markets
such as India, China and Latin America.
As healthcare systems worldwide
emphasize on early detection and
disease management, the ever-
increasing demand for newer and
innovative oncology drugs will continue
to be a growth driver for the oncology
generics market. The attractiveness of
the generics market is also increasing
due to growing pressure to reduce
healthcare costs globally, and also as a
result of a sizeable number of existing
products going off-patent with each
passing year.
Oncology market deonitely has a lot
of prospect but is likely to slow down
primarily due to increased genericization,
ongoing patent expiries of block-busters
and most importantly due to a key
market dynamic. In many tumor areas,
the market has evolved from one of a
high unmet need to one in which payers
have several choices and are therefore
imposing access restrictions. Because of
rise in targeted and competing therapies
available across the board, reaching
“blockbuster” status ($ 1 billion in annual
sales) with an oncology launch seems
more difocult than ever before.
According to IMS Global, oncology
spending is expected to reach $ 75
billion (approximately € 58 billion).
Current oncology spending of $ 9.6
billion (€ 7.4 billion) will be exposed
to generic competition through 2015.
Growth in pharmerging markets will be
lifted by traditional chemotherapy.
Principle factors that are likely to affect
the growth of oncology segment are:
Newer, smarter and more efocacious
drugs also known as targeted
therapies
Growth of biologicals and biosimilars
Rise of oral therapies
Rise of the anti-cancer industry in
general, increased availability &
access to anti-cancer medication
Severe genericization, rise in the
number of available alternatives;
thanks to patent cliff
Rise of pharmerging markets
Competitive pricing strategies
Rising awareness about early
diagnosis leading to better survival
New tests to monitor efocacy of
treatments
Emergence of cancer vaccines
COMPANY OVERVIEW
New research on response of cancer
cells to anti-cancer agents
References: IMS, Espicom, Generic Drugs,
Reports-N-Reports, Cancer Market Research,
“ According to IMS Global,
oncology spending is expected to
reach $ 75 billion (approximately € 58
billion). Current oncology spending of
American Society of Clinical Oncology,
$ 9.6 billion (€ 7.4 billion) will be
exposed to generic competition
”
TRENDS IN THE INDIAN ONCOLOGY
MARKET through 2015.
The changing oncology market
scenario in India
Cancer is one of the ten leading causes
of death in India, accounting for about
9% of all deaths in the country. It
represents 14% of non-communicable
disease (NCD) mortality in India with
more than 6 lakh patients dying of
cancer every year. There are about 28
lakh cancer patients in India with about
10 lakh new cases being added every
year. Tobacco-related cancers of the oral
cavity and lung are the leading cancer
types among Indian males while cervix
and breast cancer are the predominant
cancer types among females. These
cancer types account for over 50% of
all cancer deaths in India. 70% of cancer
cases in India are diagnosed late, leading
to poor survival and high mortality rate.
Rising disposable income has led
to various lifestyle changes such as
increasing rates of smoking, decline
in physical activity among afpuent,
increase in the consumption of red meat
and fast food in urban areas. These
trends in turn have led to increase rates
of various cancers in India. Change in
dietary habits and delay in child bearing
age are thought to be factors for rising
breast cancer incidence among urban
females.
Treatment Scenario
The diagnosis and treatment of cancer
has progressed exponentially in the
last few decades in India. Almost all
major cities in India have a 500 to 1000
bedded specialized oncology centres.
These centres have state-of-the-art
facilities for diagnosis and treatment
PERFORMANCE FINANCIAL SECTION 23

of cancer. The talent pool of medical,
surgical, and radiation oncologists
continue to grow though the demand
far outstrips the supply. Increased
insurance coverage also has improved
the treatment scenario.
Market Overview
Frost & Sullivan believes that the fast-
changing lifestyle and increase in spending
among the middle class in urban areas in
the region has resulted in growth for the
oncology market, which is expected to be
$4.4 billion by 2015, up from $ 3 billion
in 2010. There will be growth in early
diagnosis of cancers and targeted therapy
in top three types of cancer: lung cancer,
breast cancer and colorectal cancer.
“
Increased rate of incidence of various
Our ongoing efforts to enhance malignancies prevailing in India has
our visibility by organizing and made many domestic and international
companies to focus on oncology segment.
SDUWLFLSDWLQJLQVFLHQWLÀFVHPLQDUV
The current market is largely generic and
and symposia have paid rich dominated by regional players and more
dividends. Our initiative; Fresenius than 30 drug companies are active in
Kabi’s Oncology Regional Indian oncology market.
Conference more commonly
Challenges for Pharma Companies
known as “FORCE” has indeed
While the economy is booming, more
turned into a major event in Asia
”
than one-third of the Indian population
3DFLÀFUHJLRQ lives below the poverty line. The highly
priced innovator products are out of
24 9th Annual Report 2011-12
reach of most patients. The current
IP and regulatory scenario in India is
weak but offers hope towards emerging
stronger in the near future. Recent
granting of a compulsory license for
an anti-cancer product is a signiocant
development and is likely to change
the pricing dynamics of patented
anti-cancer products. The Ministry of
Health has announced that National
Programme for Prevention of Cancer,
Diabetes, Cardiovascular Disease, and
Stroke (NPCDCS) will be implemented
throughout the country under the
12th Five Year Plan. An assistance of
` 1 lac will be given to all cancer patients
under this plan for treatment and this
will have a great positive impact on the
market for oncology drugs. A National
Pharmaceutical Pricing Policy is on the
anvil and its impact on prices of oncology
products will have to be studied after it
is onalized and implemented.
KEY MARKETS
We have emerged as a leading player
within the generic oncology space by
consolidating initial gains in key markets,
key elements of which include portfolio
extension and management, entry of
products into key institutions and new
product rollout. Over and above, our
response to the challenging situation
of drug shortage in the US has been
consistent with customer expectations
and growing market demand to a large
extent. Efforts to globalize our product
portfolio are an ongoing process and the
year gone by has been successful in terms
of breakthroughs in EU-7 markets and a
key product oling in Japan. Gemcitabine
exclusivity in the US was a major upside,
which got us the opportunity of 180
day exclusivity due to a sudden market
situation. This helped us grab a quick
market share of around 10% in US. We
have also launched this product in EU
and all key pharmerging markets.
We continue to maintain our focus on
key “Pharmerging Markets”. Product
and market expansion campaigns in
line with patent landscape and market
opportunity in Asia, Latin America and
CIS countries continue to remain key
areas of our business expansion plan.
With manufacturing facilities having
GCC approvals, regulatory olings of key
molecules are underway to establish
a strong foothold in the Middle East
markets & further strengthen our
international presence.
Our ongoing efforts to enhance our
visibility by organizing and participating
in scientioc seminars and symposia
have paid rich dividends. Our initiative;
Fresenius .abi’s Oncology Regional
Conference more commonly known
as “FORCE” has indeed turned into a
major event in Asia Pacioc region. More
than 140 oncologists from all over Asia
joined the 3rd edition of this conference,
which was held in Ho Chi Minh City in
Vietnam. .ey success factors behind the
success of this event are interest and
need of knowledge exchange programs
dedicated to highlight the latest trends
in clinical oncology. In addition, we
had a good exposure to clinicians in
American Society of Clinical Oncology
(ASCO) conference, European Society
of Medical Oncology (ESMO) conference
and European Association of Hospital
Pharmacists (EAHP) conference, thus
helping us in getting a global exposure.
INTERNATIONAL BUSINESS
its therapeutic reach and enhances its
strike rate.
FORMULATIONS
Formulations are the key growth driver
for the Company, contributing over
82.48% of the total sales. Sales of
formulations are primarily driven by
EU and the US. With more and more
products in the pipeline, this trend is
expected to continue in the coming
years.
API SALES
Maintaining its consistent performance,
API sales have contributed
approximately 17.52% to the total
revenues. This contribution is likely to
increase in future as Drug Master Files
(DMFs) for various products have been
submitted for approvals. The Company
is in the process of registering its APIs
in Japan and China. It has added more
customers in US, EU and RoW (Rest of
World) markets resulting in expansion
of its overall customer base. The
Company’s strategy of offering its APIs
to third parties enables it to have a large
capacity and, thereby, cater to internal
and external customer alike. Fresenius
.abi is globally recognized today as a
supplier of high-quality APIs supported
by immaculate documentation,
regulatory approvals and timely
deliveries.

International business continues
to remain the main engine for the
Company’s growth. This segment
accounts for nearly 88.41% of the
total sales – an achievement made
possible through concerted efforts and
involvement of teams cutting across
various departments. Timely product
registrations and launch activities,
coupled with good support from the
logistics team, have resulted in this
DOMESTIC BUSINESS
Domestic sales account for 11.59% of the
overall sales for the year under review.
Over the last few years, the sales
organization had taken a number
of measures to mitigate the various
business challenges like we revamped
our sales and distribution practices,
rationalized our portfolio in terms of
basket offerings and categorization
“
Over the last few years, the
sales organization had taken a
number of measures to mitigate
the various business challenges
like we revamped our sales and
distribution practices, rationalized
our portfolio in terms of basket
offerings and categorization of our
products to ensure the focus they

landmark success. This performance is
expected to continue as the Company
forays into newer markets, expands
”
of our products to ensure the focus
they deserved. We strengthened
deserved.
and improved our customer focus

COMPANY OVERVIEW PERFORMANCE FINANCIAL SECTION 25

 by establishing individual customer
contribution analysis by .ey Opinion
Leaders (.OL) mapping.
We continued to invest in improving the
image of the Company and organized
conferences, such as Fresenius Oncology
Regional Conference (FORCE) and
Fresenius .abi Oncology Meet (F.OM).
The objective was to increase awareness
about cancer-related technologies and
drugs, as well as to create brand recall
of Fresenius .abi in the minds of key
oncologists. Besides these, several other
activities like various special people
awareness campaigns on the occasion
of Doctor’s Day, World No Tobacco Day,
various cancer months – CRC, Breast, and
Lung were organized for better customer
service, institutional penetration and
brand recall. All this not only helped us
grow the business but also helped us to
stabilize our sales organization, which
over the past few years was undergoing
turmoil.
RESEARCH AND DEVELOPMENT
Research and Development is at the
centre of our Company’s focus. Our state-
of-the-art facility at Gurgaon (Haryana,
India) is fast emerging as a centre of
excellence for all oncology related
developments. Over a period of time,
“ and
We specialize in developing
delivering high-quality,
cost-effective products, using
cutting-edge technology and by
maintaining one standard for all
our products, irrespective of the
”
target market.
26 9th Annual Report 2011-12
we have built capabilities and capacities
for developing and manufacturing
both APIs as well as onished dosage
forms. We specialize in developing and
delivering high-quality, cost-effective
products, using cutting-edge technology
and by maintaining one standard for
all our products, irrespective of the
target market. This makes us a unique
organization for we not only develop our
own APIs and onished products but also
manage our own plantation of Taxus
and Mappia Foetide at our plantation
sites in Arunachal Pradesh (India) and
Uttarakhand (India).
The Company is committed to “Quality
by Design” approach, which is endorsed
by trusted regulatory authorities like
USFDA, MHRA, and TGA etc.
Inspired by our mission “Caring for
Life”, we at Fresenius .abi Oncology
Limited are committed to work tirelessly
and with full dedication for the cause of
cancer.
Equipped with state-of-the-art
laboratories and endowed with modern
technology instruments, our main focus
areas are:
Quality generics products in
therapeutic segment of oncology
Highly integrated approach towards
product development, technology
transfers and regulatory submissions
Our R&D centre has introduced global
project management processes and
methods to ensure timely, compliant
and cost effective delivery of products
based on market requirements. In view
of this, global project management
based IT solution as well as time tracking
of all internal R&D resources have been
introduced.
In our chemical research labs, our
scientists are developing wide range of
chemistries by ensuring non-infringing,
safe and cost-effective processes, which
are scalable to plant level with minimum
rework. All this is happening in a safe
working environment.
In our formulations labs, our scientists
are developing injectable & oral
drug products with high degree of
competency in handling cytotoxics. Our
labs are equipped for development of
liquid injectables, lyophilized injectables,
tablets and capsules.
The analytical development team
provides quality services focused on
accelerating the product development
cycle. The team works relentlessly

and with utmost focus by performing
method development, validations,
polymorphic studies, impurity prooling,
stability studies as per ICH guidelines
and microbiological support to all R&D
projects in most modern analytical
laboratories with certioed, qualioed and
validated equipments.
The department of clinical research
and medical services develops clinical
as well as non-clinical programs for
generics as well as differentiated
generic formulations. We also conduct
and manage Phase I to IV clinical studies
as well as bioequivalence studies for
the Company. The team also supports
by generating medico regulatory
documents and conducting medical
evaluation of new drugs.
The intellectual property team’s key
expertise area lies in challenging
patents. Our team works proactively to
identify early market entry opportunities
in various countries, especially in the US
and Europe. They are skilled to perform
patent landscaping, patent drafting &
oling, infringement analysis etc. The
team is also competent to ‘challenge’
patents in different countries.
The regulatory affairs team specializes
COMPANY OVERVIEW
in data mining and information
compilation for dossier oling, in
prescribed formats, for registering
products across different markets by
liaisoning with local regulatory agencies,
government bodies.
Responsibility to the environment and
community has occupied an important
place in our corporate thinking. We
strive to design our products for
a sustainable environment, while
providing a safe and healthy workplace
for all employees, contractors and
communities. A dedicated department
of Environment, Health and Safety (EHS)
has been set up to take care of these
activities by working with research and
support staff. Moreover, the R&D labs
are well-equipped with advanced safety
features, which ensure an environment
of occupational health and safety for
scientists working in the labs.
OPERATIONS
The USFDA approval for the
Company’s formulation unit at
Nalagarh (Himachal Pradesh, India),
together with approvals in EU,
Australia, Brazil, are a testimony
of the high quality standards of its
manufacturing facilities. Our various
PERFORMANCE
“ The intellectual property team’s
key expertise area lies in
challenging patents. Our team
works proactively to identify early
market entry opportunities in
various countries, especially in the
US and Europe. They are skilled to
perform patent landscaping, patent
GUDIWLQJ  ÀOLQJ LQIULQJHPHQW
”
analysis etc.
manufacturing units provide the
Company with the edge to supply
products in regulated markets across
the globe. The Company’s operations
have played a key role in contributing
to its performance by enhancing
production capacities, optimizing
output, adding synergy to sales and
marketing teams’ efforts by providing
quality products in time, every time.
We have seen signiocant investment in
the last few years towards increasing
capacities, capabilities and quantities
at Baddi (Himachal Pradesh, India),
Nalagarh (Himachal Pradesh, India)
and .alyani (West Bengal, India)
plants. There have been strategic
investments in new manufacturing
lines. The batch sizes are also being
enhanced to ensure market demands
are met. Cost is a crucial productivity
factor and our manufacturing
sites are continuously working to
improve the yield through process
improvements.
No manufacturing or development
efforts are worthwhile if we fail to reach
the markets of launch on time. Our
supply chain efforts in this regard are
signiocant and worth a mention. Some
FINANCIAL SECTION 27
 of the steps taken in this regard are as
follows:
Initiating new launch activities
Developing alternate sources for raw
materials as well as onished goods
Developing in licensing avenues
Better forecasting tools
Efocient coordination with plants,
R&D and regulatory

We believe in improving the patients’

quality of life and this commitment
requires application of quality
management system in whatever we do.
We assure highest possible quality of
products in terms of safety and efocacy.
Compliance is another big area we focus
on as ethics in everything we do is core
to our business philosophy.
DOSAGE FORM MANUFACTURING
We manufacture and distribute
dosage forms through our 2 plants in
Baddi (Himachal Pradesh, India) and
Nalagarh (Himachal Pradesh, India).
Baddi (Himachal Pradesh, India)
manufactures dosage forms that cater
to the emerging markets of Asia-Pacioc,
Latin America, Africa, Middle East, CIS
and Central Asia. The site is approved
by regulatory bodies of countries like
Belarus, Zimbabwe, Jordan, Hungary,
Brazil, Columbia, Egypt, Yemen, Turkey,
Namibia, Malaysia, Sudan, Ethiopia,
Pakistan, Nigeria etc. The Nalagarh
(Himachal Pradesh, India) plant caters
was implemented. The plant also
successfully faced audits from MHRA
(Oral Solids/Injectables), Fresenius
.abi Japan, Columbia, Turkey and ISO
9000 & 14001 agencies.
API MANUFACTURING
Our API production plant at .alyani
(West Bengal, India) continues to play
a pivotal role in the growth of the
Company. The plant develops, validates
and manufactures key APIs, maintaining
the highest levels of international
quality and GMP standards, while
ensuring high productivity and cost
competitiveness and catering to US, EU,
Australia and many markets across the
globe. We manufacture Antineoplastic
APIs by multi-step organic synthesis
using closed handling with Isolator

“
:H KDYH VHHQ VLJQLÀFDQW
investment in the last few years
towards increasing capacities,
capabilities and quantities Baddi
(Himachal Pradesh, India),
Nalagarh (Himachal Pradesh,
India) and Kalyani (West Bengal,
India) plants. There have been
strategic investments in new
to the developed markets of the US and
Europe, and some emerging markets.
The plant is approved by USFDA,
WHO GMP, U... MHRA. The plant has
the capability to manufacture small
volume parenterals and hard gelatin
capsules. In order to cater to the needs
of its growing geographical reach,
the Company has decided to enhance
the capacities at Nalagarh plant,
and also upgrade the current Baddi
technology. This site also specializes
in Taxol chemistry, Organoplatinum
chemistry, extraction, Hydrogenation,
Chromatography (Preparative HPLC)
and other organic syntheses, analytical
development and impurity prooling. The
site is approved by USFDA, TGA, EDQM,
WHO. The site is equipped with LCMS,
GCMS, ICP, UPLC, Ion Chromatography,
development and pilot plants for scaling
up cytotoxic and high potency APIs.

”
facility to meet global manufacturing The facility has reported continuous
manufacturing lines. practices. During the year, quality olling of DMFs and achievement of
compliance module of MetricStream regulatory audit approvals.

