MedPlus Health Services board has approved the acquisition of the remaining 0.01% stake in Optival Health Solutions Private Limited, consolidating full ownership of its material subsidiary.

Board decision on Optival Health Solutions stake

The Board of Directors of MedPlus Health Services Limited, meeting on September 10, 2026, approved the purchase of the residual 0.01% shareholding from existing shareholders. This transaction increases MedPlus’s stake from 99.99% to 100%, making Optival Health Solutions a wholly owned subsidiary.

The approval was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with clause 1 of Para A of Part A of Schedule III. The company also referenced SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, for detailed disclosures.

Transaction details

The following table summarises the key details of the announced transaction:

Target entity profile

Optival Health Solutions Private Limited operates in the pharmacy retail sector and is classified as a material subsidiary of MedPlus. Incorporated on July 11, 2005, with its registered office in Hyderabad, Telangana, the entity has shown consistent turnover growth over the past three years.

As on March 31, 2026, Optival had an authorised share capital of ₹210 crore and paid-up share capital of ₹209.80 crore. The acquisition is expected to be completed at the earliest, subject to requisite documentation and dematerialisation formalities.

Agilemed Investments Private Limited has created an additional pledge of 5,00,000 equity shares in Medplus Health Services . The move was executed on August 19, 2026, to restore the Security Cover Ratio required under its Share Pledge Agreement.

The disclosure was made on August 26, 2026, pursuant to Regulation 31(1) and 31(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The pledge was created in favor of Catalyst Trusteeship Limited, acting as Debenture Trustee for lenders including Neo Asset Management. This encumbrance does not involve a change in beneficial ownership but restricts disposal rights until obligations are met.

Pledge Details

The total encumbrance comprises multiple pledge events. The latest tranche follows prior pledges in December 2025 and July 2026. The breakdown of the shareholding encumbrance is detailed below.

Post this creation of pledge, Agilemed holds an aggregate of 1,28,77,525 equity shares under pledge. Prior to this, Agilemed had already pledged 48,51,066 shares in December 2025 and an additional 9,00,000 shares in July 2026.

Capital Structure Impact

The total equity share capital of Medplus Health Services remains unchanged at 1,20,137,061 shares following these transactions. The total diluted share/voting capital stands at 1,20,237,751 shares. The acquirer, Catalyst Trusteeship Limited, holds no direct voting rights or other instruments convertible into equity shares; its holding consists solely of the encumbered shares described above.

What the Numbers Show

The progressive nature of the pledges indicates a staged approach to securing debt obligations. The initial large block of 48,51,066 shares pledged in December 2025 constitutes approximately 37.7% of the total currently encumbered stake by Agilemed. The subsequent smaller tranches in July and August 2026 suggest incremental financing needs or refinancing activities rather than a single bulk collateralization event. Investors should monitor future disclosures for any changes in the pledge status or additional encumbrances.