Fischer Medical Ventures Limited has disclosed the creation of a pledge by promoter Shankar Varadharajan involving 30,00,000 equity shares in favor of HDFC Bank Ltd. The disclosure was made on February 6, 2026, in compliance with Regulation 31(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Pledge Transaction Details

The pledge creation took place on February 5, 2026, covering 30,00,000 equity shares representing 4.63% of the company's total share capital. This transaction serves as collateral for a loan facility extended by HDFC Bank Ltd.

Promoter Holdings and Impact

Shankar Varadharajan holds a total of 69,00,15,30 equity shares in Fischer Medical Ventures Limited, representing 10.64% of the company's total share capital. The pledged shares constitute 43.48% of his total promoter shareholding in the company.

Financial Terms and Security Cover

The pledge arrangement involves a loan amount of ₹40 crores against pledged shares valued at ₹109.59 crores on the date of the transaction, providing a security cover ratio of 2.74 times the loan amount.

Fund Utilization

The borrowed amount of ₹40 crores will be utilized for working capital requirements of Fischer Medical Ventures' wholly owned subsidiary. According to the disclosure, this funding will ultimately strengthen group operations and consolidated performance, with no portion allocated for personal use by promoters.

Regulatory Compliance

The company has fulfilled its disclosure obligations under SEBI regulations, noting that while the encumbered shares represent less than 50% of promoter shareholding, they constitute more than 20% of the total share capital, triggering mandatory disclosure requirements. Fischer Medical Ventures Limited is listed on both BSE Limited (Scrip Code: 524743) and National Stock Exchange of India Limited (Scrip Symbol: FISCHER).

Fischer Medical Ventures Limited announced its unaudited financial results for Q3FY26 ended December 31, 2025, demonstrating strong consolidated performance alongside key corporate developments. The Board of Directors approved these results in their meeting held on January 30, 2026, along with several significant organizational changes.

Financial Performance Overview

The company's consolidated operations showed robust growth with total revenue reaching ₹10,218.33 lakhs for Q3FY26, compared to ₹1,212.66 lakhs in the corresponding quarter of the previous year. This substantial increase was primarily driven by revenue from operations of ₹10,109.52 lakhs, marking a significant improvement from ₹1,174.85 lakhs in Q3FY24. The company achieved an EBITDA of 216M rupees in Q3 compared to 5M rupees in the previous year, with EBITDA margin improving significantly to 21.34% from 4.26%.

For the nine-month period ended December 31, 2025, consolidated revenue from operations reached ₹21,084.52 lakhs compared to ₹6,152.45 lakhs in the corresponding period of FY24, while net profit stood at ₹3,813.89 lakhs against a loss of ₹10.42 lakhs in the previous year.

Standalone Performance Analysis

The standalone operations presented a mixed picture for Q3FY26. Revenue from operations was ₹131.50 lakhs, while the company reported a net loss of ₹166.93 lakhs for the quarter. However, the nine-month standalone performance showed revenue from operations of ₹1,328.42 lakhs with a net loss of ₹144.11 lakhs.

Key Corporate Developments

The company announced several important organizational changes during the Board meeting. Mr. Aravindkumar V, Company Secretary & Compliance Officer and Key Managerial Personnel, tendered his resignation effective from the closure of business hours on February 10, 2026, citing personal reasons and career opportunities outside the organization.

Subsidiary Restructuring Initiative

The Board approved a significant restructuring proposal for Fischer Hospitality Sdn. Bhd. (FHSB), the company's Malaysian subsidiary. Under the new structure, a Malaysian trustee will hold 51% of FHSB shares on behalf of Fischer Medical Ventures, while the company will directly hold the remaining 49%. This restructuring has been reviewed and approved by the Audit Committee.

Regulatory Compliance and Share Capital

The company addressed a regulatory matter concerning delayed submission of Related Party Transactions for the half-year ended September 30, 2025. The Board acknowledged this non-compliance was not willful and committed to ensuring timely future submissions. The paid-up equity share capital stood at ₹6,485.15 lakhs with a face value of Re. 1/- per share, following the share subdivision approved in July 2025.

Auditor Review and Compliance

Bilimoria Mehta & Co., Chartered Accountants, conducted limited reviews of both standalone and consolidated financial results. The auditors confirmed that the financial statements comply with Indian Accounting Standards (Ind AS) and SEBI listing regulations. The consolidated results include subsidiaries and associates across multiple jurisdictions, with appropriate conversion adjustments made for international operations.