28 9th Annual Report 2011-12


It was a signiocant year for this
facility. Some more of the key capacity
enhancement projects were handed
over to production. Our team at the
plant worked relentlessly to develop
better methods to improve the yield and
quality, and cost and conduct process
scale-up for key products, thereby
directly impacting productivity and the
Company’s bottom line.
The site is ISO 14001 (Environment) &
18000 (OHSA) certioed by BVQI, and
ISO 14001 by TUV, thus underlining the
Company’s commitment to Environment,
Health and Safety.
QUALITY
Our products and services, as well
as commitment and dedication of
our employees, are focused on the
treatment of critically and chronically-
ill cancer patients. In order to fuloll
this fundamental prerequisite, we
maintain a Quality Management System,
which assures the appropriate quality
of products with regard to product
safety and efocacy. This is achieved by
instituting systems and processes to
measure up to international standards.
To maintain these high standards,
periodic checks and reviews are done, to
ensure optimum compliance on each and
every aspect of the business value chain.
This year, a lot of initiatives were taken
COMPANY OVERVIEW
in this direction. These include Supplier
Qualiocation, Complaint Management
and Assessment of Customer
Satisfaction. In order to ascertain that
we get quality supplies from our contract
manufacturers, detailed monitoring
and inspections were also undertaken.
Robust technological systems were
installed to ensure that our promise
of commitment to quality is well kept.
A number of trainings were organized
throughout the year to ascertain that
each and every employee is following our
quality motto with utmost rigor. A clear
endorsement of this quality commitment
is the fact that the Company is certioed
as ISO 9001:2008.
HUMAN RESOURCES
As a Company, we strongly believe that
people play a key role in the growth
of its business. Being a knowledge-
centric industry, we have clear direction
and agenda about building employee
capabilities, both technical/functional
as well as behavioral. We believe and
encourage people to grow internally
in their jobs, and our dedicated and
experienced human resources staff
works diligently to fuloll our people
development agenda. The Manager-
Employee partnership towards
development has resulted in identifying
key talent, and engaging the same
for key projects and deliveries, apart
PERFORMANCE
“ A clear endorsement of this
quality commitment is the fact that
WKH &RPSDQ\ LV FHUWLÀHG DV ,62
”
9001:2008.
from providing them with cutting edge
functional and leadership training
opportunities.
The year under review saw an emphasis
on development initiatives for the
employees in the form of launch of the
e-learning portal and facilitation of
advanced leadership programs for senior
team members. In a knowledge-centric
industry like ours, managing knowledge
becomes a key indicator of future
success. .eeping this in mind, a number
of training sessions were facilitated by
our in-house subject matter experts
from all areas. This initiative ensured
that our knowledge reservoir is not
only accessible to our people but is also
regularly enhanced and enriched giving
us a competitive advantage.
Laying a strong emphasis on steadfast
business ethics, the Fresenius .abi Code
of Conduct was communicated across
locations. Various training sessions
on the topic were conducted for the
employees to ensure that the Code of
Conduct is embedded deeply into the
system and each and every member of
the organization abides by it. Looking
forward, more work is planned in this area
so that strong business ethics becomes a
part of our organizational fabric.
The technological advancements in
the form of new HR modules, leaves,
FINANCIAL SECTION 29
 attendance and mediclaim in SAP
introduced a much more efocient way
of working. More modules are expected
to be added to the system to make it
completely streamlined and efocient.
These changes will go a long way in
positioning us as an organization that
is highly people centric and process
oriented.
.eeping the employee welfare at
the top of our agenda, this year we
celebrated togetherness at a grand
event, Fresenius .abi Family Gala
where employees and their families
had moments of fun, frolic, joy
and laughter. The event not only
rejuvenated the minds and souls of the
people but infused a renewed sense of
commitment and dedication.
We plan to continue to give prominence
to our people agenda, and to ensure
best-in-class HR policies and processes
to attract and retain talent, while
providing world-class infrastructure
and work experience to people.
CORPORATE SOCIAL RESPONSIBILITY
The Company’s abiding concern for
society extends beyond its business.
Our mission drives sincere efforts
to promote good health, social
development and better environment for
sustainable, all-round growth through its
various Corporate Social Responsibility
programs.
It has been the Company’s constant
endeavor to spread awareness on
cancer, its causes and prevention. In this
As a responsible corporate
committed to ‘Caring for Life’, the
Company is providing support for
treatment of children suffering
from cancer in collaboration with
Cankids, an NGO that supports
treatment of underprivileged
”
children suffering from cancer.
30 9th Annual Report 2011-12
regard, a Cancer Awareness Program was
organized at our Baddi plant (Himachal
Pradesh – India).
Early detection is key to improving
survival rate in breast cancer. A breast
care awareness event was organized
in Pune in the form of a “Pink Ribbon
Winter Festival”. The event was visited
by more than 400 ladies and out of them
about 80 ladies could be motivated to go
for mammography.
Other initiatives like participation in
the blood donation camp at Medanta
Medicity hospital were also a key highlight
of the year gone by. Serious efforts
are being made at all levels within the
Company towards making a meaningful
contribution to uplift and transform
the lives of the underprivileged. As
a responsible corporate committed
to ‘Caring for Life’, the Company is
providing support for treatment of
children suffering from cancer in
collaboration with Cankids, an NGO that
supports treatment of underprivileged
children suffering from cancer. This year,
we celebrated Christmas and New Year
with these kids as a gesture of lending
our care and support to the children
suffering from this life-threatening
disease.
OCCUPATIONAL HEALTH AND SAFETY
To keep our manufacturing sites, R&D
Centre and Corporate Ofoce safe, we
undertook a series of measures like
launch of ‘Safety Handbook’ and ore
oghting training sessions and evacuation
mock drills etc. A workshop on ‘prevention
& control of hazards in industry’ was
organized successfully to ensure the
well-being and safety of our employees.
Emergency preparedness was ensured
through regular safety programs and
mock drill exercises at all locations with
the help of internal as well as external
specialists.
INFORMATION TECHNOLOGY
In line with our strategic policy, we
continued our focus on strengthening
our Information Technology base, and
we continue to invest in people, new
business applications and information
security initiatives. Many new IT projects
have been initiated to bring in efociency
in our business operations.
With IT becoming a core business enabler
and its increasing dependency on the IT
systems, as a Company we have realized
the need to put up a robust information
security framework to secure business
information. Employees have been
made aware of IT security policies
and procedures through mediums like
educational handbooks and training
sessions. Various other important
initiatives like Self Service Portal
for Helpdesk, Desktop Management
System, complete data backup and
ADSelf Service have been introduced.
Infrastructural advancement in the
form of .alyani LAN setup was also
undertaken.
INTERNAL CONTROLS AND THEIR
ADEQUACY
The Company has strong and adequate
internal control systems to ensure:
 Company assets are adequately
safeguarded
Transactions are authorized, timely
and correctly recorded
Adequate reliance and assurance on
onancial controls
Compliance with laid down policies
& procedures and applicable laws &
regulations
Effectiveness and efociency of
operations
The internal audit process follows a
‘risk-based approach’ in planning and
conducting audits, thus aligning the
internal audit focus with business
objectives. The internal audit objectives
are achieved through an on-going
extensive review of majority of
transactions in value terms, with respect
to design of the internal controls and
operative effectiveness of the same.
Corrective measures and process
improvements recommended by the
internal auditors are communicated to
the Management on a regular basis.
Focus on implementation of the same
is enhanced through regular follow-ups
and periodic updates to the Management
and the Audit Committee.
Independence of the audit and
compliance functions is ensured by
direct reporting of the internal auditors
to the Audit Committee of the Board.
Details on the composition and functions
of the Audit Committee can be found in
the section on Corporate Governance of
the annual report.
OUTLOOK ON RISKS AND CONCERNS
Oncology generics players are currently
facing a number of challenges, including
continued pricing pressure, tightening
of product speciocations by innovator
companies, unpredictable market
authorization timelines, lack of patient
awareness and education on generics,
and mistrust among physicians and
prescribers. Generic products are likely to
come under intense pricing pressure due
to changing pricing and reimbursement
policies of healthcare providers and
governments. Entry of more and more
COMPANY OVERVIEW
companies into the segment is given, and to faster market access and a step
this will further impact the prootability forward towards achieving its vision of
margins. Stringent regulatory barriers global leadership in oncology generics
thwarting entry of generics is a major business.
detrimental factor for launching
products in some of the key markets. CAUTIONARY STATEMENT
Further, regulations prohibiting
Statements in this management
branding of generics and promotion to
discussion and analysis describing the
physicians in leading markets virtually
Company’s objectives, projections,
leave everything at the discretion of the
estimates and expectations may be
pharmacist.
‘forward looking statements’ within
the meaning of applicable laws and
Risk of patent infringement litigation
regulations. Forward looking statements
in the US and the EU is another major
are identioed in this report, by using the
challenge, which usually leads to delays
words ‘anticipates’, ‘believes’, ‘expects’,
in the launch of key products in these
‘intends’ and similar expressions in such
markets. Development of non-infringing
statements. Although the Company
products is another critical area that
believes its expectations are based on
could cause delays due to regulatory,
reasonable assumptions, these forward
IP roadblocks and dependence on
looking statements may be inpuenced
external agencies to an extent for vital
by numerous risks and uncertainties
intermediates.
that could cause actual outcomes and
results to be materially different from
SYNERGIES AND OPPORTUNITIES
those expressed or implied. Some of
Fresenius .abi, through its afoliates these risks and uncertainties have been
and distributors gives direct access discussed in the section on risk factors.
to oncology generics business in all
key markets, such as EU, US (via APP),
APAC, LATAM, Africa, CIS and Middle
East countries, to offer the Company’s
product range through an excellent
logistics network and a dedicated sales
force.
Fresenius .abi is internationally known
for its leadership in hospital-based
infusion therapy products and related
solutions. The Company has orm plans
to leverage this expertise to build a
credible global oncology generics
franchise with a vision of total cancer
care, by providing a comprehensive
product portfolio. Another step in
bringing synergy is integration of
ideas to develop and launch a range of
differentiated products, which would
enable the Company to manage the
product life cycles more effectively and
provide newer avenues of growth.
To complement its existing therapeutic
portfolio, the Company has identioed
products that provide excellent business
opportunity. Lastly, the Company’s
strengths in R&D, API and formulations
manufacturing would be the key
PERFORMANCE FINANCIAL SECTION 31
 Directors’
Report
2011-12

32 9th Annual Report 2011-12

 Directors' Report

Dear Shareholders,
The Board presents below the report on the business and
operations of the Company for the financial year ended
31st March 2012.
the profits of the Company for financial year 2011-12.
Accordingly, the Board does not recommend any dividend
payment for the financial year ended 31st March 2012.
BUSINESS PERFORMANCE AND OPERATIONS

FINANCIAL PERFORMANCE The Company's operations, performance, industry trends and

other material changes with respect to the Company and its
Key aspects of Company's financial performance for the
financial year ended 31 st March 2012 are summarised subsidiary, wherever applicable, during the year are
below: exhaustively discussed in "Management Discussion and
Analysis Report" which forms part of this Annual Report.
(` in lacs)
For the For the
EXPANSION AND UPGRADATION PROJECTS
Particulars year ended year ended
31st March 2012 31st March 2011
During the year, the Company has undertaken several
Turnover 52,721.81 41,866.06
(including other income) modernization/upgradation and expansion projects at its plant
Profit before Tax and locations in Himachal Pradesh and West Bengal (India) in order
Extraordinary Items 2,721.32 6,731.74 to fulfill the local and international regulatory norms and cater
Extraordinary Items 4,448.28 268.07 to the market demand for Company's products.

Profit before Tax 7,169.60 6,999.81

SHARE CAPITAL
Less: Provision for 1,480.91 1,399.96
Taxation (Current)
Provision for 593.61 675.68 During the year, authorised and paid up share capital of the
Taxation (Deferred) Company remained unchanged in comparison to previous year.
Profit after Tax 5,095.08 4,924.17
Add: Balance of profit 26,314.99 21,390.82 CORPORATE GOVERNANCE
brought forward from
previous year The Company has adopted the best possible corporate
Profit available for 31,410.07 26,314.99 governance norms and it has been our endeavour to comply
appropriation and upgrade to the changing norms.
Appropriation to:
General Reserve 25,000.00 NIL A separate section on Corporate Governance and a Certificate
Balance Carried over to 6,410.07 26,314.99 from the Auditors of the Company regarding compliance of
the Balance Sheet conditions of Corporate Governance as stipulated under Clause 49
of the Listing Agreement(s) with the Stock Exchange(s) forms
DIVIDEND part of the Annual Report.

Considering the ongoing capacity expansion projects and In terms of sub-clause (v) of the Clause 49 of the Listing
future growth plans, the Directors have decided to plough back Agreement, a certificate of the CEO/ CFO, inter-alia, confirming

33
 the correctness of the financial statements, adequacy of the
internal control measures and reporting of matters to the Audit
Committee in terms of the said clause, is also enclosed as a
part of the Annual Report.
BOARD OF DIRECTORS
Resignations
1. Dr. Satish B. Kulkarni resigned as the Managing Director
& CEO of the Company w.e.f. 20th October 2011.
The Board places on record its sincere appreciation and
hails the significant and remarkable contribution made
by Dr. Kulkarni in the growth of the Company during his
tenure as the Managing Director & CEO of the Company.
2. Dr. Anand Chand Burman, Non Executive Director of the
Company, resigned from the Directorship of the Company
nd
w.e.f. 2 February 2012.
The Board places on record its sincere appreciation
towards the valuable contribution and guidance rendered
by Dr. Burman during his tenure as a Director of the
Company.
3. Mr. Mats Christer Henriksson, Non-Executive Director of
the Company, resigned from the Directorship of the
Company w.e.f. 30th May 2012.
The Board places on record its sincere appreciation
towards the valuable contribution and guidance rendered
by Mr. Henriksson during his tenure as a Director of the
Company.
Appointments
Managing Director & CEO
Mr. Peter F. Nilsson was appointed as the Managing Director &
th
CEO of the Company w.e.f. 20 October 2011 for a period of
two years.
Appointment and remuneration of Mr. Nilsson have also been
approved by the Shareholders of the Company vide a Special
Resolution passed through postal ballot on 13th December 2011.
Being originally appointed as an Additional Director on
20th October 2011, Mr. Peter F. Nilsson will hold office up to the
34
date of the ensuing Annual General Meeting. The Company
has received a notice under Section 257 of the Companies Act,
1956, from a member, proposing the candidature of
Mr. Peter F. Nilsson for appointment as a Director in the Annual
General Meeting. He is eligible for appointment as a Director
and the Board recommends his appointment as a Director not
liable to retire by rotation in the Annual General Meeting.
Brief Profile of Mr. Peter F. Nilsson
Mr. Peter F. Nilsson was the Chief Financial Officer of Fresenius
Kabi Oncology Limited from 1st November 2008 to 20th October
2011. He holds a Degree in Accounting from Stockholm
University and has also completed a Finance Management
Course from INSEAD, France.
Mr. Peter F. Nilsson has a rich work experience of over 20 years
in the areas of Financial and Accounting Management at the
international level. He commenced his Career as 'Controller'
with Kabi Pharmacia Sweden in 1990 and subsequently moved
on to work for Pharmacia & Upjohn. After joining Fresenius
Group in 1999, Mr. Peter F. Nilsson has managed key positions
within the Group at various locations.
Appointment of Director in casual vacancy
In view of the resignation of Mr. Mats Christer Henriksson, the
Board of Directors, in the meeting held on 30th May 2012,
appointed Mr. Thomas Mechtersheimer as a Director in casual
vacancy in accordance with the provisions of Section 262 of
the Companies Act, 1956, read with Article 118 of the Articles
of Association of the Company.
Mr. Thomas Mechtersheimer, will hold office for the remaining
tenure of Mr. Mats Christer Henriksson.
In terms of requirements of Clause 49 of the Listing Agreement,
below are some important information related to Mr. Thomas
Mechtersheimer:
Date of Birth 5th December 1964
Date of appointment 30th May 2012
Qualification • Bachelors degree in Electrical
Engineering from Helmle
Elektrotechnik, Weinstadt,
Germany,
• Masters degree in International
Marketing and Foreign Trade
from University of Economics
and Technology, Reutlingen,
Germany
 Expertise in specific Mr. Thomas Mechtersheimer has Cost Auditors of the Company for "Formulations and Bulk
functional area a rich & diversified international Drugs" related activities for financial year 2012-13.
experience in the field of Finance,
Business development and
operations. The Company will seek confirmation of Central Government
for such appointment in terms of applicable provisions of the
Shareholding in Fresenius Nil
Companies Act, 1956 and rules made there under.
Kabi Oncology Ltd.
Directorship/Committee Nil
In terms of the requirements of General Circular No. 15/2011,
Membership in other
Indian Public Companies dated 11th April 2011, issued by Ministry of Corporate Affairs,
following are the brief particulars w.r.t. Cost Auditors & Cost
Audit Reports:
DIRECTORS RETIRING BY ROTATION

As per Article 130 of the Articles of Association of the Company, Financial Name of Cost Auditor Due date of Actual date of
following Directors would retire by rotation at the forthcoming Year filing Cost filing Cost
Annual General Meeting of the Company and being eligible,
Audit Report Audit Report
offer themselves for re-appointment:
1. Dr. Naresh Trehan 2010 - 11 M/s Ramanath Iyer & Co. 27th September 27th September
2011 2011
2. Mr. Dilip G. Shah
3. Mr. Rakesh Bhargava 2011 - 12 M/s Ramanath Iyer & Co. 27th September Yet to be filed
2012
A brief resume, expertise and other directorships and
Committee memberships held by the above Directors and other AUDITORS' REPORT
details stipulated under provisions of Clause 49 of the Listing
Agreement forms part of the Notice convening the ninth
The Board has duly examined the Statutory Auditor's report
Annual General Meeting of the Company.
to the accounts and clarifications, wherever necessary, have
been included in the Notes to the Accounts section of the
AUDITORS Annual Report.

