Laxmi Dental Limited's Board of Directors held a significant meeting on March 26, 2026, approving multiple strategic decisions including a major amalgamation scheme and key corporate appointments. The meeting, which commenced at 05:00 P.M. (IST) and concluded at 06:05 P.M. (IST), addressed several critical business matters under Regulation 30 of SEBI Listing Regulations.

Scheme of Amalgamation Approved

The board approved a comprehensive scheme of amalgamation between Bizdent Devices Private Limited (Transferor Company) and Laxmi Dental Limited (Transferee Company) under Sections 230 and 233 of the Companies Act, 2013. The scheme is subject to necessary statutory and regulatory approvals, including approval from the Regional Director, Stock Exchanges, and other regulatory authorities.

The amalgamation is designed to consolidate businesses and create operational synergies while establishing a stronger financial base. Key benefits include improved organizational capability, enhanced cash management efficiency, cost savings through rationalization of business processes, and elimination of administrative duplication.

Financial Position of Merging Entities

The financial details of both companies demonstrate substantial business operations across multiple periods:

Key Appointments and Re-appointments

The board approved several important appointments to strengthen the company's operational framework:

Tax Auditor Re-appointment:

Internal Auditor Appointment:

Executive Designation Changes

The board approved strategic designation changes for key executives to enhance operational leadership:

Policy Updates and ESOP Surrender

The board approved amendments to 17 corporate policies in compliance with latest SEBI regulations, including Nomination and Remuneration Policy, Risk Management Policy, Corporate Social Responsibility Policy, and various codes of conduct.

Additionally, the board noted the surrender of 32,538 Employee Stock Options by Mr. Mitesh Kariya under the Laxmi Dental Employee Stock Option Scheme 2024:

Related Party Transaction Compliance

The amalgamation involves related parties as Bizdent Devices is a wholly-owned subsidiary of Laxmi Dental Limited. However, the Ministry of Corporate Affairs has clarified that transactions under Compromise, Arrangements and Amalgamations provisions do not fall within related party transaction purview under Section 188 of the Companies Act, 2013. Furthermore, SEBI Listing Regulation 23(5)(b) exempts related party transaction provisions between holding companies and wholly-owned subsidiaries.

Laxmi dental Limited has disclosed that its Promoter and Managing Director Sameer Kamlesh Merchant acquired 15,000 equity shares through open market purchase on February 27, 2026. The acquisition was disclosed under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and Regulation 7(2) of SEBI (Prohibition of Insider Trading) Regulations, 2015.

Transaction Details

The share acquisition represents a marginal increase in Merchant's stake in the dental products company. The transaction details are summarized below:

Acquisition Specifics

The transaction involved the purchase of 15,000 equity shares, representing 0.03% of the company's total share capital. Key transaction details include:

Company Capital Structure

Laxmi Dental Limited's equity structure remained unchanged following the acquisition. The company maintains:

• Equity Share Capital: 5,49,62,149 equity shares of Rs. 2/- each
• Total Value: Rs. 10,99,24,298/-
• Diluted Share Capital: 5,53,07,928 equity shares of Rs. 2/- each
• Diluted Capital Value: Rs. 11,06,15,856/-

Regulatory Compliance

The disclosure was filed with both BSE and NSE where Laxmi Dental Limited shares are listed. The company submitted the required documentation under dual regulatory frameworks - SEBI's substantial acquisition regulations and insider trading prohibition rules. Sameer Kamlesh Merchant, holding DIN: 00679893, serves as the company's Promoter, CEO and Managing Director. The company was formerly known as Laxmi Dental Export Private Limited before its current corporate structure.