Vijaya Diagnostic Centre Limited (VDCL) has recently made two significant announcements that could impact its organizational structure and market position.

Leadership Change

Mr. Srinivas Lanka, the Chief Technology Officer (CTO) of Vijaya Diagnostic Centre Limited, has tendered his resignation. According to the company's disclosure:

The company has expressed its appreciation for Mr. Lanka's services and contributions during his tenure.

Corporate Restructuring

In a separate development, Vijaya Diagnostic Centre Limited has received the certified true copy of an order from the National Company Law Tribunal (NCLT), Hyderabad, dated October 13, 2025. This order approves the scheme of amalgamation between VDCL and Medinova Diagnostic Services Limited (MDSL).

Key points regarding the merger:

The merger will become effective when both companies file the certified true copy of the NCLT order, along with the certified true copy of the Scheme of Amalgamation, with the Registrar of Companies in Hyderabad.

Implications and Next Steps

1. Leadership Transition: With the CTO's departure, VDCL may need to initiate a search for a new technology leader to maintain its technological edge in the diagnostic sector.

2. Merger Process: The company will need to complete the necessary filings with the Registrar of Companies to make the merger effective.

3. Shareholder Impact: VDCL will announce a record date for allocating shares to MDSL shareholders as part of the amalgamation process.

4. Market Position: The merger with Medinova Diagnostic Services Limited could potentially strengthen Vijaya Diagnostic Centre's market position in the diagnostic services industry.

Investors and stakeholders of both Vijaya Diagnostic Centre Limited and Medinova Diagnostic Services Limited should keep an eye out for further announcements regarding the effective date of the merger and the share allotment process.

The National Company Law Tribunal (NCLT), Hyderabad Bench, has given its approval for the amalgamation of Medinova Diagnostic Services Limited with Vijaya Diagnostic Centre Limited. This significant corporate action in the diagnostic services sector was sanctioned on October 13, 2025, with an appointed date of April 1, 2024.

Key Details of the Amalgamation

• Share Exchange Ratio: Shareholders of Medinova will receive 1 equity share of Vijaya Diagnostic Centre for every 22 shares held.
• Cancellation of Existing Shares: Vijaya Diagnostic Centre, which currently holds a 62.14% stake in Medinova, will see its shares in the transferor company cancelled.
• Dissolution: Medinova Diagnostic Services Limited will be dissolved without going through the winding-up process.

Strategic Rationale

The amalgamation aims to achieve several strategic objectives:

1. Consolidation of business operations
2. Creation of synergies between the two entities
3. Reduction in operational costs
4. Improvement in overall operational efficiency within the diagnostic services sector

Both companies are listed entities engaged in providing comprehensive diagnostic services, including pathological investigations, radiology, and nuclear medicine.

Regulatory Compliance and Safeguards

The NCLT order includes several directives to ensure regulatory compliance and protect stakeholders' interests:

• The transferee company (Vijaya Diagnostic Centre) is required to comply with all applicable laws and will not be absolved from any statutory liabilities.
• All legal proceedings pending against Medinova will be continued against Vijaya Diagnostic Centre.
• The scheme does not exempt the companies from payment of stamp duty, taxes, or any other charges payable under the law.
• The transferee company must file annual statements certified by a professional, confirming compliance with the scheme.

Employee Protection

The order specifies that all staff, workmen, and employees of Medinova who are in service on the effective date will become employees of Vijaya Diagnostic Centre. Their terms of employment are to be no less favorable than their current conditions, ensuring job security and continuity of service.

Financial Implications

While specific financial details were not provided, the amalgamation is expected to lead to cost savings through more focused operational efforts, simplified business processes, and rationalization of administrative expenses.

Effective Date

The scheme becomes effective upon filing with the Registrar of Companies. The companies are directed to deliver a certified copy of the order to the Registrar within 30 days of receipt.

This amalgamation marks a significant development in India's diagnostic services landscape, potentially creating a stronger, more efficient entity better positioned to serve patients and compete in the market.