The Statutory Auditors of the Company, M/s G. Basu & Co., CONSOLIDATED FINANCIAL STATEMENTS
Chartered Accountants retire at the conclusion of the ensuing
Annual General Meeting of the Company. They have confirmed
The Company has disinvested its entire shareholding in Fresenius
their willingness and eligibility for re-appointment for the
Kabi Oncology Plc (the wholly owned subsidiary in UK) to
financial year 2012 -13 and have also confirmed that their
Fresenius Kabi AG, Germany at book value, which is not less
re-appointment, if made, will be within the limits prescribed
than the fair market value. There being no other subsidiary
under section 224(1B) of the Companies Act, 1956. The Board
company left as on 31st March 2012, therefore, the Company is
of Directors of the Company recommends their re-appointment. not furnishing consolidated financial results.

COST AUDITORS SUBSIDIARY COMPANY

Pursuant to section 233B of the Companies Act, 1956, and
"General Cost Audit Orders" issued by the Ministry of Corporate
Affairs, the Central Government has prescribed cost audit of
the Company's manufacturing activities w.r.t. "Formulations
and Bulk Drugs".
Accordingly, the Board of Directors of the Company has
appointed M/s Ramanath Iyer & Co., Cost Accountants, as the
During the year, the Company transferred its entire shareholding
in Fresenius Kabi Oncology Plc (the wholly owned subsidiary in
UK) to Fresenius Kabi AG, Germany at book value, which was
not less than the fair market value.
After the aforesaid transfer, the Company does not have any
subsidiary company.

35
 ANNUAL REPORT OF SUBSIDIARY COMPANY
Post transfer of its entire shareholding in Fresenius Kabi
Oncology Plc (UK), the Company does not have any subsidiary
company as on 31st March 2012. Therefore, Annual Report of
subsidiary company has not been prepared and attached with
the Annual Report of the Company.
FIXED DEPOSITS
The Company has not invited/accepted any Fixed Deposits
during the year under review, as such; no amount of principal
or interest on fixed deposits was outstanding on the date of
Balance Sheet.
PARTICULARS OF EMPLOYEES
In terms of provisions of section 217(2A) of the Companies
Act, 1956, read with the Companies (Particulars of Employees)
Rules, 1975, the names and other particulars of employees are
set out in the "Annexure- II" to the Directors' Report.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Information on conservation of energy, technology absorption and
foreign exchange transactions as stipulated under section 217(1)(e)
of the Companies Act, 1956 is set out in a separate statement,
attached to this Report and forms part of it as "Annexure-I".
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement of section 217(2AA) of the
Companies Act, 1956 in relation to Directors' Responsibility
Statement, it is confirmed that:
i) in the preparation of the annual accounts for the financial
year ended 31st March 2012, the applicable accounting
36
standards have been followed and no material departures
have been made from the same;
ii) the Directors have selected such accounting policies and
applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give
true and fair view of the state of affairs of the Company
at the end of the financial year and of the profit of the
Company for the year under review;
iii) the Directors have taken proper and sufficient care for
the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 1956
for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
iv) the Directors have prepared the annual accounts for the
financial year ended 31st March 2012 on a going concern
basis.
ACKNOWLEDGEMENT / APPRECIATION
We thank our customers, vendors, investors and bankers for
their continued support during the year. We place on record
our appreciation of the contribution made by our employees
at all levels. Our consistent growth was made possible by their
hard work, solidarity, cooperation and support.
We thank the Government of India, particularly the Ministry of
Corporate Affairs, Department of Pharmaceuticals, the
Customs and Excise Departments, the Income Tax Department,
the Ministry of Commerce, the Ministry of Finance, the Reserve
Bank of India and other Government agencies for their support
and look forward to their continued support in the future.
For and on behalf of the Board of Directors
Sd/-
Gurgaon Rakesh Bhargava
30th May 2012 Chairman
Annexure Forming Part of The Directors'
Report
INFORMATION REQUIRED UNDER SECTION 217(1)(e) OF THE COMPANIES ACT, 1956 READ WITH THE
COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988
AND FORMING PART OF DIRECTORS' REPORT FOR THE YEAR ENDED 31ST MARCH 2012

CONSERVATION OF ENERGY • Development of non-infringing, safe and

commercially viable generic products in therapeutic
a. Energy conservation measures taken:
segment of Oncology for regulated as well as
• Recovered the steam condensate upto 85% and emerging markets.
reduce fuel consumption on steam generation.
• Development of non-infringing & environment
• Timely switching of AHUs and lightings of Non Cyto friendly processes for API synthesis.
and Cyto OSD block.
• Our product portfolio covers both parenteral and oral
• Control the air conditioning in office area. products.
• Received ISO 14001:2004 (EMS) & OHSAS 18001 : • Focusing on first-to-market opportunities.
2007 certification.
2. Benefits derived as a result of above R&D:
• Reducing the power consumption from 1238 KWH to
• Developing quality and cost effective product.
654 KWH per day by replacing HPMV & HPSV type
lamps to CFL & LED type lamps at Kalyani Plant. • Backward integration (In-house API) provides better
cost competitiveness.
• Utilization of 50 KL treated effluent water per day
for boiler after passing through Reverse Osmosis • Generation of Intellectual wealth: Key inventions/
system to conserve water at Kalyani plant. technologies for drug substance synthesis were
protected by filing patent applications.
• Utilization of 50 KL treated effluent water per day
for gardening at Kalyani. 3. Future plan of action:
b. Additional Investments: • Implement "Quality by Design" concept.
Negligible. • Working on various approaches to deliver the drugs
in more safer and lesser toxic forms.
c. Impact of measures at (a) and (b) above for reduction
of energy consumption and consequent impact on the 4. Expenditure on R&D:
cost of production of goods:
The details of expenditure incurred by the Company on
• Saving of approximately 14 lacs per annum by the above are as under:
recovery of steam condensate.
` In Lacs
• Saving of approximately 12 lacs per annum by the
a. Capital : 668.36
power saving measures.
b. Recurring : 6,569.04
d. Energy consumption:
c. Total : 7,237.40
• Energy consumption details as per prescribed d. Total R&D as a percentage of : 15.36%
Form A are given at the end of this part.
total turnover
TECHNOLOGY ABSORPTION Technology Absorption, Adaptation and Innovation
Research & Development (R&D) 1. Efforts in brief, made towards technology absorption,
1. Specific areas in which R&D carried out by the Company: adaptation and innovation:

37
 • The newly setup R&D centre with world class facilities
and infrastructure has been engaged in the
development of cost competitive active
pharmaceutical ingredients and drug products.
• Technology for a number of new and challenging
active pharmaceutical ingredients and finished
formulations has been developed and transferred to
plant.
• Platform technology developed to manufacture
difficult-to-formulate lyophilized products has been
successfully implemented.
• Technological expertise in the field of developing and
manufacturing complex cytotoxic formulations has
been further enhanced to provide differentiated
generics in the oncology segment.
2. Benefits derived as a result of the above efforts:
• These initiates have resulted in development of cost
effective active pharmaceutical ingredients and
finished products.
• The technological expertise gained will help in
speedy introduction of difficult-to-formulate
products in all markets upon approval.
• The continuous up gradation and adoption of new
technology will benefit the Company in terms of cost
reduction, increased productivity and better quality
of the finished product.
3. Imported Technology:
Nil
FOREIGN EXCHANGE EARNING AND OUTGO
a. Activities relating to export; initiatives taken to increase
exports; development of new export markets for products
and export plans:
The Company has emerged as a lead player within the
Generic Oncology space by consolidating initial gains in
key markets. Key elements of which include portfolio
extension and management, entry of products into key
institutions and new product rollout. Over and above our
response to the challenging situation of drug shortage in
the US has been consistent with customer expectations
and growing market demand to a large extent. Efforts to
globalize our product portfolio are an ongoing process
and the year gone by has been successful in terms of
breakthroughs in EU-7 markets and a key product filing
in Japan.
38
• Gemcitabine exclusivity in the US was a major upside,
which got us the opportunity of 180 day exclusivity
due to a sudden market situation. This helped us to
grab a quick market share of around 10% in US. We
also have launched this product in EU and all key
Pharmerging markets.
• Fresenius Kabi continues to maintain its focus on key
"Pharmerging Markets". Product and market
expansion campaigns in line with patent landscape
and market opportunity in Asia, Latin America and
CIS countries continue to remain key areas of
company's business expansion plan. With
manufacturing facilities having GCC approvals,
regulatory filings of key molecules underway to open
major Middle East markets & further strengthen our
international presence.
• Fresenius Kabi continues to reinforce its position in
generic oncology space by leveraging its key
strengths in R&D, Intellectual property, Regulatory
affairs, efficient distribution & supply chain and
marketing expertise. This makes us part of a unique
league consisting of Companies which are not only
forward and backward integrated but also having a
global presence.
Our ongoing efforts to enhance our visibility by organizing
and participating scientific seminars and symposia have
paid rich dividends. Our initiative; Fresenius Kabi's
Oncology Regional Conference more commonly known
as "FORCE" has indeed turned into a major event in Asia
Pacific region. More than 140 Oncologists from all over
Asia joined the 3rd edition of this conference, which was
held in Ho Chi Minh City in Vietnam. Key success factors
behind the success of this event are interest and need of
knowledge exchange programs dedicated to highlight the
latest trends in clinical oncology. In addition Fresenius Kabi
had a good exposure to clinicians in American Society of
Clinical Oncology (ASCO) conference and European
Society of Medical Oncology (ESMO) conference and
European Association of Hospital Pharmacists (EAHP)
conference, thus helping us in getting a global exposure.
b. Total foreign exchange used and earned:
` In Lacs
• Foreign Exchange Earnings : 40717.34
• Foreign Exchange Outgo : 2642.00
ANNEXURE - I
A. CONSERVATION OF ENERGY
Form of Disclosure of particulars with respect to Conservation of energy

Sr. No. Power & Fuel Consumption 2011-2012 2010-2011

1. Electricity
a) Purchased
Units 27652156.00 17212251.00
Total amount (`) 149,319,215.00 99,036,873.00
Rate per Unit (`) 5.40 5.75
b) Own Generation
Through diesel generator unit 1753192.04 782549.00
Unit per Litre of diesel Oil 3.48 1.88
Cost per Unit (`) 11.59 12.21
Total Cost (`) 20,318,184.12 9,554,990.34
2. Coal (Specify quality and where used)
Quantity (Tonnes) N.A N.A
Total Cost (`) N.A N.A
Average rate per tonne (`) N.A N.A
3. Furnace Oil
Quantity (Kilo Ltr) 1632.54 948.70
Total Cost (`) 62,259,781.18 30,549,817.50
Average rate per Kilo Ltr (`) 38,136.66 32,201.94
4. Other Internal Generation LDO
Quantity (Kilo Ltr) N.A N.A
Total Cost (`) N.A N.A
Average rate per Kilo Ltr (`) N.A N.A
5. HSD used for Boiler
Qty (Kilo Ltr) 451.60 83.53
Total Cost (`) 17,412,178.20 2,878,187.98
Average rate per Kilo Ltr (`) 38,557.07 34,459.00

B. CONSUMPTION PER UNIT OF PRODUCTION

The Company is engaged in production of a number of drugs and formulations, hence the figures of consumption per unit
of production / product are not ascertainable with accuracy. The details of consumption of energy per unit of production,
therefore, cannot be given.

39
40
ANNEXURE - II
Statement of particulars of employees pursuant to the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars
of Employees) Rules, 1975 and forming part of the Directors' Report for the year ended 31st March 2012
Sr. Name Designation Nature of Duties Qualification Experience Remuneration Date of Age Particulars of last employment
No. (Yrs) (`) Commencement (Yrs)
of
employment
For Full Year
1 Gajanan Diwakar Sathe Global Head - Dosage Form BE (Electrical) 28 10,042,465 1st August 2009 59 Director Technical, Fresenius
Dosage Form Manufacturing Kabi India Pvt Ltd.
MFG
2 Kamal Jeet Gupta Executive Vice 1. API Manufacturing BE (Chem), 31 10,582,495 9th March 2004 55 Vice President -Manufacturing /
President - and Sales, PGDM (IIM-A) RPG Life Sciences Limited
API Business 2. Innovation &
Development
3 Peter F. Nilsson Managing General Management Degree in 22 11,553,942 1st November 2008 47 Chief Financial Officer Fresenius
Director & CEO Accounting from Kabi P&T (Business Unit
Stockholm IV Standard Solutions)
University,
Finance
Management
Course from
INSEAD, France
4 Rakesh Sharma Executive Vice Human Resources MBA, LL.B 33 9,488,877 7th July 2003 54 Vice President - HR / Dabur
President - HR Pharmaceuticals Ltd.
5 Dr. Satish B. Kulkarni Executive Vice International Sales M.Sc - Molecular 20 21,672,958 11th August 2008 46 Sr. Vice President Marketing -
President - South and Marketing Biology, Ph.D - Asia Pacific / Fresenius Kabi
East Asia Biotechnology Asia Pacific Ltd.
For Part of the Year
1 Dr. Sushil Kumar Dubey Chief Scientific Innovation & M.Sc, Ph.D 30 10,156,356 17th March 2009 57 Head R & D API, Jubilant
Officer Development Organosys Limited
Notes:
1 Remuneration includes basic salary, allowances and taxable value of perquisities.
2 All the employees have adequate experience to discharge the responsibilities assigned to them.
3 None of the employees mentioned above is a relative of any Director.
4 None of the above mentioned persons holds more than 2% of equity shares of the company either by himself or along with spouse and dependent children.
5 Dr. Satish B. Kulkarni was the Managing Director & CEO of the Company till 20th October 2011.
6 Mr. Peter F. Nilsson was the Chief Financial Officer of the Company till 19th October 2011.
7 All the aforementioned persons are regular employees of the Company except for Mr. Peter F. Nilsson, who is on contractual appointment for a period of two years w.e.f.
20th October 2011 in his new capacity as Managing Director & CEO.
Gurgaon
30th May 2012
 Report on Corporate Governance
Strong Corporate Governance Standards focusing on fairness, transparency, accountability &
responsibility are vital not only for the healthy and vibrant corporate sector growth but also inclusive
growth of the economy.
PHILOSHOPHY
Company’s philosophy on Corporate Governance focuses on
the four key areas i.e. timely disclosures, transparency,
accountability and responsibility to protect the interest of the
shareholders in best possible way.
Indeed “Standard of Governance” and “Economic
Development” are intrinsically linked. Good Corporate
Governance Practices enhance Company’s value and
stakeholders’ trust, leading to consistent growth of corporate
sector and healthy development of the economy.
The Company is committed to implement best Corporate
Governance Practices. The fundamental objectives are in twin
perspective of enhancement in the Company’s value and wealth
of stakeholders.
The Company focuses on both accountability and responsibility.
Responsibility is the obligation to carry out an assigned task to
a successful conclusion and Accountability is the
acknowledgment of relevant obligation by way of accounting
for actions within the policy decisions of management.
Transparency in the activities of the Company includes, inter– alia,
comprehensive and timely disclosure of material facts and
relevant information in the public domain vide prompt
intimation to Stock Exchanges, publication in the news papers
etc. concerning the organization to ensure that the investors
and other stakeholders have access to clear, factual and real
time information.
Following are the key essences of Corporate Governance at
Fresenius Kabi Oncology:
o Right and equitable treatment of shareholders;
o Protection of interest of other stakeholders;
o Integrity and strict adherence to the legal and ethical
standards;
o Effective Risk Management;
o Timely Disclosure and transparency.
BOARD OF DIRECTORS
Board Composition
The Board of Directors of the Company comprises of eminent
personalities in pharma business, medical, finance and legal
professions. The Board of Directors plays a role of trustees to
the stakeholders and carries out the function of strategic
supervision and policy making. It consists of eight Directors,
comprising one Executive Director and seven Non-Executive
Directors. Out of total seven Non-Executive Directors, three
are Independent. The Chairman of the Board is a Non-Executive
Director.
None of the Directors is a member on the Board of more than
fifteen companies, in terms of Section 275 of the Companies
Act, 1956, and a member of more than ten Board-level
Committees or Chairman of more than five such Committees,
as required under Clause 49 of the Listing Agreement.
Board Meetings
The Company prepares the schedule of the Board meetings
41
 well in advance so as to enable the Directors in scheduling The Board of Directors met 4 times during the financial year
their program accordingly. The agenda of the meeting is 2011-12 on following dates:
circulated among the members of the Board well in advance
26 th May 2011, 11 th August 2011, 20 th October 2011 and
along with proper reports, recommendations and supporting
2nd February 2012. The interval between any two successive
documents, so that each Board member can meaningfully
meetings was less than four months.
participate on each agenda item during the meeting.

Attendance record and other Directorships

Name of the Director Category Attendance during the year Other directorships(4) and committee(5)
2011-12 memberships and chairmanships
Number of Last AGM Other Committee Committee
Board Meetings held on Directorships Memberships Chairmanships
Held Attended 11th August
2011
Mr. Rakesh Bhargava Non-Executive (NED) 4 4 Yes - - -
(Chairman)
Dr. Anand C. Burman(1) Non-Executive (NED) 4 2 No 10 - -
Mr. Dilip G. Shah Non-Executive, 4 4 Yes 1 1 -
Independent (NED/ ID)
Mr. Gerrit Steen Non-Executive (NED) 4 3 Yes - - -
Mr. Mats Christer Non-Executive (NED) 4 2 No - - -
Henriksson
Dr. Michael Schonhofen Non-Executive (NED) 4 1 No - - -
Dr. Naresh Trehan Non-Executive, 4 2 No 3 2 1
Independent (NED/ ID)
Mr. Nitin Potdar Non-Executive, 4 3 No 4 5 -
Independent (NED/ ID)
Dr. Satish B. Kulkarni Executive (ED) 4 3 Yes - - -
(Managing Director
& CEO)(2)
Mr. Peter F. Nilsson Executive (ED) 4 1 N.A. - - -
(Managing Director
& CEO) (3)
(1) Resigned w.e.f. 2nd February 2012;
(2) Resigned w.e.f. 20th October 2011;
(3) Appointed w.e.f. 20th October 2011;
(4) Other Directorships excludes alternate Directorships, Directorships in private limited companies, foreign body corporate and in companies incorporated under
section 25 of the Companies Act, 1956.
(5) As required by Clause 49 of the Listing Agreement, the disclosure includes Memberships/Chairmanships of Audit Committee and Investor Grievance Committee
in Indian Public Companies (listed and unlisted). The chairmanship of the committees has been provided separately.
Note: There are no inter-se relationships between the Board members.

