NCLT Chennai Bench Approves First Motion Application for Amalgamation of Dr. Agarwal's Eye Hospital Limited with Dr. Agarwal's Health Care Limited

The Hon'ble National Company Law Tribunal (NCLT), Chennai Bench, has allowed the joint First Motion Application filed by Dr. Agarwal's Eye Hospital Limited (AEHL) and Dr. Agarwal's Health Care Limited (AHCL), marking a significant procedural milestone in the proposed Scheme of amalgamation between the two companies. The hearing was held on May 05, 2026, and the formal written Order was uploaded on the NCLT website on May 11, 2026, the same date on which the company disclosed the development to the stock exchange under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

NCLT Order: Key Details

The Order directs AEHL and AHCL to convene their respective meetings of shareholders and creditors for the purpose of considering and, if thought fit, approving — with or without modification(s) — the amalgamation embodied in the Scheme. The following key details pertain to the meetings as directed by the NCLT:

Parameter: Details Order Date: May 05, 2026 Order Upload Date (NCLT Website): May 11, 2026 Meeting Date: Thursday, July 02, 2026 Stakeholders Covered (AEHL): Equity Shareholders, Secured Creditors, Unsecured Creditors Stakeholders Covered (AHCL): Equity Shareholders, Secured Creditors, Unsecured Creditors Purpose of Meetings: Consideration and approval of the Scheme of Amalgamation

Background and Prior Disclosures

The disclosure references prior communications made by AEHL to the stock exchange, including letters dated February 17, 2026, and August 27, 2025, indicating that the amalgamation process has been underway for a considerable period. The Scheme involves the amalgamation of AEHL and AHCL along with their respective shareholders and creditors, under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, read with the rules and/or regulations framed thereunder.

Next Steps and Pending Approvals

The certified copy of the NCLT Order is currently awaited and will be made available on the website of AEHL promptly upon its receipt. The company has also stated that other relevant details pertaining to the aforementioned meetings, along with copies of the notices, shall be submitted to the stock exchange in due course. Importantly, the Scheme remains subject to the receipt of all necessary statutory and regulatory approvals as may be required under applicable laws.

The disclosure was signed by Meenakshi Jayaraman, Company Secretary and Compliance Officer of Dr. Agarwal's Eye Hospital Limited, and was digitally authenticated on May 11, 2026.

Dr. Agarwal's Eye Hospital Limited has filed its quarterly compliance certificate with BSE Limited for the period January-March 2026, fulfilling regulatory obligations under SEBI (Depositories and Participants) Regulations, 2018. The submission was made on April 07, 2026, by Company Secretary and Compliance Officer Meenakshi Jayaraman.

Regulatory Compliance Submission

The compliance certificate was submitted under Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018. The certificate covers the company's operations for the quarter ending March 31, 2026, specifically addressing dematerialisation and rematerialisation processes.

Parameter: Details Reporting Period: January 01, 2026 to March 31, 2026 Regulation: SEBI Regulation 74(5) Submitted To: BSE Limited Submission Date: April 07, 2026 Filed By: Meenakshi Jayaraman, Company Secretary

Registrar and Transfer Agent Confirmation

Integrated Registry Management Services Private Limited, serving as the company's Registrar and Transfer Agents, provided the compliance confirmation on April 03, 2026. The agency confirmed that monthly reports on dematerialised and rematerialised shares for the January-March 2026 quarter were duly sent to respective stock exchanges.

The registrar confirmed compliance with three key regulatory requirements:

Shares received for dematerialisation have been listed on stock exchanges where earlier issued shares were listed

Mutilated and cancelled certificates were properly verified and substituted in records within the prescribed 15-day timeframe

Details of shares dematerialised or rematerialised during the period were furnished to all relevant stock exchanges

Corporate Communication

The formal communication was addressed to BSE Limited's Corporate Relationship Department at Phiroze Jeejeebhai Towers, Dalal Street, Mumbai. The submission includes the digitally signed certificate from the company's authorized signatory, ensuring proper authentication and regulatory compliance.

Integrated Registry Management Services Private Limited, headquartered in Chennai, operates from Kences Towers on North Usman Road and maintains its registered office at the same location. The agency emphasized the importance of nominee appointments as a shareholder right in its communication.

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