Aster DM Healthcare Limited has announced that its Board of Directors will convene on January 30, 2026, to deliberate on key corporate matters including quarterly financial results and a new employee stock option scheme. The meeting notification was issued on January 23, 2026, in compliance with regulatory requirements under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Board Meeting Agenda

The board meeting has been scheduled to address two primary agenda items that will shape the company's financial disclosure and employee compensation framework.

Financial Results Consideration

The board will review and approve the company's unaudited standalone and consolidated financial results for the quarter and nine months ended December 31, 2025. This quarterly review represents the third quarter of the fiscal year 2026, providing stakeholders with insights into the company's operational and financial performance during this period.

Employee Stock Option Scheme 2026

A significant agenda item involves the proposed adoption of the Aster DM Healthcare Limited Employee Stock Option Scheme 2026 (ESOS 2026). The scheme is designed to align with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, and other applicable legal frameworks.

Regulatory Compliance

The meeting notification was issued under Regulation 29 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency and timely communication with stock exchanges and stakeholders. The company has informed both BSE Limited and The National Stock Exchange of India Limited about the scheduled board meeting.

The ESOS 2026 adoption, if approved by the board, will be subject to subsequent shareholder approval, maintaining corporate governance standards and regulatory compliance. The scheme aims to provide employee benefits while adhering to current securities regulations governing share-based compensation structures.

Aster DM Healthcare has received approval from the National Company Law Tribunal (NCLT) Hyderabad to convene meetings for its proposed merger with Quality Care India Limited. The tribunal's order dated January 21, 2026, marks a significant step forward in the amalgamation process that was initially approved by both companies' boards on November 29, 2024.

NCLT Directives and Meeting Schedule

The NCLT has issued specific directives for conducting the merger approval meetings:

The tribunal has appointed Ms. Sandhya Rani as Chairperson and Ms. Aishwarya Rajasree Nandiwada as Scrutinizer for the equity shareholder meetings, with fees of ₹1,00,000.00 and ₹75,000.00 respectively. For unsecured trade creditor meetings, Ms. K.V.S. Madhumita will serve as Chairperson and Mr. Mohit Kumar Goyal as Scrutinizer with similar fee structures.

Share Exchange Ratio and Stakeholder Details

The merger scheme establishes a share exchange ratio where Quality Care India shareholders will receive 977 equity shares of Aster DM Healthcare for every 1,000 shares held in Quality Care India. As of October 31, 2025, the stakeholder composition shows significant scale:

Notably, 100% of Aster DM Healthcare's secured creditors and 99.48% of Quality Care India's secured creditors by value have consented to the scheme, enabling the tribunal to dispense with secured creditor meetings.

Strategic Benefits and Market Position

The merger is designed to create one of India's top three hospital chains with diversified presence across nine states and 25 cities. The combined entity will have minimal micro-market overlap, reducing cannibalization risks while maximizing expansion opportunities. Key strategic advantages include:

• Scale and Financial Resilience: Enhanced earnings per share and EBITDA margins for shareholders
• Revenue Synergies: Strengthened international patient attraction and expanded insurance coverage
• Operational Efficiency: Centralized procurement, integrated doctor model, and optimized corporate functions
• Growth Potential: Significant brownfield and greenfield expansion opportunities

Regulatory Approvals and Compliance

The merger has secured necessary regulatory clearances, including approval from the Competition Commission of India (CCI) dated April 15, 2025, under Combination Registration No. C-2025/01/1239. Both BSE Limited and National Stock Exchange of India Limited have issued observation letters for the scheme. The companies will publish meeting notices in Business Standard (English) and Andhra Jyothi (Telugu) editions, with 30 clear days' notice to all stakeholders.

Next Steps

Following the NCLT's directions, both companies will proceed with issuing formal notices to shareholders and creditors for the scheduled meetings. The chairpersons must file compliance affidavits within seven days of the meetings, reporting adherence to all procedural requirements under the Companies Act, 2013, and related rules.