Information supplied to the Board
The Board has complete access to any information within the
Company. At the Board Meetings, employees who can provide
additional insights into the items being discussed are invited
and provided opportunity to share their ideas with the Board.
All statutory, significant and material information is placed
before the Board.
The information regularly tabled to the Board includes:
• Quarterly results for the Company and its operating
divisions or business segments;
• Minutes of meetings of the Board and Board Committees,
resolutions passed by circulation and minutes of the
meeting of the Board of Directors of the Subsidiary
Companies;

42
• Quarterly treasury reports including details of foreign • Report on action taken on last Board Meeting decisions;
exchange exposures and the steps taken by management
• Other information as mentioned in Annexure 1A to Clause
to limit the risks of adverse exchange rate movement, if
49 of the Listing Agreements.
material;
Remuneration to Directors
• Quarterly Risk Report and review thereof;
The Non - Executive Independent Directors are paid sitting fees
• Quarterly Compliance Certificates with the Exception
within the prescribed limits that could be paid without the
Reports which includes non-compliance(s), if any, of any
approval of the Central Government, for attending the Board/
regulatory, statutory nature or listing requirements and
Committee meetings. Such Directors are also entitled to
shareholders’ service;
reimbursement for airfare, boarding and lodging expenses for
• Certificates received from Practicing Company Secretary/ attending the Board/ Committee Meetings.
Chartered Accountants;
In addition to payment of sitting fees, the Non - Executive
• Disclosures received from the Directors; Independent Directors are also paid an annual commission.
The commission is paid after taking into account the Non –
• Details of investment of surplus funds available with the
Executive Independent Directors’ performance and time spent
Company;
during the meetings of Board and Committees of the Company.
• Statement showing significant transactions &
The said commission is subject to availability of sufficient
arrangements entered into by the subsidiary/associate
profits and will not exceed the statutory limit of 1% of the net
companies;
profit of the Company calculated as per the provisions of
• Related party transactions; Section 349 and 350 and other relevant provisions of the
Companies Act, 1956.
• Regular business updates;
• Performance review by the CEO;

Remuneration paid to the Directors during financial year 2011-12: (`)

Name of the Director Salary Benefits Performance Commission@ Sitting Fee# Total
Linked
Incentive (PLI)

Mr. Rakesh Bhargava - - - - - -

Dr. Anand C. Burman - -
Mr. Dilip G. Shah - -
Mr. Gerrit Steen - -
Mr. Mats Christer Henriksson - -
Dr. Michael Schonhofen - -
Dr. Naresh Trehan - -
Mr. Nitin Potdar - -
Dr. Satish B. Kulkarni* 72,49,065 28,45,687
Mr. Peter F. Nilsson** 68,72,686 13,17,758
- - - -
- 1,80,000 1,20,000 3,00,000
- - - -
- - - -
- - - -
- 22,500 60,000 82,500
- 2,10,000 1,80,000 3,90,000
32,41,031 - - 1,33,35,783
12,96,025 - - 94,86,469

# Sitting fees include fees for Board and other Committee meetings at the rate of ` 15,000 per meeting.
* The Company had executed an employment agreement with Dr. Kulkarni for a period of five years w.e.f. 11th August 2008. His performance was reviewed by the
Board of Directors annually and performance linked incentive was decided by them. Notice period was 12 months and he was not entitled for any severance fees.
** The Company has executed an employment agreement with Mr. Peter F. Nilsson for a period of two years w.e.f. 20th October 2011. His performance will be reviewed
by the Board of Directors annually and performance linked incentive will be decided by them. Notice period is 3 months and he is not entitled for any severance
fees.
@ As intimated in the last Annual Report, the amount of commission was due for financial year 2010-11 and has been paid during financial year 2011-12.
An amount of INR 12,00,000 (Rupees twelve lacs only) payable as commission to the Non- Executive Independent Directors for financial year 2011-12, will be paid
during the current financial year 2012-13. The same has been provided as payable to the eligible Non-Executive Independent Directors in the accounts for the year
under review.

43
 Directors’ Shareholding (b) Investigate into any matter as specified in Section 292A
or referred to it by the Board;
None of the Directors of the Company is holding any share in
the Company. (c) Oversight of the financial reporting process and to ensure
COMMITTEES OF BOARD that statement is correct, sufficient and credible;

In compliance with the Listing requirements, the SEBI (d) Recommending appointment, re-appointment and
Regulations and the Companies Act, 1956, currently, the Board removal of Statutory/Internal Auditors, Cost Auditors,
has following mandatory Committees: fixation of audit fee and approval for any other service(s);

1. Audit Committee (e) Reviewing the annual financial statements before

submission to the Board;
2. Shareholders/ Investors Grievance Committee
(f) Reviewing with management, performance of external
The Committees comprise of experienced members of the
Board who ensures that high standards of Corporate and internal auditors, the adequacy of internal control
Governance is followed in every sphere. The matters relating systems and functions;
to the remuneration of Executive Director are looked into by
(g) Reviewing the findings of any internal investigation by
the Board of Directors directly and by the members of the
the Internal Auditors;
Company through General Meeting.
Audit Committee (h) Reviewing Company’s financial and risk management
policies;
The composition of the Audit Committee as on date and the
attendance of members at the meetings held during the (i) Review of related party transactions;
financial year 2011-12, are given below:
(j) Other functions as mentioned in Clause 49(II)(D) of the
Member Director Category Status Number of Audit Listing Agreements.
Committee
Meetings The Audit Committee meetings were held four times during
Held Attended the year 2011-12 on 26th May 2011, 11th August 2011, 20th October
Mr. Dilip G. Shah NED/ ID Chairman 4 4 2011 and 2nd February 2012. The time gap between any two
Mr. Nitin Potdar NED/ ID Member 4 3 successive meetings was less than four months.

Mr. Gerrit Steen NED Member 4 3 Shareholders/ Investors Grievance Committee

Dr. Naresh Trehan NED/ ID Member 4 2
Mr. Nikhil Kulshreshtha, Company Secretary & Head – Legal of
the Company acts as the Secretary of the Committee.
The role and terms of reference of the Audit Committee covers
the areas mentioned in Clause 49 of the Listing Agreement
with Stock Exchanges and Section 292A of the Companies Act,
1956, as amended from time to time, besides other matters as
may be referred by the Board of Directors.
The Committee derives its powers from clause 49(II)(C) of the
Listing Agreement. Apart from its other functions the
Committee has been regularly reviewing the information as
prescribes in Clause 49(II)(E) of the Listing Agreement.
In generality, the scope and functions of the Audit Committee
of the Company revolve around the following:
(a) Discussions with the auditors periodically on internal
control systems, scope of audit, observations of auditors
and review of quarterly, half yearly and annual financial
statements;
In compliance with the Listing requirements and provisions of
the Companies Act, 1956, the Company has constituted a
Shareholders / Investors Grievance Committee, which
comprises of three members, two of whom, including the
Chairman are Non - Executive Directors.
Mr. Nikhil Kulshreshtha, Company Secretary & Head – Legal of
the Company acts as the Compliance Officer of the Company.
The Shareholders’ Grievance Committee is empowered to
perform all the functions of the Board in relation to resolving
of the Shareholders’ Grievances. It primarily focuses on:
• Review of investors’ complaints and their redressal;
• Review of the queries received from investors.
The meetings of Shareholders’ / Investors’ Grievance
Committee were held 4 times during the year 2011-12 on
26 th May 2011, 11 th August 2011, 20 th October 2011 and
2nd February 2012.

44
The composition and members’ attendance at the The materially significant related party transactions that
Shareholders/ Investors Grievance Committee meetings are may have potential conflict with the interest of the
presented below: Company at large, if any, are reported to Audit Committee.

Member Director Category Status Number of During the year, the Company did not enter into any
Meetings material financial and commercial transactions with
Held Attended Senior Managerial Personnel, where they have personal
interest that may have a potential conflict with the interest
Mr. Rakesh Bhargava NED Chairman 4 4
of the Company at large.
Dr. Satish Kulkarni* ED Member 4 3
Details of transaction with related parties are reflected
Mr. Nitin Potdar NED/ ID Member 4 3
in the annual accounts under the head “Notes to
Dr. Anand C. Burman* NED Member 4 1
Accounts”.
Mr. Peter F. Nilsson** ED Member 4 1
b. Instances of Non Compliance
* Dr. Satish B Kulkarni and Dr. Aanad Chand Burman resigned w.e.f.
20th October 2011 and 2nd February 2012 respectively. There were no instances of non-compliance by the
** Mr. Peter F. Nilsson has joined as the member w.e.f. 20th October 2011. Company during the financial year ended 31st March 2012.
The Committee expresses satisfaction with the Company’s The Company has complied with all the legal
performance in dealing with investor grievances. requirements related to Capital market and no strictures
passed/ penalties levied on it by the Stock Exchange /
Details of the investors’ complaints as on 31st March 2012 SEBI or any other statutory authority during the last
are as follows: three years.
No. of Received Resolved No. of ADOPTION OF NON - MANDATORY REQUIREMENT OF
Complaints during during Complaints CLAUSE 49 OF THE LISTING AGREEMENT
pending as on the year the year pending as on
1st April 2011 31st March 2012 The Company has adopted the non mandatory requirement
related to implementation of Whistle Blower Policy.
Nil 1 1 Nil
Whistle Blower Policy
MANAGEMENT
The Company has put in place a well-documented Whistle
Management Discussion and Analysis Report Blower Policy after due approval by the Board of Directors. No
The Annual Report has a separate section on Management employee has been denied access to the Audit Committee.
Discussion and Analysis, which, inter alia, deals with industry Apart from above, no other non-mandatory requirement has
structure and development, opportunities and threats, segment been adopted by the Company.
wise performance, outlook, risks and concerns, internal control
system and their adequacy and discussion on financial SHAREHOLDERS
performance with respect to operations and material issues in Appointment/ Re- appointment of Directors
the sphere of human resources/ industrial relationship and
other necessary matters. The individual details of Directors seeking appointment/
re-appointment at the ensuing Annual General Meeting of the
Disclosures Company are provided in the explanatory statement
The Company is complying with all the mandatory accompanying the notice of the Annual General Meeting.
requirements of Clause 49 of the Listing Agreement. The Means of Communication
Company has been filing confirmation in this respect to the
concerned Stock Exchanges on quarterly basis. The Quarterly Results along with the Notes are normally
published in one English Newspaper having nationwide
a. Materially significant related party transactions circulation and one Hindi Newspaper circulating in New Delhi,
There have been no materially significant related party within 48 hours of approval by the Board and are intimated
transactions during the year ended 31st March 2012 that immediately to the Stock Exchanges vide fax and emails.
may have potential conflict with the interest of the These are also displayed on the Company’s web site
Company at large. www.fresenius-kabi-oncology.com

45
 General Body Meetings Ms. Kiran Sharma, Practicing Company Secretary was
appointed as Scrutinizer for conducting the above mentioned
The last three Annual General Meetings were held as under:
postal ballot processes.
Financial Location Date Time
No special resolution is proposed to be passed by postal ballot at
Year
the ensuing Annual General Meeting as mentioned herein below.
2008-09 Air Force Auditorium, 29th July 04:30 PM
Subroto Park, New Delhi 2009 Additional Shareholder Information
2009-10 Air Force Auditorium, 29th July 04:00 PM a. Annual General Meeting
Subroto Park, New Delhi 2010
Date : 9th August 2012
th
2010-11 Air Force Auditorium, 11 August 04:00 PM
Time : 4:00 PM
Subroto Park, New Delhi 2011
Venue : Air Force Auditorium, Subroto Park,
It is proposed to conduct the Ninth Annual General Meeting of New Delhi
the Company for approval of the Annual Accounts for financial Book Closure : 30th July 2012 to 9th August 2012
year 2011 – 12 and other matters on Thursday, 9th August 2012 (both days inclusive)
at 4:00 P.M. at Air Force Auditorium, Subroto Park, New Delhi.
b. Dividend Payment
The shareholders are requested to refer to the Notice of the
Annual General Meeting for the detailed agenda and program. No dividend was declared for the financial year ended
31 st March 2011. Hence there is no payment pending
Special Resolutions passed during last three (3) AGMs:
towards dividend for the said year.
F.Y. 2008-09: Annual General Meeting held on 29th July 2009
(1) Alteration of Articles of Association of the Company to delete
In view of the ongoing expansion projects and future
Part ll containing Article 193 to 198. growth plans, the Directors have decided to plough back
(2) Approval for payment of Remuneration to Dr. Satish B. Kulkarni the profits of the Company for financial year 2011-12.
as Managing Director & CEO of the Company. Accordingly, the Board has not recommended any
(3) Waiver from recovery of excess remuneration paid to Mr. Ajay dividend payment for the year ended 31st March 2012.
Kumar Vij, former Whole Time Director of the Company.
c. Number of Employees
F. Y. 2009–10: Annual General Meeting held on 29th July 2010
(1) Payment of Commission to Non - Executive Independent The Company had 1101 permanent employees on its payroll
Directors. as on 31st March 2012.
(2) Revision of remuneration to Dr. Satish B. Kulkarni, Managing
Director & CEO of the Company. d. Financial Calendar
F. Y. 2010–11: Annual General Meeting held on 11th August 2011 The Company follows Financial Year, which commences
(1) Alteration of Articles of Association therby including the on 1st April, of each calendar year and ends on 31st March,
provisions for convening & Conducting Board, Committee and of the next calendar year.
General Meetings by video conferencing.
For the financial year 2012-13, quarterly un-audited /
Postal Ballot annual audited results shall be announced by:
During the year ended 31st March 2012, the following special • Mid of August, 2012: First quarter
resolution for the appointment of Mr. Peter F. Nilsson as the
• Mid of November, 2012: Half yearly
Managing Director & CEO was passed through Postal Ballot.
• Mid of February, 2013: Third quarter
Particulars Assenting Dissenting Result
Votes (% in Votes (% in • End of May, 2013: Fourth quarter and Annual Audited.
brackets) brackets) e. Listing Details
Appointment of 142,577,527 5,516 Passed as Name of Stock Exchange Stock Code
Mr. Peter F. Nilsson (99.9957%) (0.0039%) Special
as the Managing Resolution Bombay Stock Exchange Limited 532545
Director & CEO National Stock Exchange of FKONCO
The said resolution was passed pursuant to section 192 A of India Limited
the Companies Act, 1956 and Companies (Passing of the The Listing fee for the financial year 2012-13 has been
Resolution by Postal Ballot) Rules, 2011, seeking approval of paid to the above stock exchanges within the due date.
the shareholders. The ISIN Number allotted to the Company’s equity shares
of face value of Re. 1/- each under the depository system

46
 is INE 575 G 01010. The listing is in place since i. Company’s Plant locations
30th September 2004.
Manufacturing Plant-Baddi (H.P.)
f. Registrar and Transfer Agent
Formulations Unit
Securities and Exchange Board of India (SEBI), has made 19, HPSIDC Industrial Area, Baddi, District Solan,
it mandatory for all work relating to share registry, both Himachal Pradesh-173 205
in physical and electronic form, to be handled either
wholly ‘in house’ by Companies or wholly by a SEBI
registered external Registrar and Transfer Agent. Manufacturing Plant-Nalagarh (H.P.)
Pursuant to this, the Company has appointed MCS Limited,
Formulations Unit
New Delhi, as its Registrar and Transfer Agent.
Village Kishanpura, Tehsil Nalagarh, District Solan,
g. Share Transfer System Himachal Pradesh-174 101
As on 31st March 2012, 98.89% of the equity shares of the
Company were in Dematerialised form. Transfers of shares Manufacturing Plant-Kalyani (W.B.)
in Dematerialised form are done through the depositories Active Pharmaceutical Ingredients (API) Unit
without any involvement of the Company. D-35, Industrial Area, Kalyani, District Nadia,
On the other hand, transfers of shares in physical form West Bengal-741 235
are normally processed by the Company within 15 days
from the date of receipt, provided the documents are
j. Address for Correspondence
complete in all respects.
For share transfer / dematerialization of shares,
For Share Transfer Related formalities the Board has payment of dividend and any other query relating
constituted the Share Transfer Committee and has also to the shares of the Company
delegated the requisite powers to the Company Secretary
& Head-Legal of the Company. MCS Limited,
Registrar and Share Transfer Agent,
The Company Secretary & Head-Legal normally looks F-65, First Floor, Okhla Industrial Area, Phase – I,
after the share transfer and other related matters once New Delhi – 110 020
in a fortnight. The Committee meets at least once in a Tel No.: +91 11 41406149.
quarter to approve and take note of the share transfer Email: admin@mcsdel.com
and other related matters. For queries of Analysts, FIIs, Institutions, Mutual
The Company obtains a certificate from a Practising Funds, Banks and Investors assistance
Company Secretary on half yearly basis to the effect that Mr. Nikhil Kulshreshtha,
all the transfers are completed in the statutorily stipulated Company Secretary & Head - Legal
period. In compliance with clause 47(c) of the Listing Fresenius Kabi Oncology Limited,
Agreements, a copy of the certificate so received is Echelon Institutional Area, Plot No – 11, Sector-32,
submitted to both the Stock Exchanges, where the shares Gurgaon-122001, Haryana, India.
of the Company are listed. Tel No. +91 124 488 5000

All share transfer and other communication regarding k. Dematerialization of shares and liquidity
share certificates, change of address, dividends, etc. The Company has entered into agreement with National
should be addressed to Registrar and Transfer Agents. Securities Depository Limited (NSDL) and Central
Requests for Share transfer in physical form can be lodged Depository Services Limited (CDSL) for dematerialisation
with the Registrar and Transfer Agents – MCS Limited. of its equity shares. The shares of the Company are
h. Company’s Registered Office address regularly traded on NSE and BSE. As of 31st March, 2012,
98.89% of the equity share capital of the Company is
Registered Office held in demat mode.
B-310, Som Datt Chambers - I, l. Outstanding GDRs / ADRs / Warrants or any other
Bhikaji Cama Place, Convertible Instruments etc.
New Delhi-110 066
Ph: +91 11 26105570 As on 31st March 2012 the Company has not issued any
Fax: +91 11 26195965 ADRs/ GDRs/ Warrants or any other Convertible
Instrument.

