bio medica laboratories has initiated a postal ballot process to seek shareholder approval for the disinvestment of its entire 51% equity stake in Vitamax Private Limited, alongside resolutions to enhance limits for loans, guarantees, and related party transactions. The move signals a strategic shift as the company prepares to divest from a subsidiary acquired less than a year ago, while simultaneously securing broader financial flexibility for future operations through increased borrowing and investment thresholds.

The Board of Directors approved the proposal to sell the 5,100 equity shares held in Vitamax Private Limited during its meeting on July 27, 2026. Vitamax became a subsidiary of Bio Medica Laboratories following the acquisition of its 51% paid-up equity share capital on September 25, 2025. Upon completion of the proposed transaction and fulfillment of all statutory requirements, Vitamax Private Limited will cease to be a subsidiary of the company. The Board determined that the sale would be executed on terms and conditions deemed beneficial to the company, in accordance with the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In addition to the divestment, shareholders are being asked to approve significant changes to the company’s financial authorization limits. Under Section 186 of the Companies Act, 2013, the Board seeks consent to increase the threshold for loans, guarantees, securities, and investments in other bodies corporate to an aggregate limit of ₹100 crore. This limit exceeds the standard statutory ceiling of 60% of paid-up share capital, free reserves, and securities premium account, or 100% of free reserves and securities premium account, whichever is higher. The resolution aims to enable optimum utilization of available funds for long-term strategic objectives.

The postal ballot also includes a resolution under Section 185 of the Companies Act, 2013, seeking approval to advance loans or provide guarantees to subsidiaries, associates, or joint ventures where directors may be interested. This authorization is capped at the higher of 60% of paid-up share capital, free reserves, and securities premium account, or 100% of free reserves and securities premium account. Furthermore, an ordinary resolution seeks approval for related party transactions under Section 188, with an aggregate value not exceeding ₹50 crore, ensuring compliance with Regulation 23 of the SEBI Listing Regulations.

E-Voting Schedule and Procedures

Shareholders holding shares as of the cut-off date, July 24, 2026, are eligible to vote. The remote e-voting facility is provided by National Securities Depository Limited (NSDL). Voting commences on July 29, 2026, at 9:00 AM and concludes on August 27, 2026, at 5:00 PM. The results will be announced within two working days of the voting conclusion.

M/s Vishakha Agrawal & Associates, Practicing Company Secretaries, have been appointed as the scrutinizer to ensure a fair and transparent voting process. Institutional shareholders are required to submit scanned copies of board resolutions or authority letters to the scrutinizer via email. Individual shareholders can vote through their demat accounts maintained with NSDL or CDSL, or via physical folio numbers if holding shares in physical form.