kmc speciality hospitals has disclosed an indirect encumbrance over its promoter group’s shareholding following a pledge and non-disposal undertaking by certain promoter shareholders of its holding company, Sri Kauvery Medical Care (India) Limited (SKMCIL). The move secures non-convertible debentures issued by Prospera Healthcorp Private Limited, impacting the effective control structure of the listed hospital chain without any direct transfer of voting rights in the target company.

The disclosure was filed with BSE Limited on August 11, 2026, pursuant to Regulation 29(1) read with Regulation 29(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Catalyst Trusteeship Limited, acting as the Debenture Trustee for Prospera Healthcorp Private Limited, made the filing on behalf of the debenture holders. The encumbrance arises indirectly because SKMCIL holds 75% of the issued and paid-up share capital of KMC Speciality Hospitals (India) Limited.

Details of Encumbrance

The indirect encumbrance comprises two distinct components created over the equity shares of SKMCIL in favor of the Debenture Trustee:

SKMCIL holds 12,23,13,750 equity shares in KMC Speciality Hospitals (India) Limited, constituting 75% of the listed entity’s total equity share capital of INR 16,30,85,000. The total diluted share/voting capital of the target company remains unchanged at INR 16,30,85,000.

Timeline and Regulatory Framework

The underlying agreements were executed in early July 2026. The Debenture Trust Deed between Prospera Healthcorp Private Limited and Catalyst Trusteeship Limited was dated July 6, 2026. The unattested Share Pledge Agreement was executed on July 7, 2026, while the Non-Disposal Undertakings were provided on July 6, 2026.

Catalyst Trusteeship Limited confirmed the creation of the entire encumbrance on August 7, 2026, coinciding with the allotment of the debentures by the issuer. The filing clarifies that the acquirer, represented by the Debenture Trustee, does not hold any direct shares or voting rights in KMC Speciality Hospitals (India) Limited prior to or after this transaction. The encumbrance is strictly limited to the shares of the holding company, SKMCIL.

What This Means for Shareholders

While the pledge and non-disposal undertaking do not result in a direct change of ownership or voting rights at the listed level, they create a security interest for the debenture holders of Prospera Healthcorp Private Limited. In the event of default on the debentures, the trustee may invoke these rights over the holding company’s stake, which could indirectly influence the control and management of KMC Speciality Hospitals (India) Limited. Investors should monitor subsequent filings for any changes in the promoter group’s effective control or further disclosures related to the debt obligations.

KMC Speciality Hospitals (India) Limited reported a significant improvement in financial performance for the quarter and year ended March 31, 2026, driven by robust operational metrics and expansion across specialties. The company’s net profit for Q4 FY26 surged 223.5% to INR 14.6 Cr, compared to INR 4.5 Cr in the corresponding period of the previous year. This growth was supported by a 36.3% increase in total income, which reached INR 84.2 Cr, and a 71.4% rise in EBITDA to INR 27.8 Cr.

The expansion of the EBITDA margin to 33% in Q4 FY26, up from 26.3% in Q4 FY25, highlights improved operational efficiency. Profit before tax (PBT) for the quarter stood at INR 19.8 Cr, a 124.4% increase year-on-year, with PBT margins improving to 23.5%. The strong financial results were achieved on the back of consistent performance in Mother and Child Care services, which contributed 26% to total income during the quarter.

Operational Performance

Operational metrics reflected the company’s growing capacity and utilization. The average occupancy rate for Q4 FY26 was 81%, compared to 65% in Q4 FY25. Total outpatient volumes increased by 32% to 55,630, while inpatient volumes rose by 17% to 4,823. The blended Average Revenue Per Occupied Bed (ARPOB) improved by 7% to INR 32,838, and the Average Revenue Per Patient (ARPP) for inpatients grew 13% to INR 1,33,895.

Annual Performance FY26

For the full financial year FY26, the company reported a total income of INR 310.8 Cr, a 32.5% increase from INR 234.7 Cr in FY25. Net profit for the year more than doubled, rising 118.1% to INR 46.7 Cr from INR 21.4 Cr in the previous year. EBITDA for FY26 stood at INR 93.0 Cr, with margins expanding to 29.9% from 25.6% in FY25.

Financial Position

The company’s net worth at the end of FY26 was INR 210.4 Cr, up from INR 164.3 Cr in the previous year. Total borrowings, primarily incurred for the new facility “Maa Kauvery,” stood at INR 71.03 Cr. The total cash balance, including fixed deposits, increased significantly to INR 60.8 Cr in FY26 from INR 17.5 Cr in FY25, providing a strong liquidity position.