47
 m. Demat Suspense Account for Unclaimed Shares Market Price Data
As intimated through the last Annual Report, in terms of The market price data is given in the table below from 1st April
the requirement of Clause 5A of the Listing Agreement 2011 up to 31st March 2012.
with stock exchanges, the Company needs to open a
(`)
DEMAT SUSPENSE ACCOUNT for the shares which
Month NSE BSE
remained unclaimed. Month's Month's Month's Month's
High Price Low Price High Price Low Price
In Compliance with the above mentioned requirement, the
April, 2011 124.80 89.65 125.00 89.20
Company has opened a demat account with Abhipra Capital
May, 2011 120.90 99.40 117.50 99.40
Limited, Depository Participants namely Fresenius Kabi
June, 2011 145.50 108.50 145.35 109.10
Oncology Limited – “Unclaimed Suspense Account”.
July, 2011 139.80 122.90 139.80 123.00
Before crediting the above mentioned shares to in the August, 2011 130.50 100.00 128.80 101.00
Demat Suspense Account, the Company sent three September, 2011 122.35 104.15 122.85 102.60
reminders to the shareholders asking for their correct October, 2011 118.25 105.50 118.50 106.00
particulars. November, 2011 119.90 92.50 120.00 90.90
December, 2011 105.70 81.30 103.50 81.65
After handing over the unclaimed shares to their rightful January, 2012 113.40 84.00 113.50 83.75
owners, remaining 889 cases (folios), comprising of February, 2012 141.00 96.00 141.00 97.10
236280 equity shares were transferred to the
March, 2012 164.90 134.55 165.00 135.00
abovementioned Unclaimed Suspense Account.
Stock performance in comparison to NSE Nifty
The voting rights on these shares shall remain frozen till
the rightful owner of such shares claims the shares. (Monthly closing)

Further all corporate benefits in terms of securities

accruing on such shares viz. bonus shares, split etc.
shall also be credited to such Unclaimed Suspense
Account.
n. Transfer of Unpaid Dividend to IEPF
In terms of Section 205C of the Companies Act, 1956,
read with the Investor Education and Protection Fund
(Awareness and Protection of Investor) Rules, 2001, during
the year ended 31st March 2012, the Company has credited
an aggregate amount of ` 1,20,450.00 to the Investors
Education and Protection Fund (IEPF).
Stock performance in comparison to BSE SENSEX:
Distribution of Shareholding as on 31st March 2012 (Monthly closing)
Number of equity Number of % of No. of % of
shares held shareholders in Share- Shares Share-
each category holders held holding
1 - 500 39260 94.0359 5686098 3.5936

501 - 1000 1380 3.3054 1179434 0.7454

1001 - 2000 599 1.4347 919745 0.5813

2001 - 3000 196 0.4695 503900 0.3185

3001 - 4000 67 0.1605 245395 0.1551

4001 - 5000 69 0.1653 333729 0.2109

5001 - 10000 87 0.2084 625864 0.3955

10001 - 50000 72 0.1725 1473676 0.9314

50001 - 100000 10 0.0240 758826 0.4796 For and on behalf of the Board
100001 and above 10 0.0240 146500988 92.5887 Sd/-
Total 41750 100.0000 158227655 100.0000 Gurgaon Rakesh Bhargava
30th May 2012 Chairman

48
AUDITORS' REPORT ON CORPORATE GOVERNANCE
To

The Members of Fresenius Kabi Oncology Limited,

We have examined the compliance of conditions of Corporate Governance by Fresenius Kabi Oncology Limited for the year
ended 31st March 2012 in terms of requirements of the Listing Agreements of said company with stock exchanges.

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination is limited to
procedures and implementation thereof, adopted by the Company for ensuring the compliance conditions of Corporate
Governance. It is neither an audit nor an expression of opinion of the financial statements of the company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with the conditions of Corporate Governance in the above-mentioned Listing Agreements.

We state that in respect of investor's grievances received during the year ended 31st March 2012, no investors grievance is
pending for a period exceeding one month against the company as per the records maintained by the company.

We further state that such compliance is neither an assurance as to future viability of the Company nor the efficiency and
effectiveness with which the management has conducted the affairs of the Company.

For G. BASU & CO.

Chartered Accountants
Firm registration number: 301174E

S. LAHIRI
Gurgaon Partner
30th May 2012 Membership no. 51717

DECLARATION ON COMPLIANCE OF CODE OF CONDUCT

I, Peter F Nilsson, Managing Director & CEO of Fresenius Kabi Oncology Limited, do hereby declare and confirm that all the Board
Members and Senior Management Personnel have affirmed to the Board of Directors, the compliance of the Code of Conduct
laid down by the Board.

Gurgaon Peter F. Nilsson

30th May 2012 Managing Director & CEO

49
 CHIEF EXECUTIVE OFFICER (CEO)/ CHIEF FINANCIAL OFFICER (CFO)
CERTIFICATION
To,
The Board of Directors
FRESENIUS KABI ONCOLOGY LIMITED

We, the undersigned, in our respective capacities as Chief Executive Officer and Chief Financial Officer of FRESENIUS KABI
ONCOLOGY LIMITED ("the Company"), to the best of our knowledge and belief certify that:

(a) We have reviewed the financial statements and the cash flow statement for the year ended on 31st March 2012 and based on
our knowledge and belief, we state that:

(i) these statements do not contain any materially untrue statement or omit any material fact or contain any statement
that might be misleading;

(ii) these statements together present a true and fair view of the Company's affairs and are in compliance with existing
accounting standards, applicable laws and regulations.

(b) We further state that to the best of our knowledge and belief, there are no transactions entered into by the Company
during the year, which are fraudulent, illegal or violative of the Company's Code of Conduct.

(c) We are responsible for establishing and maintaining internal controls and for evaluating the effectiveness of the same over
the financial reporting of the Company and have disclosed to the Auditors and the Audit Committee, deficiencies in the
design or operation of internal controls, if any, of which we are aware and the steps we have taken or propose to take to
rectify these deficiencies.

(d) We have indicated to the Auditors and Audit Committee that:

(i) there has not been any significant changes in internal control over financial reporting during the year under reference;

(ii) there has not been any significant changes in accounting policies during the year requiring disclosure in the notes to
the financial statements; and

(iii) we are not aware of any material instances during the year of significant fraud and the involvement therein, if any, of
the management or an employee having a significant role in the Company's internal control system over financial
reporting.

Peter F. Nilsson Dheeraj Chopra

Chief Executive Officer Chief Financial Officer
Gurgaon
30th May 2012

50
 AUDITORS' REPORT
To the Members of Fresenius Kabi Oncology Limited, iii.
1. We have audited the attached Balance Sheet of Fresenius
Kabi Oncology Limited ( 'the Company'), as at 31st March,
2012, the Profit & Loss Account of 'the Company' and the
Cash Flow Statement of 'the Company' for the year ended iv.
on that date, annexed thereto. These financial statements
are the responsibility of the Company's Management. Our
responsibility is to express an opinion on these financial
statements based on our audit.
2. We conducted our audit in accordance with auditing v.
standards generally accepted in India. Those standards
require that we plan and perform the audit to obtain
reasonable assurance about whether the financial
statements are free of material misstatement. An audit
includes, examining on a test basis, evidence supporting
the amounts and disclosures in the financial statement.
An audit also includes assessing the accounting principles
vi.
used and significant estimates made by management, as
well as evaluating the overall financial statement
presentation. We believe that our audit provides a
reasonable basis for our opinion.
3 As required by the Companies' (Auditors' Report) Order
2003, as amended, issued by the Central Government in
terms of Sub Section (4A) of Section 227 of the Companies
Act, 1956, and on the basis of such checks of the books
and records of the Company as we considered appropriate
and according to the information and explanations given
to us, we enclose in the annexure a statement on the
matters specified therein.
4. Further to our comments in the Annexure referred to
above, we report that:
i. We have obtained all the information and
explanations which to the best of our knowledge and
belief were necessary for the purpose of audit ;
ii. In our opinion, proper books of account, as required
by law, have been kept by 'the Company' so far as
appears from our examination of those books.
Returns in respect of London Branch eligible to be
Gurgaon
exempt from audit u/s 228 have been forwarded to
30th May 2012
us and have been properly dealt with herein;
The Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report are in
agreement with the books of account and returns
from the branch ;
In our opinion, the Balance Sheet, Profit & Loss
Account and Cash Flow Statement dealt with by this
report comply with the mandatory accounting
standards referred to in sub-section (3C) of Section
211 of Companies Act, 1956 ;
On the basis of written representations received from
the Directors and taken on record by the Board of
Directors, we report that none of the Directors of
'the Company' is disqualified as on 31st March 2012
from being appointed as a director in terms of clause
(g) of Sub Section (1) of Section 274 of the Companies
Act, 1956 ;
In our opinion and according to the information and
explanations given to us, the said accounts read in
conjunction with Schedules 1 to 21 and read with
other Notes appearing in Schedule "22" give the
information required by the Companies Act, 1956, in
the manner so required and give a true and fair view
in conformity with the accounting principles
generally accepted in India :
a) In the case of Balance Sheet, of the State of
Affairs of 'the Company' as at 31st March, 2012 ;
b) In the case of the Profit and Loss Account, of
the Profit of 'the Company' for the year ended
on that date; and
c) In the case of Cash Flow Statement, of the cash
flows of 'the Company' for the year ended on
that date.
For G. Basu & Co.
Chartered Accountants
Firm registration number: 301174E
S. LAHIRI
Partner
Membership Number: 51717
51
 ANNEXURE TO THE AUDITORS' REPORT
AS REFERRED TO IN PARA 3 OF THE SAID REPORT OF EVEN DATE
1. a) The Company has maintained proper records
showing full particulars including quantitative details
and situation of fixed assets in respect of all its
locations.
b) The fixed assets have been physically verified by the
management at all locations at reasonable intervals.
No material discrepancies between book records and
the physical inventories have been noticed on such
verification.
c) Fixed assets disposed of during the year are not
material enough to affect the going concern of the
Company.
2. a) The inventories have been physically verified during
the year at reasonable intervals by the Management.
b) In our opinion, the procedures of physical verification
of inventories followed by the management are
reasonable and adequate in relation to the size of
'the Company' and the nature of its business.
c) 'The Company' is maintaining proper records of
inventory. The discrepancies noticed on verification
between the physical stocks and book records were
not material and have been properly dealt with in
the books of account.
3. a) 'The Company' has not granted any loan, secured or
un-secured to firms or other parties covered in the
register maintained under section 301 of the
Companies Act, 1956, during the year.
However the unsecured loans repayable on demand
of ` 4,042.96 lacs (including interest) that was
granted by the 'the Company' to its foreign subsidiary
has been repaid by the subsidiary before dissolution
of the Investment in its equity capital, therein, during
the year. Rate of Interest and other terms and
conditions of these loans were not, prima facie,
prejudicial to the interest of 'the Company'. Maximum
balance against these loans during the year was
` 4,114.93 lacs in aggregate.
b) 'The Company' has not taken any loan secured or
unsecured from firms or other parties covered in the
52
register maintained under section 301 of the
Companies Act, 1956, during the year.
However 'the Company' has taken unsecured loans
from two companies listed in the register maintained
under section 301 of The Companies Act, 1956. The
year end balance in respect of one of the said
Company was ` 9,522.05 lacs and the maximum
balance against these loans during the year was
` 12,522.05 lacs in aggregate. The rate of interest
and other terms and conditions of these loans are
not, prima facie, prejudicial to the interest of the
Company. As per the agreement with the lender
Companies having the year end balance as above,
the principal amount of loan has not become due
for payment and have accordingly been not paid up
to 31st March 2012. Interest thereon have been paid
as per respective agreements.
4. In our opinion and according to the information and
explanations given to us there is an adequate internal
control system commensurate with the size of the
Company and the nature of its business for purchase of
inventories and fixed assets and for the sale of goods and
services. During the course of our audit no major
weakness has been noticed in the internal control system.
5. a) Based on audit procedures applied by us and
according to the information and explanations
provided by the management, we are of the opinion
that the transactions that need to be entered into
the registers maintained under section 301 of
Companies Act, 1956 have been so entered.
b) According to information and explanation given to us,
the transactions of sales made in pursuance of
contracts or arrangements entered in the registers
maintained under section 301, during the year have
been made at prices which are reasonable having
regard to prevailing market prices at the relevant time.
6. In our opinion and according to information and
explanations given to us the company has not accepted
any deposit from the public and as such the question of
compliances of section 58, 58AA and other relevant
provisions of act do not arise.
7. In our opinion the company has an internal audit system
commensurate with its size and nature of its business.
8. On the basis of records produced, we are of the opinion
that prima facie cost records and accounts prescribed by
the Central Government under section 209 (i) (d) of the
Companies Act, 1956 in respect of products of the
company covered under the rules under said section have
been maintained. However we are neither required to
carry out nor have carried out any detailed examination
of such accounts and records.
9. a) According to information and explanation given to
us, the Company has been regular in depositing with
appropriate authorities undisputed statutory dues
including provident fund, investor education and
protection fund, employees state insurance , income
tax, sales tax, wealth tax, service tax, custom duty,
excise duty, cess and other statutory dues to the
extent applicable to it.
We have been informed that there are no undisputed
statutory dues as at the year end outstanding for a
period of more than six months from the date they
became payable.
b) There is no disputed due on account of sales tax,
wealth tax, service tax, customs duty and cess. Dues
on account of Income Tax / Excise Duty disputed by
the Company vis-a- vis forums where such disputes
are pending are mentioned below :
10. 'The Company' does not have any accumulated loss as on
31st March 2012. It has not incurred cash losses in the
current financial year and in the immediately preceding
financial year.
11. Based on our audit procedures and the information and
explanations given by the management, we are of the
opinion that the Company has not defaulted in repayment
of dues to any bank. The Company has no due to any
financial institution or debenture holder.
12. The Company has not granted any loans and advances
on the basis of security by way of pledge of shares,
debentures or other securities.
13. Based on our examination of the records and evaluations
of the related internal controls we are of the opinion that
proper records have been maintained of the transactions
and contracts relating to shares, securities, debentures
and other investments dealt in by the Company and timely
entries have been made in the records. We also report
that that the Company has held the shares, in its own
name.
14. 'The Company' has not furnished a guarantee for loans
taken by others from banks or financial institutions.
15. Term loan obtained from bank by 'the Company' has been
applied for the purpose for which they were raised.
16. No fund has been raised on short term basis during the
year which has been used for long term purposes.

Excise Duty: 17. 'The Company' has not made any preferential allotment
of shares during the year to any party or Companies
Name of Nature of Amount Period to Forum where
covered in the register maintained under section 301 of
Statute the dues in (Lacs) which the the dispute
the Companies Act, 1956.
of ` amount relates is pending
18. The Company has not issued any debenture.
Excise Duty PME 11.24 1998 CESTAT, New
Deductions to Delhi 19. The Company has not made public issue so far.
& Service 2009
20. Based upon the audit procedures performed and
tax
information and explanations given by the management,
reversal.
we report that no fraud on or by the Company has been
Income Tax: noticed or reported during the course of our audit.
Name of Nature of Amount Period to Forum where 21. Other clauses of the order are not applicable to the
Statute the dues in (Lacs) which the the dispute Company for the year.
of ` amount relates is pending
Income Tax Assessed 228.58 A.Y2005-06 CIT(A),N Delhi
For G. Basu & Co.
demand
Chartered Accountants
Disputed
Firm registration number: 301174E
Income Tax …do... 9.17 A.Y2006-07 ITAT,N Delhi
S. LAHIRI
Income Tax …do... 304.97 A.Y2007-08 CIT(A),N Delhi
Gurgaon Partner
Income Tax …do… 674.44 A.Y2008-09 CIT(A),N Delhi
30th May 2012 Membership Number: 51717

53
 Balance Sheet as at 31st March 2012

(` in Lacs)
Schedule No. As at As at
31st March 2012 31st March 2011
I EQUITY AND LIABILITIES
1. Share holders’ Funds
a) Share Capital 1 1,582.28 1,582.28
b) Reserves and Surplus 2 57,676.90 52,551.82
2. Non-current liabilities
a) Long Term borrowings 3 9,522.05 9,522.05
b) Deferred Tax Liabilities (Net) 4 1,466.22 872.61
c) Long-term provisions 5 3,287.40 3,019.09
3. Current Liabilities
a) Short-term borrowings 6 5,209.19 23,772.96
b) Trade payables 13,937.18 8,126.43
c) Other current liabilities 7 618.11 495.94
d) Short-term provisions 8 7,714.26 5,979.48
Total: 101,013.59 105,922.66
II ASSETS
1. Non-current assets
a) Fixed Assets 9
i) Tangible assets 29,954.49 25,205.43
ii) Intangible assets 537.47 624.40
iii) Capital work-in-progress 13,381.84 8,958.84
iv) Intangible assets under Development 444.21 598.07
b) Non-current investments 10 3.00 12,628.20
d) Long-term loans and advances 11 3,813.13 3,371.76
e) Other non-current assets
(Read with note no 19 of Schedule 22) 12 12.34 12.72
2. Current assets
a) Inventories 13 18,855.04 20,722.39
b) Trade receivables 14 20,171.89 17,659.43
c) Cash and cash equivalents 15 1,363.86 1,849.50
d) Short-term loans and advances 16 12,476.32 14,291.92
Accounting Policy and Notes to Accounts 22
Total: 101,013.59 105,922.66

