Themis Medicare Limited has issued a corrigendum to its postal ballot notice dated 25th February 2026, following observations received from the National Stock Exchange of India Limited (NSE) on 6th March 2026. The corrigendum addresses NSE's requirements for additional clarifications and information regarding the proposed preferential issue of convertible equity warrants.

Key Revisions to Warrant Issue Terms

The most significant change in the corrigendum relates to the pricing of the convertible equity warrants. The company has revised the warrant issue price and related financial figures based on NSE's observations.

Payment Structure Adjustments

The revised pricing has resulted in corresponding changes to the payment structure for warrant subscription. The company has updated the payment amounts while maintaining the same percentage structure.

The warrants are being issued to Vividhmargi Investments Private Limited (VMIPL), a promoter group company, on a preferential basis. The revised warrant issue price of Rs. 102.87 represents the 90-day volume weighted average price (VWAP) of the company's equity shares preceding the relevant date, as determined according to SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Additional Regulatory Compliance Updates

The corrigendum includes several other modifications to ensure compliance with regulatory requirements. These include updates to references regarding the utilization of funds, clarifying that the board's discretion in fund utilization will be exercised in accordance with the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and other applicable laws.

The company has also corrected certain administrative details, including updating fiscal year references from FY 2024-2025 to FY 2025-26 and providing updated web links for relevant documentation.

Shareholder Consultation Process

To ensure adequate shareholder consideration of the modifications, Themis Medicare is providing a 48-hour window from the date of corrigendum dissemination for shareholders to provide comments on Resolution No. 4 regarding the warrant issuance. Shareholders who have already voted in the ongoing postal ballot can modify their votes by contacting the scrutinizer before the e-voting conclusion on 27th March 2026 at 05:00 p.m.

The corrigendum will be published in The Indian Express (English edition) and Financial Express (Gujarati edition) on 11th March 2026. It will also be made available on the websites of BSE Limited, National Stock Exchange of India Limited, and the company's official website. The document forms an integral part of the original postal ballot notice and should be read in conjunction with it, with all other contents remaining unchanged except for the specified modifications.

Themis Medicare Limited's Preferential Issue Committee held a crucial meeting on February 25, 2026, to deliberate on the company's proposed preferential issue of convertible equity warrants. The committee, constituted by the Board of Directors, approved key decisions regarding the allotment and pricing of these financial instruments.

Warrant Allotment Details

The committee approved the allotment of convertible equity warrants to Vividhmargi Investments Private Limited, a decision that builds upon the Board's earlier approval from February 13, 2026. The pricing structure was established based on professional certification and regulatory compliance requirements.

Regulatory Compliance and Pricing

The committee noted the pricing certificate issued by Mr. Abhishek Wagh, Proprietor of M/s. Abhishek Wagh & Associates, Practicing Company Secretaries. This certificate indicated the minimum issue price of Rs. 99.76 in accordance with Regulation 164 of the SEBI (ICDR) Regulations, 2018. The committee subsequently approved rounding up this price to Rs. 100.00 per convertible equity warrant for practical implementation.

Postal Ballot Schedule

The committee approved the Notice of Postal Ballot to seek shareholder approval for the preferential issue. The approval process is subject to consent from both shareholders and stock exchanges, reflecting the company's commitment to regulatory compliance.

Corporate Governance Framework

The meeting was conducted under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, demonstrating the company's adherence to disclosure requirements. Chairman and Director Dinesh S. Patel signed the disclosure document, ensuring proper authorization and accountability in the decision-making process.

This preferential issue represents a significant corporate action for Themis Medicare Limited, requiring comprehensive stakeholder approval before implementation. The structured approach to pricing, allotment, and approval processes reflects the company's commitment to regulatory compliance and transparent corporate governance practices.