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.

Apollo Hospitals Enterprise Limited has successfully completed the full acquisition of its subsidiary Apollo Health And Lifestyle Limited by purchasing the remaining minority stake. The healthcare giant acquired 775,744 equity shares from existing individual shareholders, achieving 100% ownership of the wellness-focused subsidiary.

Acquisition Details

The transaction involved Apollo Hospitals purchasing the outstanding minority stake for a total consideration of Rs 18.69 crore. The acquisition was executed at a price of Rs 241 per share for equity shares of Rs 10 each, representing the valuation at which the final minority shareholders exited their investment.

Regulatory Disclosure

The company made the disclosure pursuant to Regulation 30 of SEBI Listing Obligations and Disclosure Requirements Regulations 2015. This acquisition follows previous acquisitions from International Finance Corporation and IFC EAF Apollo Investment Company, which had increased Apollo Hospitals' effective shareholding in Apollo Health And Lifestyle Limited to 99.42%.

Strategic Significance

This acquisition marks the completion of Apollo Hospitals' consolidation strategy for Apollo Health And Lifestyle Limited. By securing 100% ownership, the parent company now has complete operational and strategic control over the subsidiary's health and wellness operations. The move aligns with Apollo Hospitals' broader strategy of strengthening its integrated healthcare ecosystem.

Business Impact

The full takeover of Apollo Health And Lifestyle Limited provides Apollo Hospitals with enhanced flexibility in managing the subsidiary's operations and strategic direction. Complete ownership eliminates minority shareholder considerations in decision-making processes, potentially enabling more streamlined business operations and strategic initiatives within the health and wellness segment.