For Fresenius Kabi Oncology Limited As per our report

of even date attached

RAKESH BHARGAVA PETER F. NILSSON DHEERAJ CHOPRA NIKHIL KULSHRESHTHA For G. BASU & CO.
Chairman Managing Director & CEO Chief Financial Officer Company Secretary Chartered Accountants
Firm registration number: 301174E

S. LAHIRI
Gurgaon Partner
30th May 2012 Membership No-51717

54
 Profit & Loss Statement
for the year ended 31st March 2012

(` in Lacs)
Schedule No. For the year ended For the year ended
31st March 2012 31st March 2011
I Revenue from operations 17 (a) 52,431.61 41,276.86
II Other Income 17 (b) 290.20 589.21
III Total Revenue (I +II) 52,721.81 41,866.06
IV Expenses
Cost of materials consumed 20,605.29 12,527.76
Purchase of stock in trade 285.06 301.51
Changes in inventories of FG , WIP & Stock in trade
Finished Goods 827.21 (421.76)
Work in Progress (224.83) 1,126.46
Employee benefits expenses 18 6,098.00 5,610.50
Finance costs 19 1,765.96 (468.54)
Depreciation and Amortisations expenses 20 2,396.76 1,692.00
Other Expenses 21 18,247.05 14,766.39
Total Expense 50,000.49 35,134.32
(V) Profit before exceptional and extraordinary
items and tax (III - IV) 2,721.32 6,731.74
(VI) Exceptional Items - -
(VII) Profit before extraordinary items and tax (V - VI) 2,721.32 6,731.74
(VIII) Extraordinary Items
(Refer Note no. 16(e) of Schedule 22) 4,448.28 268.07
(IX) Profit before tax (VII + VIII) 7,169.60 6,999.81
(X) Tax expense
(1) Current tax 1,480.91 1,399.96
(2) Deferred Tax 4 593.61 675.68
(XI) Profit/(Loss) for the year from continuing
operations (IX - X) 5,095.08 4,924.17
(XII) Earnings per equity share (before Extraordinary items)
(1) Basic 1.07 2.94
(2) Diluted 1.07 2.94
(XIII)Earnings per equity share (After Extraordinary items)
(1) Basic 3.22 3.11
(2) Diluted 3.22 3.11
Accounting Policy and Notes to Accounts 22

For Fresenius Kabi Oncology Limited As per our report

of even date attached

RAKESH BHARGAVA PETER F. NILSSON DHEERAJ CHOPRA NIKHIL KULSHRESHTHA For G. BASU & CO.
Chairman Managing Director & CEO Chief Financial Officer Company Secretary Chartered Accountants
Firm registration number: 301174E

S. LAHIRI
Gurgaon Partner
30th May 2012 Membership No-51717

55
 Statement of Cash Flow (Pursuant to AS-3) Indirect Method

(` in Lacs)
For the year ended For the year ended
31st March 2012 31st March 2011
A CASH FLOW FROM OPERATING ACTIVITIES
NET PROFIT BEFORE TAX AND EXTRAORDINARY ITEMS 7,169.60 6,999.81
ADD:
Depreciation 2,396.76 1,692.00
Interest Paid 1,084.77 1,802.97
Unrealised Loss / (Gain) in Foreign Exchange 681.19 (152.07)
Loss on sale of Fixed Assets 37.99 4,200.71 29.76 3,372.66
11,370.31 10,372.47
LESS:
Interest Received 138.61 257.08
Extra ordinary Income (Realisation on Investments in
wholly owned subsidiary in excess of cost) - 268.07
138.61 525.15
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 11,231.70 9,847.32
WORKING CAPITAL CHANGES
(Increase)/Decrease in Inventories 1,867.35 (1,702.01)
(Increase)/Decrease in Debtors & Other Receivable 14.73 (2,970.05)
Increase/ (Decrease) in Trade and Other payable 5,773.91 1,374.79
Increase/(Decrease) in Working Capital 7,655.99 (3,297.27)
Cash generated from operating activities 18,887.69 6,550.05
TAX PAID (1,283.53) (1,546.37)
CASH USED(-)/ + GENERATED FOR OPERATING ACTIVITIES (A) 17,604.16 5,003.68
B. CASH FLOW FROM INVESTING ACTIVITIES
Payment against acquisition of Fixed Assets (11,242.39) (12,326.09)
Proceeds from sale of Fixed assets 175.94 204.80
Proceeds of Investment in Subsidiaries dissolved 12,625.20 548.77
CASH USED(-)/ + GENERATED FOR INVESTING ACTIVITIES (B) 1,558.75 (11,572.52)
C. CASH FLOW FROM FINANCING ACTIVITIES
REPAYMENT(-)/PROCEEDS(+) FROM SHORT TERM LOANS
AND LONG TERM LOAN (18,563.77) 6,726.74
Interest Paid (1,084.77) (1,802.97)
CASH USED(-)/ + (GENERATED) IN FINANCING ACTIVITIES (C) (19,648.54) 4,923.77
NET INCREASE + /DECREASE (-) IN CASH AND
CASH EQUIVALENTS (A+B+C) (485.66) (1,645.07)
CASH AND CASH EQUIVALENTS OPENING BALANCE 1,849.50 3,494.57
CASH AND CASH EQUIVALENTS CLOSING BALANCE 1,363.86 1,849.50
CASH AND CASH EQUIVALENTS (YEAR END) :
Balances with banks 1,354.81 1,843.81
Cash-in-Hand 9.05 5.69

For Fresenius Kabi Oncology Limited As per our report

of even date attached

RAKESH BHARGAVA PETER F. NILSSON DHEERAJ CHOPRA NIKHIL KULSHRESHTHA For G. BASU & CO.
Chairman Managing Director & CEO Chief Financial Officer Company Secretary Chartered Accountants
Firm registration number: 301174E

S. LAHIRI
Gurgaon Partner
30th May 2012 Membership No-51717

56
 Schedules annexed to and forming part of the Balance Sheet as at 31 st
March 2012

SCHEDULE 1: SHARE CAPITAL

1. (a) Particulars of Shares:
(` in Lacs)
Sl Class of Shares Face Authorised Capital Issued, Subscribed Number of shares
No. value of & Fully Paid up held by Fresenius
one shares Total Kabi (Singapore)
Pte. Ltd., Holding
No. Value No. Value Body Corporate
A (i) Equity Shares As at 31st Re. 1 180,000,000 1,800 158,227,655 1,582.28 142,404,889
March 2012 (142,404,889)
As at 31st Re. 1 (180,000,000) (1,800) (158,227,655) (1582.28)
March 2011
Total share capital × 180,000,000 1,800 158,227,655 1,582.28
× (180,000,000) (1,800) (158,227,655) (1582.28)
Note:
1) There is no restriction on transferability of shares.
2) There has been no movement of share during the year or previous year.

SCHEDULE 2: RESERVE & SURPLUS

(` in Lacs)
Particulars Details As at Details As at
31st March 2012 31st March 2011
Capital Reserve:
Opening Balance 150.00 150.00
Add: Addition during the year (Subsidy received) 30.00 –
180.00 150.00
Securities Premium Reserve: (As per last account) 7,675.41 7,675.41
General Reserve:
Opening Balance 18,411.42 18,411.42
Add: Transferred from surplus 25,000.00 –
43,411.42 18,411.42
Surplus / (deficit):
Opening Balance 26,314.99 21,390.82
Add: Profit/(Loss) for the year 5,095.08 4,924.17
Total 31,410.07 26,314.99
Less:Transferred to General Reserve 25,000.00 –
6,410.07 26,314.99
Total 57,676.90 52,551.82

57
 SCHEDULE 3: LONG TERM BORROWING
(` in Lacs)
Sl Nature of Borrowing Period Total Secured Unsecured Term of repayment Rate of Interest
i) Foreign Currency Term As at 31st 9,522.05 - 9,522.05
Loans from Related March 2012
Party (Holding
Company)
As at 31st (9,522.05) - (9,522.05) Repayable in 2013-14 Euribor+200
March 2011 basis points
Total As at 31st 9,522.05 - 9,522.05
March 2012
As at 31st (9,522.05) - (9,522.05)
March 2011

Note:
1. There is no default in repayment of principal loan or interest thereon.
2. No guarantee bond has been furnished against any loan by any third party including directors

SCHEDULE 4: DEFFERED TAX LIABILITIES (NET)

(` in Lacs)
Particulars Details As at Details As at
31st March 2012 31st March 2011
Deferred Tax Liability :
Depreciation 2,328.21 1,480.42
Less: Deferred Tax Assets :
Doubtful debts 200.09 171.62
Provision for leave salary 202.76 141.42
Provision for Gratiuty 73.94 30.60
Provision for others 196.98 231.62
Doubtful Advances 32.55 32.55
Provision against financial instrument 155.67 861.98 607.81
Net Deferred Tax Liability 1,466.23 872.61
(Decrease)/Accretion in Deferred Tax Liability
provided during the year 593.62 676.00

SCHEDULE 5: LONG TERM PROVISIONS

(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
Leave encashment 548.73 339.50
For Taxation 2,738.67 2,679.59
3,287.40 3,019.09

58
SCHEDULE 6: SHORT TERM BORROWINGS
(` in Lacs)
Sl Nature of Borrowing Period Total Secured Unsecured
i) Cash Credits from bank As at 31st March 2012 1,139.59 1,112.55 27.04
As at 31st March 2011 (8,699.16) (6,350.47) (2,348.69)
ii) Foreign Currency Loan from Banks As at 31st March 2012 4,069.60 0.00 4,069.60
As at 31st March 2011 (5,573.80) (0.00) (5,573.80)
iii). Loan from related Party As at 31st March 2012 0.00 0.00 0.00
As at 31st March 2011 (3,000.00) (0.00) (3,000.00)
vi). Other Loan from Bank As at 31st March 2012 0.00 0.00 0.00
As at 31st March 2011 (6,500.00) (0.00) (6,500.00)
Total As at 31st March 2012 5,209.19 1,112.55 4,096.64
As at 31st March 2011 (23,772.96) (6,350.47) (17,422.49)

Note:
1. There is no default in repayment of principal loan or interest thereon.
2. Secured component of cash credits is secured by hypothecation of inventories and book debts.
3. Unsecured Loan from bank in foreign currency is covered by guarantee bond furnished by Fresenius Kabi AG a holding
entity.
4. No other third party including Director of company has furnished any guarantee bond against any loan.

SCHEDULE 7: OTHER CURRENT LIABILITIES

(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
Interest accrued & not due 79.62 64.09
Unpaid dividends 4.53 5.75
Advances from Customers 170.87 142.59
Statutory Liabilities 363.09 283.51
Total 618.11 495.94

SCHEDULE 8: SHORT TERM PROVISIONS

(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
For Leave Encashment 47.78 76.56
For Gratuity Payable 217.53 90.02
For Taxation 6,411.10 5,131.47
For Provision against off balance sheet exposure
in financial instrument 458.43 –
For Provision -others 579.42 681.43
Total 7,714.26 5,979.48

59
60
SCHEDULE 9 – FIXED ASSETS
(` in Lacs)
Gross Block Depreciation / Amortisation Net Block
Sl Particulars of Assets Gross Cost / Addition
Value as Acquisition Other Sub Sale/ Gross Total as for the Sale/ Total as W.D.V. as W.D.V. as
on 1st April Adjustment Total adjustment Balance as 1st April year adjustment on 31st on 31st on 31st
2011 during this on 31st 2011 during this March 2012 March 2012 March 2011
year March 2012 year

i) Tangible Assets
Freehold Land 625.77 – – – – 625.77 – – – – 625.77 625.77
Leasehold Land 420.39 – – – – 420.39 7.81 14.26 – 22.07 398.32 412.58
Building, Road & Culverts 6,051.90 – 1,970.84 1,970.84 – 8,022.74 897.75 225.44 – 1,123.19 6,899.54 5,154.15
Plant & Machinery 19,504.63 461.46 4,309.62 4,771.08 125.28 24,150.43 4,028.00 1,311.54 86.06 5,253.48 18,896.95 15,476.63
Vehicles 246.44 7.00 – 7.00 27.95 225.49 112.33 32.14 19.12 125.35 100.14 134.11
Furniture & Fixtures 2,739.90 83.32 – 83.32 9.95 2,813.26 390.77 398.79 5.20 784.36 2,028.90 2,349.13
Office Equipment 509.63 135.52 – 135.52 2.21 642.94 85.77 83.34 0.85 168.26 474.68 423.86
Computers 1,129.96 150.49 – 150.49 20.24 1,260.22 500.78 243.63 14.37 730.04 530.18 629.18
Total: 31,228.64 837.79 6,280.46 7,118.25 185.64 38,161.25 6,023.21 2,309.15 125.60 8,206.76 29,954.49 25,205.43
ii) Intangible Assets
Product Development 602.66 – – – – 602.66 180.80 60.39 – 241.19 361.47 421.86
Patent/ Product Rights 270.00 0.69 – 0.69 – 270.69 67.46 27.22 – 94.68 176.01 202.54
Other (specify) – – – – – – – – – – – –
Total: 872.66 0.69 – 0.69 – 873.35 248.26 87.61 – 335.87 537.47 624.40
iii) Capital Work–in–progress 9,258.39 10,403.91 (6,280.46) 4,123.46 – 13,381.84 – – – – 13,381.84 8,958.84
iv) Intangible assets under
Development 598.07 – – – 153.86 444.21 – – – – 444.21 598.07
Grand Total (i+ii+iii+iv) 41,957.76 11,242.39 – 11,242.39 339.50 52,860.65 6,271.47 2,396.76 125.60 8,542.63 44,318.01 35,386.74
Previous Year 29,964.62 19,342.74 – – 7,349.62 41,957.74 4,677.86 1,692.00 98.39 6,271.47 35,686.27 25,286.76

Note: Leasehold Land relates to

1) 61.943 acres of Land at Kalyani taken on operational lease for 999 years from 11th January 1989.
2) 77465 square feet of Land at Gurgaon taken on operational lease for 11 years from 1st October 2009.
SCHEDULE 10: NON-CURRENT-INVESTMENTS
(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
A) Investment in overseas subsidiary in fully paid - 12,625.20
equity instrument
Fresenius Kabi Onclogy PLC, UK
B) Trade investment in Domestic Company in fully 3.00 3.00
paid equity Instrument
Shivalik Solid Waste Management Limited
Total 3.00 12,628.20
Note: Aggregate Book value of unquoted Investments 3.00 12,628.20
SCHEDULE 11: LONG TERM LOANS & ADVANCES (UNSECURED)
(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
Advance Payment of Tax (Considered good) 3,643.16 3,201.79
Other Loans & Advances (Considered good) 169.97 169.97
Total 3,813.13 3,371.76

SCHEDULE 12: OTHER NON-CURRENT ASSETS

(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
Miscellaneous Expenditure 12.34 12.72
(Read with note no 19 of Schedule 22)
Total 12.34 12.72

SCHEDULE 13: INVENTORIES

(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
Raw Materials 8,141.69 9,670.57
Work-in-Progress 5,127.20 4,902.37
Finished goods 3,474.83 4,302.03
Stores & spares 1,912.29 1,701.23
Plantation in progress 199.03 146.19
Total 18,855.04 20,722.39
Note: Raw Material includes stock-in-transit ` 56.11 Lacs, Previous year Nil.
SCHEDULE 14: TRADE RECEIVABLES
(` in Lacs)
Particulars Details As at Details As at
31st March 2012 31st March 2011
Unsecured:
Debts outstanding for a period of above 6 month
Considered good 8,575.88 3,118.23
Considered doubtful 588.67 504.90
9,164.55 3,623.13
Less: Provision for doubtful debts 588.67 504.90
8,575.88 3,118.23 3,118.23
Other debts: considered good 11,596.01 14,541.20
Total 20,171.89 17,659.43

61
 SCHEDULE 15: CASH & CASH EQUIVALENTS
(` in Lacs)
Particulars As at As at
31st March 2012 31st March 2011
Balances with banks 1,354.81 1,843.81
Cash-in-Hand 9.05 5.69
Total 1,363.86 1,849.50
Note:
1. Balances with banks include -
a) Balance in unpaid dividend account 5.00 6.00
b) Pledged on account of Margin money against LC 478.00 3.00
c) Pledged with government authorities against Earnest money Deposit 160.00 17.00

SCHEDULE 16: SHORT TERM LOANS & ADVANCES

(` in Lacs)
Particulars Details As at Details As at
31st March 2012 31st March 2011
Unsecured:
Capital Advance (Considered good) 231.04 299.55
Security Deposit (Considered good) 617.10 407.04
Loans & Advances to
Related to Parties (Considered good) - 4,042.96
Advances to Suppliers Considered good 4,618.69 2,093.33
Considered Doubtful 95.61 95.61
4,714.30 2,188.94
Less: Provision for doubtful advance 95.61 4,618.69 95.61 2,093.33
Advances to Employees (Considered good) 86.67 81.61
Balance with Excise Authorities (Considered good) 657.08 2,297.85
Advance Payment of Tax (Considered good) 5,772.14 4,874.64
Deposit with Govt. Authorities (Considered good) 17.24 18.00
Other Loans & Advances (Considered good) 476.36 176.94
Total 12,476.32 14,291.92

Note:
1. Loans & Advances due from officers severally or jointly with other parties 31.02 20.67
2. Loans & Advances due from private companies where one - 5.30
or more directors are director or member
Additional Disclosure as per Clause 32 of the Listing Agreement:
Loan to subsidiary (Fresenius Kabi Oncology Plc.)
Balance at year end - 4,042.96
Maximum due during the year - 4,042.96
Repayment time NA Repayable on
demand

62
SCHEDULE 17(A): REVENUE FROM OPERATIONS
(` in Lacs)
Particulars Details For the year ended Details For the year ended
31st March 2012 31st March 2011
A Sale of Products 48,685.48 41,551.16
Domestic 7,033.14 6,730.19
Export 41,652.34 34,820.97
B Sale of Services 4,382.35 -
C Other Operating Revenues 937.39 1,062.43
Export Subsidy 831.94 899.28
Sale of Scrap 101.55 123.73
Miscellanceous Receipts 3.90 39.42
D Less Excise Duty (1,573.61) (1,336.73)
Total 52,431.61 41,276.86

