The Hon'ble National Company Law Tribunal (NCLT), Chennai Bench, has allowed the joint First Motion Application filed by Dr. Agarwal's Health Care Limited (AHCL) and Dr. Agarwal's Eye Hospital Limited (AEHL), marking a significant procedural milestone in the proposed Scheme of amalgamation between the two companies. Both companies have independently disclosed the development to the stock exchange under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The hearing was held on May 05, 2026, and the formal written Order was uploaded on the NCLT website on May 11, 2026.

NCLT Order: Key Details

The Order directs AHCL and AEHL to convene their respective meetings of shareholders and creditors for the purpose of considering and, if thought fit, approving — with or without modification(s) — the amalgamation embodied in the Scheme. The following key details pertain to the meetings as directed by the NCLT:

Background and Prior Disclosures

The disclosures reference prior communications made to the stock exchange, including letters dated February 17, 2026, and August 27, 2025, indicating that the amalgamation process has been underway for a considerable period. The Scheme involves the amalgamation of AHCL and AEHL along with their respective shareholders and creditors, under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, read with the rules and/or regulations framed thereunder.

Next Steps and Pending Approvals

The certified copy of the NCLT Order is currently awaited and will be made available on the websites of both AHCL and AEHL promptly upon its receipt. Both companies have stated that other relevant details pertaining to the aforementioned meetings, along with copies of the notices, shall be submitted to the stock exchange in due course. Importantly, the Scheme remains subject to the receipt of all necessary statutory and regulatory approvals as may be required under applicable laws.

The disclosure on behalf of Dr. Agarwal's Health Care Limited was signed by Thanikainathan Arumugam, Company Secretary and Compliance Officer, and was digitally authenticated on May 11, 2026. The corresponding disclosure on behalf of Dr. Agarwal's Eye Hospital Limited was signed by Meenakshi Jayaraman, Company Secretary and Compliance Officer, also on May 11, 2026.

Dr. Agarwal's Eye Hospital Limited has filed its quarterly compliance certificate with BSE Limited for the period January-March 2026, fulfilling regulatory obligations under SEBI (Depositories and Participants) Regulations, 2018. The submission was made on April 07, 2026, by Company Secretary and Compliance Officer Meenakshi Jayaraman.

Regulatory Compliance Submission

The compliance certificate was submitted under Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018. The certificate covers the company's operations for the quarter ending March 31, 2026, specifically addressing dematerialisation and rematerialisation processes.

Registrar and Transfer Agent Confirmation

Integrated Registry Management Services Private Limited, serving as the company's Registrar and Transfer Agents, provided the compliance confirmation on April 03, 2026. The agency confirmed that monthly reports on dematerialised and rematerialised shares for the January-March 2026 quarter were duly sent to respective stock exchanges.

The registrar confirmed compliance with three key regulatory requirements:

• Shares received for dematerialisation have been listed on stock exchanges where earlier issued shares were listed
• Mutilated and cancelled certificates were properly verified and substituted in records within the prescribed 15-day timeframe
• Details of shares dematerialised or rematerialised during the period were furnished to all relevant stock exchanges

Corporate Communication

The formal communication was addressed to BSE Limited's Corporate Relationship Department at Phiroze Jeejeebhai Towers, Dalal Street, Mumbai. The submission includes the digitally signed certificate from the company's authorized signatory, ensuring proper authentication and regulatory compliance.

Integrated Registry Management Services Private Limited, headquartered in Chennai, operates from Kences Towers on North Usman Road and maintains its registered office at the same location. The agency emphasized the importance of nominee appointments as a shareholder right in its communication.