Virinchi Limited's board of directors has approved seeking shareholder consent through postal ballot for a significant investment proposal by promoter Mr. Viswanath Kompella in the company's healthcare subsidiary. The board meeting, held on January 20, 2026, addressed the preferential allotment of convertible equity warrants in Virinchi Health Care Private Limited.

Investment Structure and Details

The proposed investment involves the issuance of convertible equity warrants to Mr. Viswanath Kompella, who serves as a promoter of Virinchi Limited. The investment structure has been designed to strengthen the subsidiary's financial position while maintaining strategic control.

Valuation and Regulatory Framework

The warrant pricing is based on a comprehensive enterprise valuation of ₹312.08 crores for Virinchi Health Care Private Limited. This valuation was conducted by Mr. A. Someswara Rao, an IBBI-approved independent registered valuer with registration number IBBI/RV/02/2019/11544.

The investment requires shareholder approval under multiple regulatory provisions:

• Regulation 24 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
• Section 188 of the Companies Act, 2013
• Regulation 30 disclosure requirements

Warrant Conversion Terms

The convertible equity warrants come with specific terms and conditions designed to provide flexibility while ensuring commitment from the investor.

Strategic Rationale

According to the board's assessment, this investment aims to achieve sustainable long-term growth and strengthen ongoing business operations. The infusion of capital is expected to improve liquidity for the company while enhancing the material subsidiary's balance sheet position. The board anticipates that this strategic investment will contribute to enhanced shareholder value creation.

Next Steps and Timeline

The board meeting, which commenced at 7:30 PM and concluded at 8:00 PM on January 20, 2026, formally approved the proposal for postal ballot consideration. The company has indicated that detailed information regarding the postal ballot process, including timelines and procedural requirements, will be communicated to shareholders in due course. The postal ballot will seek formal shareholder approval for the preferential allotment before proceeding with the investment.

Vivo Bio Tech Limited has completed a significant acquisition in Virinchi Limited through the allotment of convertible equity warrants, marking a substantial investment by the promoter group entity. The transaction was executed through preferential allotment over two consecutive days in January 2026.

Acquisition Details

The acquisition involved the allotment of 1.60 crore convertible equity warrants to Vivo Bio Tech Limited, completed in two tranches. The company received 86,00,000 warrants on January 08, 2026, followed by 74,00,000 warrants on January 09, 2026.

Shareholding Impact

The acquisition significantly enhances Vivo Bio Tech's position in Virinchi Limited, representing a substantial stake in the target company's equity structure.

Warrant Conversion Terms

The convertible equity warrants carry specific terms for conversion into equity shares of Virinchi Limited. Each warrant entitles the holder to apply for and receive one equity share of face value ₹10.00, ranking pari-passu with existing equity shares.

Key conversion features include:

• Conversion Period: 18 months from allotment date
• Conversion Price: ₹28.00 per share
• Conversion Ratio: 1:1 (one warrant converts to one equity share)
• Rights: Full voting and dividend rights upon conversion

Regulatory Compliance

Vivo Bio Tech Limited has fulfilled its disclosure obligations under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The company submitted the required documentation to BSE Limited (Scrip Code: 532372) and National Stock Exchange of India Limited (Symbol: VIRINCHI) on January 12, 2026.

Post-Acquisition Capital Structure

Following the warrant allotment, Virinchi Limited's diluted share capital stands at 12.60 crores equity shares aggregating ₹126.05 crores. This calculation assumes conversion of all 2.34 crore outstanding warrants into equity shares. The current equity share capital remains unchanged at 10.26 crores shares valued at ₹102.65 crores until warrant conversion occurs.