SCHEDULE 17(B): OTHER INCOME

(` in Lacs)
Particulars For the year ended For the year ended
31st March 2012 31st March 2011
A Interest Income on
i) Fixed Deposit 105.79 1.21
(TDS ` 11.23, Previous Year ` 0.10)
ii) Loan (TDS ` 6.54, Previous Year ` 38.58) 32.82 257.08
B Provision for doubtful advances written back – 53.01
C Provision for doubtful debts written back 151.59 277.90
Total 290.20 589.21

SCHEDULE 18: EMPLOYEE BENEFITS EXPENSES

(` in Lacs)
Particulars For the year ended For the year ended
31st March 2012 31st March 2011
A Salaries, Wages and Bonus 4,935.59 4,647.00
B Contribution to Provident and Other Funds 577.20 397.58
C Workmen and Staff Welfare 585.21 565.92
Total 6,098.00 5,610.50

SCHEDULE 19: FINANCE COST

(` in Lacs)
Particulars For the year ended For the year ended
31st March 2012 31st March 2011
A Interest Expense 1,005.44 1,571.28
B Bank Charges 79.33 231.69
C Net (gain)/loss on foreign currency transaction 681.19 (2,271.51)
Total 1,765.96 (468.54)

63
 SCHEDULE 20: DEPRECIATION & AMORTISATIONS
(` in Lacs)
Particulars For the year ended For the year ended
31st March 2012 31st March 2011
Depreciation on Tangible Fixed Assets (Schedule 9) 2,309.15 1,604.73
Amortisation of Intangible Fixed Assets (Schedule 9) 87.61 87.27
Total 2,396.76 1,692.00

SCHEDULE 21: OTHER EXPENSES

(` in Lacs)
Particulars For the year ended For the year ended
31st March 2012 31st March 2011
Power and Fuel 1,776.79 1,292.68
Stores and Spares Consumed 2,255.08 1,300.42
Repair to Building 61.03 52.36
Repair to Plant and Machinery 308.62 192.97
Repair to Others 167.61 94.46
Processing Charges 1,036.72 973.04
Other Manufacturing Expenses 6.61 70.85
Rates and taxes 331.48 74.21
Rent 142.47 228.15
Insurance 103.61 54.85
Freight and Forwarding Charges 986.53 753.80
Printing & Stationery 119.33 126.55
Commission,Discount and Rebate 195.54 248.95
Advertisement and Publicity 381.02 865.94
Travel and Conveyance 718.02 885.55
Legal and Professional 456.47 751.20
Telephone and Fax Expenses 206.39 197.56
Security Expenses 87.04 67.33
General Charges 1,376.63 1,300.63
Director’s Fees 3.60 4.35
Auditor’s Remuneration 39.58 61.26
Contribution to Scientific Research 6,569.02 4,547.46
Loss on Sale of Fixed Assets 37.99 29.75
Computer Maintenance expenses 433.59 256.26
Provision for Doubtful Debts (net of realisation) 443.29 255.21
Fixed Assets Written Down 3.00 80.59
Total 18,247.05 14,766.39

64
Annexed to and forming part of the Accounts for the year ended 31st March 2012 of Fresenius
Kabi Oncology Ltd.
SCHEDULE 22: ACCOUNTING POLICIES & NOTES TO ACCOUNTS (Figures in ` Lacs)
A. ACCOUNTING POLICIES
Significant Accounting Policies are summarized below
a. Basis of preparation of Financial Statements:
The accounts have been prepared in accordance with Indian GAAP under historic cost convention. GAAP enjoins
adherences of mandatory accounting standards prescribed by the Companies (Accounting Standards) Rules, 2006,
guidelines issued by SEBI and specific provisions of Companies Act 1956 on disclosure & accounting exigencies.
To comply with GAAP, estimate and assumptions are made for factors affecting balances of year end assets and
liabilities and disclosure of contingent liabilities. Such estimates change from time to time according to situation and
appropriate changes are made with the knowledge of circumstances warranting such changes. Material changes are
reported in notes to accounts including disclosures of financial impact thereof.
b. Fixed Assets and Depreciation/Amortisation (Tangible & Intangible):
Fixed assets are stated at cost less accumulated depreciation and impairment losses. Cost comprises the purchase
price and any directly & indirectly attributable expense of bringing the asset to its working condition for its intended
use including expenses on startup, commissioning, trial run and experimental production.
Any income generated during project implementation is reduced from project cost.
• Depreciation on Fixed Assets at factory locations have been provided for on straight line method at rates specified
in schedule XIV of the Companies Act 1956, and the same at non factory locations have been provided on written
down value method at the rates specified in the aforesaid Schedule.
• No depreciation has been provided on leasehold land, which are either for a period of 999 years or of perpetual
nature. Relevant assets will be amortised in the year of termination of lease-deed, if occurs.
• The date of commencement of commercial production is identified with the date of attainment of ability of the
plant to operate commercially ignoring delay in commencement of actual production, if any, caused by statutory/
regulatory hindrances including delay in approval of sample.
• Expenditure incurred on account of product development is capitalized as intangible assets. The same is amortised
on Straight Line method over a period of 10 years from the year of completion of development.
• Patents acquired from external sources are treated as intangible assets which are amortized on Straight Line
method over a period of 10 years from the year of acquisition.
c. Impairment of Assets:
i. The company identifies impairable tangible fixed assets at the year-end in term of cash generating unit concept
for the purpose of arriving at impairment loss thereon being the difference between the book value and recoverable
value of relevant assets if indication of impairment exists within the meaning of para 5 to 13 of AS-28 issued by
ICAI. Impairment loss if any when crystallizes is charged against revenue of the year.
ii. Intangible assets are subjected to periodic test of impairment on asset specific perspective in terms of para-83,
AS-26.
d. Investments:
Investments being of long-term in nature, are held at cost.
e. Inventory:
Stocks are valued at lower of cost or net realizable value. Cost is determined as follows:
• Raw materials, Packing materials, stores & Spares At cost computed on moving average Basis.
• Work-in-process At cost of input plus overhead
Upto the stage of completion.
• Finished goods At cost of input plus appropriate Overhead.
• Plantation-in-progress At actual cost.

65
 f. Plantation Accounting:
Regarding plantation of agro based input undertaken by the company in joint venture with a third party plantation
period wherein extend in years and yield there-from augment with repeat cultivation, entire annual recurring cost is
charged to plantation-in -progress in the year of incurrence and one-time cost is charged to plantation-in-progress in
deferred context over the lease period, the plantation land relates to.
Plantation cost proving higher than realisable value of the output in initial years of harvesting, final output is carried
at realizable value, leaving the excess of cost over realizable value for deferred amortization against annual plantation
cost over remaining period of lease of plantation land.
g. Research and Development Expenses:
Scientific research expenses are charged to the Profit & Loss Account in the year in which the expenses are incurred.
Development expenses when duly measurable for attribution in intangible asset specific context are capitalized as
stated in A(b) above on account of intangible asset for intended use only when technical feasibility of completing the
asset with adequacy of technical, financial & other resources in the custody of company to complete the development
& it's generation of further economic benefit are assured, otherwise the same is charged to revenue.
h. Retirement Benefits:
Liabilities in respect of retirement benefits to employees are provided for as follows: -
Defined Benefit Plans:
• Leave salary of employees on the basis of actuarial valuation as per AS 15 (revised).
• Gratuity liability on the basis of actuarial valuation as per AS 15 (revised)
Defined Contribution Plans:
• Liability for superannuation fund on the basis of the premium paid to the Life Insurance Corporation of India in
respect of employees covered under Superannuation Fund Policy.
• Provident fund & ESI on the basis of actual liability accrued and paid to trust / authority.
i. Recognition of Income and expenses:
• Sales and purchases are accounted for on the basis of passing of title to the goods.
• Sales comprise of sale price of goods including excise duty but exclude trade discount, VAT and sales tax.
• Income from research & development services extended is accounted for in respect of the period, relevant
service relate to.
• Exports subsidy is accounted for on the basis of receipt of licence.
• All items of incomes and expenses have been accounted for on accrual basis.
j. Income Tax and Deferred Tax:
The liability of company is estimated considering the provision of the Income Tax, 1961. Deferred tax is recognized
subject to the consideration of prudence, on time differences being the difference between taxable income and
accounting income that originate in one period and capable of reversal in one or more subsequent periods in due
cognizance of AS-22, issued by ICAI.
k. Forward Contract and option in foreign currency:
Gains or loss on forward exchange contracts to hedge overseas exposures against adverse currency fluctuation under
mark to market are computed by multiplying foreign currency amount of forward exchange contract by the difference
between the forward rate available at the reporting date for the remaining maturity contract and contracted forward
rate.
l. Contingent Liabilities:
Disputed liabilities and claims against the company including claims raised by fiscal authorities are provided in accounts
unless no reliable estimate can be made of the amount of obligation or possibility of future cash flow is remote.
Otherwise the same is disclosed by way of notes to accounts.
m. Foreign Currency Translation:
Foreign branches/offices are treated as integral operation as defined under AS-11 (Revised). Revenue items have been
converted at the simple average of monthly exchange rates prevailing during the year. Fixed assets have been converted
at the rates prevailing on dates of purchase of overseas assets. Outside liabilities and assets other than fixed assets
are converted at the year-end exchange rate. Exchange gain or loss arising out of above is charged to Profit & Loss
Account.

66
 • Transactions in foreign currencies are recognized at rate of overseas currency ruling on the date of transactions.
Gain / Loss arising on account of rise or fall in overseas currencies vis-à-vis reporting currency between the date
of transaction and that of payment is charged to Profit & Loss Account.
• Increase / decrease in foreign currency loan on account of exchange fluctuation is debited / credited to profit and
loss account.
• Impact of exchange fluctuation is separately disclosed in notes to accounts.
n. Miscellaneous Expenditure:
i) Deferred Plantation Expenses:
Deferred Plantation Expenses incurred in a year are amortized equally during residual life of leasehold agricultural
land, plantation relates to.
o. Government Grants:
Project Capital subsidy is credited to shareholder's funds as Capital reserve.
B. NOTES TO ACCOUNTS
1. Test of impairment of tangible fixed assets conducted for three cash generating units (CGUs) of the Company (Kalyani
unit, Baddi-I unit & Nalagarh unit) revealed their recoverable value arrived at on the basis of value in use concept
higher than corresponding carrying costs. This ruled out the cause of any further exercise of ascertaining recoverable
value on the basis of net selling price method and exigency of impairment provision.
2. Contingent Liabilities (not provided for):
A) Claims against the company not acknowledge as debts:
i. Excise duty demand disputed ` 11.24 (previous year ` 27.31).
ii. Income tax demand disputed ` 1,217.16 (Previous Year ` 569.60).
iii. Others ` 193.07 (Previous Year ` 193.07).
B) Guarantee Furnished ` 241.96 (Previous Year ` 242.54).
3. Commitments
i. Capital Contract ` 5,474.40 (Previous Year ` 7,941.83).
ii. Counter Guarantee against LC (sight) ` 129.86 (Previous Year ` 370.18).
4 Contingent liabilities provided for:-
Information pursuant to AS-29 on claims lodged against the company which has been disputed provided for:-

Particulars Opening Provision Closing Forum where

Provision Utilized/ Provision the dispute is
1st April Adjusted 31st March pending
2011 during the 2012
year
Aventis a party in Philippines has lodged claim for 373.90 102.00 271.90 Hon'ble Court -
compensation against the company on alleged ground (465.64) (91.74) (373.90) Philippines
of infringement of patent right being disputed by
company in court.
Compensation claimed by Welcure Ltd.,one of 240.52 - 240.52 Arbitration
company's erstwhile distributors, on alleged ground (240.52) (240.52)
of wrongful termination of product manufacturing
agreement, which has been contested by the company.
Total 614.42 102.00* 512.42
(706.16) (91.74) (614.42)
i) No provision has been made during the year.
ii) * To meet part of expenses provisioned earlier, provisions amounting to ` 102 (previous year ` 91.74) was utilized
during the year.
iii) Aforesaid provisions had been made in accounts as a measure of prudence in apprehension of possible outflow of
resources in future at point of time not being readily ascertainable.
iv) Said provisions against disputed liabilities, form part of provision others in schedule 8 of the Balance Sheet.

67
 5. Building constructed on leasehold land included in the value of building in fixed assets schedule:
As at 31st March 2012 As at 31st March 2011
Cost 3,605.77 1,639.19
Written down Value 3,191.99 1,305.64
For the year Ended For the year Ended
31st March 2012 31st March 2011
6a. Expenditure in Foreign Currency:
Professional & Consultation Fees 1,283.95 715.39
Salary 49.16 0.00
Traveling & Conveyance 117.54 157.76
Advertisement & Commission 669.65 836.55
Administration Charges 80.20 53.69
Interest 316.11 108.35
Others 125.39 81.03
Total 2,642.00 1,952.77
6b. CIF Value of Imports:
Raw Materials 7,038.33 4,515.23
Stores & Spares (including of packing material) 2,059.09 1,680.48
Capital Goods 757.53 1,764.52
Total 9,854.95 7,960.23
6c. Earning in Foreign Exchange:
Export sales at FOB 40,684.52 33,352.87
Interest Income 32.82 257.08
Total 40,717.34 33,609.95
6d. Auditors Remuneration: 31st March 2012 31st March 2011
Audit Fee 19.37 16.50
Branch Auditor's fee 7.66 25.27
Certificaton - 2.90
Reimbursement of expenses 8.98 14.57
Other Matters 3.57 2.02
7a. a) Particulars of major itmes of raw material
Item Purchase Consumption
Current year Previous year Current year Previous year
A Bulk Drug 4,427.96 3,765.15 5,283.85 3,570.89
B Others 12,104.04 9,312.69 12,833.15 7,866.62
Total 16,532.00 13,077.84 18,117.00 11,437.51

68
 b) Particulars of stock in trade
Item Purchase
Current year Previous year
A Injections 114.60 118.18
B Tablets 161.14 178.30
C Others 9.31 5.03
Total 285.05 301.51
c) Particulars of income from services
Nature of Service Product development
Current year Previous year
R&D services provided
(includes ` 4716.28 relates to previous years) 9,097.28 -
d) Closing stock of work in progress
Item Current year Previous year
Formulation 1,028.95 931.73
Bulk Drug 4,098.25 3,970.64
Total 5,127.20 4,902.37
7b) Breakup of Consumptions
Particualars Raw Material Packing Material
(Including stores & spares)
Amt (` Lacs) % Amt (` Lacs) %
Imported 5,722.38 32% 1,737.28 37%
(3,279.57) (28.67%) (655.48) (27.42%)
Domestic 12,394.62 68% 3,005.70 63%
(8,157.94) (71.33%) (1,735.19) (72.58%)
Total 18,117.00 100% 4,743.08 100%
(11,437.51) (100%) (2,390.67) (100%)
(Note: Figures in brackets relate to previous year)
8. Foreign Exchange exposure:
(a) Overseas exposure hedged against adverse currency fluctuations by way of forward contract:
i) Unsecured ECB 14.70 Mio EURO (previous year 14.70 Mio EURO)
ii) Off balance sheet exposure against open 18.00 Mio EURO (previous year 12.05 Mio EURO)
forward contract, mark to market, to hedge 9.00 Mio USD (previous year 9.70 Mio USD)
adverse foreign currency fluctuation
(b) Other Overseas liabilities and assets not being hedged
Sundry Creditors (foreign) (0.12) Mio GBP (previous year 0.17 Mio GBP)
(0.53) Mio USD (previous year 0.92 Mio USD)
1.78 Mio EURO (previous year 0.17 Mio EURO)
Sundry Debtors (foreign) 17.90 Mio EURO (previous year 16.75 Mio EURO)
13.09 Mio USD (previous year 13.69 Mio USD)
(c) There has been a change in treatment of Gain/Loss on forward exchange contract in line with accounting policy no
A(k) as against recognition of income or loss thereon at the point of closure of contract under earlier practice which
led to reduction of profit by Rs 458.43 lacs with corresponding rise in short term provision.

69
 9. Due to Micro & Small enterprises within the meaning of Micro, Small & Medium Enterprises Development Act, 2006
shown under creditors for goods

31st March 2012 31st March 2011

Principal Due 50.34 78.39

There has been no delay in payment beyond specified period attracting interest liability.

10. Related party Disclosures:

Related party disclosures as required under AS-18 are given below:

a) Name of related party and nature of related party relationship where control exists:

Ultimate Holding Entity : Fresenius SE & Co. KGaA

Immediate Holding Entity : Fresenius Kabi (Singapore) Pte. Ltd.

Other Holding Entities : Fresenius Kabi AG, Fresenius Kabi Deutschland GmbH,

Fresenius Kabi Austria GmbH

Subsidiary : Fesenius Kabi Oncology Plc. (UK) (till 24th June 2011).

