Apollo Hospitals Enterprise Limited has received a significant update regarding its proposed composite scheme of arrangement, with the National Company Law Tribunal (NCLT) Chennai issuing an order dated April 15, 2026, that modifies key meeting dates for stakeholder approvals.

NCLT Order Details

The Hon'ble National Company Law Tribunal, Division Bench – II, Chennai passed the order on April 15, 2026, which was uploaded on the tribunal's website on April 17, 2026. The company received a copy of the order on April 18, 2026, and promptly informed the stock exchanges under Regulation 30 of the SEBI Listing Regulations.

Composite Scheme Structure

The proposed composite scheme of arrangement involves four entities:

• Apollo Hospitals Enterprise Limited (Company)
• Apollo Healthco Limited (Transferor Company 1)
• Keimed Private Limited (Transferor Company 2)
• Apollo Healthtech Limited (Resultant Company)

The scheme also encompasses their respective shareholders and creditors, requiring comprehensive stakeholder approvals across multiple entities.

Revised Meeting Schedule

The tribunal has approved several modifications to the originally scheduled meeting dates:

Key Tribunal Decisions

The NCLT dismissed the application seeking dispensation of the secured creditors meeting despite the company presenting an affidavit showing 90.96% consent from voting creditors. The tribunal stated that granting such dispensation would amount to reviewing its earlier order dated April 2, 2026, which is not permissible at this stage.

However, the tribunal approved the modification of meeting dates as requested by the companies and also permitted a change of venue for one of the unsecured creditors meetings to Palepu Pharma Distributors Private Limited premises in Chennai.

Regulatory Compliance

This disclosure follows earlier communications dated June 30, 2025; September 24, 2025; December 24, 2025; April 3, 2026; and April 10, 2026, maintaining transparency with stakeholders throughout the scheme process. The scheme remains subject to approval from shareholders and creditors of all involved companies, along with necessary statutory and regulatory approvals including final sanction from the tribunal.

The company has indicated that a certified true copy of the order is awaited and will be filed upon receipt, ensuring complete regulatory compliance for this significant corporate restructuring initiative.

Apollo Hospitals Enterprise Limited has received the certified true copy of the National Company Law Tribunal (NCLT) order dated March 26, 2026, concerning a composite scheme of arrangement involving four companies. The company disclosed this development under Regulation 30 of the SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.

NCLT Order Details

The order was passed by the Hon'ble NCLT Division Bench-II, Chennai, in relation to application CA (CAA) / 8 / (CHE) / 2026. The application was jointly filed by Apollo Hospitals Enterprise Limited, Apollo Healthco Limited, Keimed Private Limited, and Apollo Healthtech Limited under Sections 230 to 232 of the Companies Act, 2013.

Companies Involved in the Scheme

The composite scheme involves four companies with distinct roles:

Apollo Hospitals Enterprise Limited serves as the demerged company with authorized share capital of Rs. 1,10,00,00,000 comprising equity and preference shares. The company has 1,78,239 equity shareholders, 8 secured creditors, and 6,418 unsecured creditors.

Apollo Healthco Limited acts as Transferor Company 1, incorporated on June 16, 2020, with authorized share capital of Rs. 29,25,00,00,000. The company has 14 equity shareholders and 1 preference shareholder.

Keimed Private Limited functions as Transferor Company 2, incorporated on March 10, 2000, with 48 equity shareholders and authorized share capital of Rs. 62,01,00,000.

Apollo Healthtech Limited is the resultant company, incorporated on May 15, 2025, with 8 equity shareholders and authorized share capital of Rs. 5,00,00,000.

Rationale and Business Objectives

The scheme aims to carve out the identified business undertaking from Apollo Hospitals Enterprise Limited, enabling focused management and strategic alignment. Key objectives include:

• Consolidation of pharmacy distribution business of the transferor companies
• Creation of an independent company focusing on digital health and pharmacy distribution
• Enhanced operational efficiency and resource optimization
• Improved supply chain integration and transparency
• Better administrative efficiency and managerial rationalization

NCLT Directions and Meeting Schedule

The tribunal has directed the convening of meetings for various stakeholder classes:

For several stakeholder classes, meetings have been dispensed with due to 100% consent obtained through affidavits, including equity shareholders of Apollo Healthco Limited, Keimed Private Limited, and Apollo Healthtech Limited.

Compliance and Next Steps

The companies must publish advertisements with at least 30 clear days' notice before the meetings in Business Standard (English) and Makkal Kural (Tamil). Individual notices will be sent to stakeholders through registered post, speed post, courier, or email. The appointed chairperson Sri K S Ravichandran will receive a fee of Rs. 2,50,000, while scrutinizer Vedavel, Advocate will receive Rs. 1,20,000 for their services.

The scheme represents a strategic restructuring initiative aimed at creating operational synergies and enabling focused business management across Apollo Hospitals' healthcare ecosystem.