Fellow Subsidiaries
: Calea Ltd., Fresenius Kabi Brazil Ltda., Fresenius Kabi
Chile Ltda., Fresenius Kabi Korea Ltd., Fresenius Kabi
México S.A. de C.V, Fresenius Kabi Denmark, PT.
Fresenius Kabi Indonesia, Fresenius Kabi México S.A. de
C.V., Fresenius Kabi Philippines Inc, HOSPED GmbH,
Calea UK Ltd., Fresenius Kabi Denmark, Fresenius Kabi
EOOD, Fresenius Kabi Pharma Portugal Lda., Laboratories
Filaxis International S.A, V. Krütten Medizinische Einmalgeräte GmbH,
Fresenius Kabi Argentina SA, Fresenius Kabi Asia
Pacific Ltd., Fresenius Kabi (China) Co. Ltd,
Fresenius Kabi (Singapore) Pte Ltd., Fresenius Kabi Ilac Sanayi ve Ticaret Ltd.,
Fresenius Kabi India Private Ltd.,
Fresenius Netcare GmbH, Pharmaceutical Partners Ontario,
Fresenius Kabi Asiaco GmbH, APP, U.S.A.
Fresenius Kabi Thailand Limited, Sanderson, Peru,
Fresenius Kabi Australia, Fresenius Kabi Oncology Plc. (UK)
Fresenius Kabi Malaysia, Fresenius Kabi Chile,
Fresenius Kabi Hungary, Fresenius Kabi AB Sweden,
Fresenius Kabi Taiwan Ltd.

b) Other related parties transaction

Key management personnel : Dr. Satish B Kulkarni (Managing Director & CEO till 20th October 2011)

Mr. Peter F. Nilsson (Managing Director & CEO from 20th October 2011)

70
Particulars Subsidiary Holding Key Fellow Total Outstanding
Company/ Management Subsidiary As on
Ultimate Personnel 31st March
Holding 2012
Company
Sale of Goods / Debtors 3,411.30 3,132.79 - 30,230.78 36,774.87 14,619.14
(18,373.07) (2,196.68) (-) (6,242.57) (26,812.32) (14,065.35)
Sale of assets - - - 7.60 7.60 -
(-) (-) (-) (-) (-) (-)
Purchase/Receiving of - 183.25 - 484.10 667.35 623.19
Services (-) (71.77) (-) (206.82) (278.59) (204.53)
Inter- company receipt - 9,567.66 - 277.09 9,844.75 -
(-) (-) (-) (-) (-) (-)
Remuneration - - 228.22 - 226.90 -
(-) (-) (240.35) (-) (240.35) (-)
Loan Given - - - - - -
(-) (-) (-) (-) (-) (3,717.07)
Realisation of Loans 3,717.07 - - - 3,717.07 -
Given (-) (-) (-) (-) (-) (-)
Interest Received/ 32.82 - - - 32.82 -
Receivable (-) (-) (-) (-) (-) (325.89)
Loan Taken - - - - - 9,522.05
(-) (2,481.70) (-) (-) (2,481.70) (9,522.05)
Interest Paid - 364.55 115.70 480.25
(-) (224.28) (-) (359.94) (584.22) (-)
Repayments of Loan taken - 3,000.00 3,000.00 -
(-) (-) (-) (-) (-) (-)
Interest Payable - 93.68 - 93.68 93.68
(-) (64.09) (-) (6.74) (70.83) (70.83)
Disposal of Investment 12,625.20 - - - 12,625.20 -
(-) (-) (-) (-) (-) (-)
(Figures in bracket relate to previous year)
1) Sale of goods made to Fresenius Kabi Oncology Plc UK, a Subsidiary Company ` 3,411.30. (previous year ` 18,373.07).
2) Receiving of services includes from Fresenius Kabi Deutschland Gmbh a holding company for ` 183.25 (previous year
` 71.77) & from fellow subsidiaries i.e. Fresenius Netcare GmbH ` 246.09 (previous year ` 206.82), Fresenius Kabi Ab
` 59.88 (previous year ` Nil) and Fresenius Kabi Oncology plc ` 151.20 (previous year ` Nil)
3) Inter -company receipt includes from Fresenius Kabi Deutschland Gmbh ` 9,518.30 out of which ` 9,097.28 towards
product development.
4) Repayment of loan given to subsidiary pertains to Fresenius Kabi Oncology Plc. UK for ` 3,717.07 and Interest received
on the loan is ` 32.82.
5) Interest paid to holding company Fresenius Kabi (Singapore) Pte Ltd : ` 364.55 (previous year ` 224.28) same paid to
Fellow subsidiary Fresenius Kabi India Pvt Ltd ` 115.70 (previous year ` 359.94).
6) Interest payable to holding company Fresenius Kabi (Singapore) Pte Ltd: ` 93.68 (previous year ` 64.09).
7) Receipt from Fresenius Kabi Oncology Plc towards proceeds of disposable of investment.

71
 11. Employee related Dues : (Information pursuant to AS-15)
A) Defined Benefit Plan
a) Expenses recognized during the period
Particulars Gratuity Leave Salary Total
(Funded) (Unfunded)
A. Past Service Cost - - -
(-) (-) (-)
B. Current Service Cost 80.67 143.25 223.92
(52.9O) (153.73) (206.63)
C. Interest Cost 39.15 41.68 80.83
(26.49) (35.32) (61.81)
D. Expected Return on Plan Assets -33.43 - -33.43
(-25.16) - (-25.16)
E. Actuarial Loss/ Gain 190.28 72.08 262.36
(94.47) (-131.15) (-36.68)
F. Total Expenses recognized during 276.67 257.01 533.68
(148.70) (57.90) (206.60)
b) Reconciliation of opening & closing balances of obligations
Particulars Gratuity Leave Salary Total
(Funded) (Unfunded)
I. Obligation as on 1st April 2011 439.69 416.06 855.75
(290.78) (371.2) (661.98)
II. Past service cost - - -
(-) (-) (-)
III. Current service cost 80.67 143.24 223.91
(52.9) (153.73) (206.63)
IV. Interest cost 39.15 41.68 80.83
(26.5) (35.32) (61.82)
V. Actuarial Gain / (Loss) 192.25 72.08 264.33
(94.46) (-131.15) (-36.69)
VI Settlement -61.85 -76.55 -138.4
(-24.95) (-13.04) (-37.99)
VII. Obligation as on 31st March 2012 689.91 596.51 1,286.42
(439.69) (416.06) (855.75)
c) Change in Plan Assets
(Reconciliation of opening and closing balances)
Particulars Gratuity Leave Salary Total
(Funded) (Unfunded)
I. Fair Value of Plan Assets as on 1st April 2011 349.67 - 349.67
(269.19) - (269.19)
II. Expected Return on Plan Assets 33.43 - 33.43
(25.16) - (25.16)
III. Actuarial Gain / (Loss) 1.96 - 1.96
- - -
IV. Employer Contribution 149.17 - 149.17
(80.27) - (80.27)
V. Settlement -61.85 - -61.85
(-24.95) - (-24.95)
VI. Fair Value of Plan as on 31st March 2012 472.38 - 472.38
(349.67) - (349.67)
(Note: Figures in brackets relate to previous year)

72
 d) Obligation vis-à-vis planned assets as on 31st March 2012
Particulars Gratuity Leave Salary Total
(Funded) (Unfunded)
Obligation as on 31st March 2012 689.91 596.51 1,286.42
(439.69) (416.06) (855.75)
st
Planned assets as on 31 March 2012 472.38 - 472.38
(349.67) (-) (349.67)
Deficit as on 31st March 2012 217.53 596.51 814.04
(90.02) (416.06) (506.08)

e. Investment detail of plan assets as on 31st March 2012 100% in reimbursement right from insurance company
for fund managed by it.
f. Actuarial Assumption:
Discount rate (%) 8.60%
Estimated rate of return of benefit obligation 8.50%
Salary escalation ratio inflation (%) 15.00%
Method Projected unit credit method
g. The estimates of future salary increase take into account regular increment, promotional increases and inflationary
consequence over price index.
h. Demographics assumptions take into account mortality factor as per LIC (1994-96) ultimate criteria, employees' turnover
at 13% (previous year 20%), retirement age at 58 (previous year 58).
B. Defined Contribution Plan: -
Company's contribution to different defined contribution plans: -
Particulars 2011-12 2010-11
Provident Fund 191.91 170.31
Employees State Insurance 25.36 22.20
Employees Superannuation Fund 64.96 31.89
Total 282.23 224.40

12 (a) Information about Primary Business Segments: (` in Lacs)

Formulation Bulk Drug Total
Revenue:
External sales 38,878.56 8,233.31 47,111.87
(34,525.18) (5,812.98) (40,338.16)
Inter-segment sales 9,497.95 9,497.95 -
(12,079.20) (12,079.20) (-)
Total Revenue 29,380.61 17,731.26 47,111.87
(22,445.98) (17,892.18) (40,338.16)
Results:
Segment result 7,032.60 2,875.61 9,908.21
(7,137.60) (5,355.44) (12,493.04)
Unallocated corporate expenses 5,643.69
(3,958.33)

73
 (` in Lacs)
Formulation Bulk Drug Total
Operating profit 4,264.52
(8,534.71)
Interest expense 1,084.77
(1,802.97)
Income tax (Current & Deferred) 1,336.40
(2,075.64)
Profit from ordinary activities 1,843.35
(4,656.10)
Extraordinary loss / income 3,251.73
(268.07)
Net Profit 5,095.08
(4,924.17)
Other information:
Segment assets 52,819.90 29,911.84 82,731.74
(41,714.40) (16,245.71) (57,960.11)
Unallocated corporate assets 19,128.52
(48,570.33)
Total assets 101,860.26
(106,530.40)
Segment liabilities 6,547.00 11,718.66 18,265.66
(1,287.78) (1,958.61) (3,246.39)
Corporate Liability 24,350.75
(49,149.98)
Total Liabilities 42,616.41
(52,396.37)
Capital Expenditure 6,612.69 2,625.91 9,238.60
(1,526.33) (6,208.40) (7,734.73)
Depreciation 766.70 566.26 1,332.96
(750.37) (379.14) (1,129.51)
- - -
Non cash expenses other than depreciation (-) (-) (-)
Note: Figures in brackets relates to previous year.
(b) Information about secondary business segment (Geographical Segment):
Out of total sale of `47,111.87 (previous year `41,674.90) ` 41,652.34 (previous year ` 34,820.97) relates to exports and
` 5,459.53 (previous year ` 6,853.92) relates to domestic sales.
13. Information pursuant to AS-19
The total of future minimum lease rent payment under non-cancelable operating lease against residential/office
accommodation.
2011-12 2010-11
- Not later than one year 673.53 670.23
- Later than one year and not later than five years 3,637.44 3,511.77
- Lease rent recognized in Profit and Loss A/c during the year 789.43 929.81

74
14 (a) Movement of Provision for doubtful debts / advances

For the year ended For the year ended

31st March 2012 31st March 2011
Debts Advances Debts Advances
Opening balance 504.90 95.61 1,175.52 148.62
Provision for the year 443.29 - 255.21 -
Less: write back 24.73 - - 53.01
Less: realization 126.86 - 277.90 -
Less: charged off as bad debt/ advance 207.93 - 647.93 -
Closing balance 588.67 95.61 504.90 95.61
(b) Other provision includes `67 (previous year `67) against metaxolone project forming part of capital Work-in-progress
in Schedule "9" being poised for abandonment.
(c) Movement of Provision of Taxation:
Particulars For the year ended For the year ended
31st March 2012 31st March 2011
Opening Balance 7,811.06 6,411.10
Add Provision for the year 1,480.91 1,399.96
Less: Adjustment against advvance tax pertaining to assesment 142.22 -
year 2004-05
Closing Balance 9,149.75 7,811.06
15. Information pursuant to AS-27
a) The Company has entered into contractual obligation with a co-venturer for joint control of cultivation of agro based
input, the co-venturer being the operators of the joint venture. Share of the company's assets, liabilities, income,
expenses and capital commitment in the joint venture deal accounted for/disclosed in financial statement are indicated
below:
Particulars As on As on
31st March 2012 31st March 2011
Plantation- in- progress (forming part of inventories) 199.02 146.19
Rent (forming part of profit & loss account) 3.55 10.45
Deferred plantation expenses (forming part of miscellaneous expenditure) 12.34 12.72
Payable (forming part of creditors for expenses) - 0.35
Advances 22.01 -
Capital commitment (forming part of capital commitment in 3(c) above) 3727.36 3,783.37
b) Break-up of plantation in progress:- As on As on
31st March 2012 31st March 2011
Seed 150.00 100.00
Professional Charges 8.70 8.70
Rent 4.00 1.55
Management Cost 31.35 31.35
Deferred plantation expenses amortized 1.35 0.97
Bonus 3.62 3.62
Total 199.02 146.19

75
 16. Information pursuant to clause 22 of Accounting Standard 21:
a) Fresenius Kabi Oncology Plc ceased to be subsidiary of the company w.e.f 24th June 2011 after entire stake of the
company in relevant wholly owned overseas subsidiary was disposed of at cost to a holding entity.
b) Profit and loss statement for the year ended 31st March 2012 after consolidating operations of Fresenius Kabi Oncology
Plc, for the period it held the status of subsidiary is given below:
Consolidated Profit & Loss Statement for the year ended 31st March 2012 (` in lacs)
DESCRIPTION For the year ended For the year ended
31st March 2012 31st March 2011
I Revenue from operations 52,636.77 52,679.72
II Other Income 329.48 333.86
III Total Revenue (I +II) 52,966.25 53,013.57
IV Expenses
Cost of materials consumed 21,046.93 9,946.92
Purchase of stock in trade 5,423.53 5,048.30
Changes in inventories of FG, WIP & Stock in trade
Finished Goods 1,037.56 (581.43)
Work in Progress (5,322.05) 2,229.37
Employee benefits expenses 6,554.44 7,529.23
Finance costs 1,942.50 3,180.16
Depreciation and Amortisations expenses 2,827.19 3,430.49
Other Expenses 19,721.18 18,554.50
Total Expense 53,231.27 49,337.53
V Profit before exceptional and extraordinary items and tax (III - IV) (265.03) 3,676.04
VI Exceptional Items - -
VII Profit before extraordinary items and tax (V - VI) (265.03) 3,676.04
VIII Extraordinary Items (Refer sub-clause (e) of this Note) 4,448.28
IX Profit before tax (VII + VIII) 4,183.25 3,676.04
X Tax expense
(1) Current tax 1,480.91 1,399.96
(2) Deferred Tax 593.61 675.72
XI Profit/(Loss) for the year from continuing operations (IX - X) 2,108.73 1,600.36
XII Earnings per equity share (before Extraordinary items)
(1) Basic -0.82 1.09
(2) Diluted -0.82 1.09
XIII Earnings per equity share (After Extraordinary items)
(1) Basic 1.33 1.01
(2) Diluted 1.33 1.01

76
 c) Assets and Liabilities ceased to be part of business combination since 24th June 2011 include following:
Particulars ` In Lacs
A) Assets
Fixed Assets 25,456.77
Inventories 11,966.12
Debtors 4,645.25
Cash & Bank 537.18
Loans and Advances 579.98
Sub Total (A) 43,185.30
B) Outside Liabilities
Unsecured Loan 51,618.65
Current Liabilities and Provisions 8,648.52
Sub Total (B) 60,267.17
C) Net Assets (A-B) -17,081.87
d) Fresenius Kabi Plc being the lone subsidiary of the Company at the point of disposal of former's stake, there is no
other financial statement calling for consolidation as on 31st March 2012.
e) Extraordinary income relates to income of ` 4,448.28 accrued during the year on account of research and development
services extended to a holding entity pertaining to earlier financial years following decision to the effect arrived at
during the current financial year netted by ` 268 being the liability for import duty crystallized during the year in
respect of earlier financial years. Extra ordinary income of previous year ` 268.07 lacs relates to excess of realization
over net investment during liquidation proceeding of wholly owned subsidiary of Thailand.
17. Research & Development expenditure include followings:-
Particular's For the year ended For the year ended
31st March 2012 31st March 2011
Advertisement 0.21 0.31
Computer Expenses - 2.45
Power & Fuel 224.46 220.36
Audit fees - 0.75
Legal & Professional 439.04 577.94
Freight, Postage & Telephone Charges 34.56 54.45
Printing & Stationery 69.56 60.65
Rates & Taxes 766.09 338.35
Rent 197.55 518.97
Repair- Plant & Machinery 240.01 117.51
General Exp 1,318.52 741.47
Salary 1,439.61 1,178.00
Stores & spares 402.03 225.24
Travel 222.26 167.95
Security Charges 76.68 18.86
Misc Receipt (50.99) (117.25)
Interest paid 0.73 -
Interest Recd - (0.33)
Insurance Charges 8.70 6.97
Consumption of raw material & chemicals 1,180.02 1,031.89
Total 6,569.04 5,145.53
Less : Transferred to intangible assets in progress - 598.07
Net 6,569.04 4,547.46

77
 18. Information Pursuant to AS-20 on Earning per share (EPS)
a) Without considering of extra-ordinary items:
` In Lacs
Particular's For the year ended For the year ended
31st March 2012 31st March 2011
Profit after tax 5,095.09 4924.17
Add(less) extra ordinary expenses (income) (4,448.28) (268.07)
Add: Impact of change in of accounting financial instrument: 458.43 -
Less: Income Tax on above (84.81) -
Less: Deferred tax on financial instrument recognized
against forward contract (155.67) -
Add: Income tax on extra ordinary item 822.93 -
Profit before extra ordinary items 1,687.69 4,656.10
Number of equity shares (basic & diluted) 158,227,655 158,227,655
EPS (basic and diluted) before considering of extra ordinary items 1.07 2.94
b) After considering of extra-ordinary items:
Profit after tax 5,095.09 4,924.17
Profit including extra-ordinary ims 5,095.09 4,924.17
Number of equity shares (basic & diluted) 158,227,655 158,227,655
EPS (basic and diluted) after considering of extra ordinary items 3.22 3.11

19. Miscellaneous Expenditure:-

(to the extent not written off or adjusted)
Particular's For the year For the year
31st March 2012 31st March 2011
Deferred Plantation Expenses:- - -
Opening Balance 12.72 -
Addition during the year - 13.69
12.72 13.69
Less: Amortised during the year 0.38 12.34 0.97 12.72
20. (a) All monetary figures are expressed in ` Lacs unless stated otherwise.
(b) Previous year figures have been regrouped / recasted wherever considered necessary to make them comparable with
those of the current year.
Signatures to the Notes "1" to "20" Annexed to and forming part of the Accounts.

For Fresenius Kabi Oncology Limited As per our report

of even date attached

RAKESH BHARGAVA PETER F. NILSSON DHEERAJ CHOPRA NIKHIL KULSHRESHTHA For G. BASU & CO.
Chairman Managing Director & CEO Chief Financial Officer Company Secretary Chartered Accountants
Firm registration number: 301174E

S. LAHIRI
Gurgaon Partner
30th May 2012 Membership No-51717

78
NOTES

79
 NOTES

80
Fresenius Kabi Oncology Limited
B-310, Som Datt Chambers-1
Bhikaji Cama Place,
New Delhi-110066, India
www.fresenius-kabi-oncology.com