Metropolis Healthcare Ltd

Nature

• Board approves issuance of OCRPS by MQSPL, a Metropolis Healthcare subsidiary.

Entities Involved

• MQSPL is a wholly owned subsidiary of Metropolis Healthcare Limited.
• Proposed allottee: Dr. Puneet Kumar Nigam, former Chief Quality Officer; not part of promoter group.

Key Transaction Details

• OCRPS issued at par: 10,000 units of INR 10 each, total INR 1,00,000.
• Conversion planned in tranches; 1:1 ratio; timeframe up to six years.
• Not a related party transaction.
• Outside Scheme of Arrangement; Regulation 37A not applicable.

Financial Impact

• MQSPL has not commenced business and has no turnover.
• OCRPS consideration totals INR 1 lakh.

Shareholder/Related Party

• Post-conversion, MQSPL will cease to be a wholly owned subsidiary but remain a subsidiary.
• Buyer not promoter group.

Approvals & Timeline

• Conversion is expected to be completed over up to six years.
• Timeline subject to terms and conditions of OCRPS issuance.

Meeting Details

• Date and time: August 27, 2026, 04:00 p.m. IST onwards.
• Event: Large-format Investors & Analysts Meet (Group Meeting).

Participants

• Key company participants not disclosed in filing.

Purpose

• Purpose: investor interaction based on publicly available information.
• Discussions will be based on public information; UPSI not intended.

Additional Notes

• Intimation also available on Metropolis Healthcare website.

AGM details

• Date and time: 18 August 2026, 10:00 a.m. IST; VC/OAVM mode.
• Cut-off date for voting: 11 August 2026.

Key resolutions

• Item 1: Adopt standalone financials and reports; approved.
• Item 2: Adopt consolidated financials; approved.
• Item 3: Interim dividend per share ₹4.00 and ₹1.00; approved.
• Item 4: Re-appointment of Dr. Aparna Rajadhyaksha as director; approved.
• Item 5: Deloitte Haskins & Sells as statutory auditors; remuneration fixed.
• Item 6: Re-appointment of Dr. Sushil Shah as director; approved.
• Item 7: Remuneration payable to Dr. Sushil Shah as non-exec; approved.
• Item 8: Ratification of remuneration for Cost Auditors Joshi Apte & Associates; approved.

Voting results

• Item 1: Passed; ~99.85% in favour.
• Item 2: Passed; near-unanimous in favour.
• Item 3: Passed; unanimous in favour.
• Item 4: Passed; 1.28% against.
• Item 5: Passed; near-unanimous in favour.
• Item 6: Passed; 1.01% against.
• Item 7: Passed; 1.33% against.
• Item 8: Passed; near-unanimous in favour.

Dividend

• Interim dividend per share: ₹4.00 and ₹1.00 for the year ended 31 March 2026.

Directors

• Dr. Aparna Rajadhyaksha re-appointed as director (retiring by rotation).
• Dr. Sushil Shah re-appointed as director; remuneration approved as non-executive.

Auditors

• Statutory auditor: Deloitte Haskins & Sells appointed for FY 2026-27; remuneration fixed.
• Cost auditor: Joshi Apte & Associates remuneration ratified.

AGM details

• AGM held on August 18, 2026, via Video Conferencing, 10:00–10:54 IST.
• Forty shareholders attended the meeting via VC.

Key resolutions

• Ordinary: adopt standalone financial statements and reports.
• Ordinary: adopt consolidated financial statements.
• Ordinary: confirm payment of first interim dividend ₹4 and second ₹1 per share.
• Ordinary: re-appointment of Dr Aparna Rajadhyaksha as director, liable to retire by rotation.
• Ordinary: appoint Deloitte Haskins & Sells Chartered Accountants LLP as Statutory Auditors and fix remuneration.
• Special: re-appointment of Dr Sushil Shah as director, liable to retire by rotation.
• Special: remuneration payable to Dr Sushil Shah as Non-Executive Director.
• Ordinary: ratify remuneration payable to Joshi Apte & Associates for 2026-27.

Transaction details

• Target Company: Metropolis Healthcare Limited.
• Disclosing Party: Metz Advisory LLP (Promoter) with Promoter Group PACs.
• Transaction Type: Disposal of 10,50,000 equity shares via Open Market.
• Pre-transaction voting rights: Seller 6,27,64,864 (30.26%); PACs 10,13,11,984 (48.85%).
• Pre-transaction encumbrances: Seller 12,00,000; PACs 12,00,000 (0.58%).
• Post-transaction voting rights: Seller 6,17,14,864 (29.76%); PACs 9,92,11,984 (47.84%).
• Post-transaction encumbrances: 12,00,000 (0.58%).
• Date of transaction: August 11, 2026.
• Mode: Open Market.
• Capital context: before/after 20,73,87,568 shares; INR 41,47,75,136.
• Total diluted capital after: 20,73,87,568 shares.
• Details: 10,50,000 shares sold (0.51%).

Transaction details

• Target Company: Metropolis Healthcare Limited.
• Disclosing Party: Duru Shah Family Trust (Promoter Group) with PACs.
• Transaction Type: Disposal of shares by promoter group.
• Pre-Transaction Holding: Seller 11.05% VRs; PACs 48.85% VRs.
• Pre-encumbrance: PACs 0.58% encumbrance; Seller nil.
• Transaction Details: Sold 10,50,000 shares (0.51%); Open Market; Aug 11, 2026.
• Post-Transaction Holding: Seller 10.54% VRs; PACs 47.84% VRs.
• Share Capital Context: Before/After 20,73,87,568 equity shares; unchanged.

Meeting Details

• Date: August 5, 2026
• Time: Time not disclosed
• Type/Mode: Group earnings conference call, virtual
• Organizer: Metropolis Q1 FY27 Earnings Conference Call hosted by JM Financial Institutional Securities

Participants

• Chairperson & Whole-Time Director: Ameera Shah
• Managing Director: Surendran Chemmenkotil
• Chief Financial Officer: Sameer Patel
• Chief Marketing Officer: Mohan Menon

Purpose

• Q1 FY27 earnings results discussion and investor interaction

Availability

• Audio recording uploaded on stock exchanges on Aug 5, 2026
• Investor presentations uploaded on stock exchanges and Metropolis website

Meeting Details

• Meeting scheduled on Tuesday, August 04, 2026.

Key Agenda Items

• Consider and approve unaudited standalone and consolidated financial results for the quarter ended June 30, 2026.

Other Notes

• Trading window closed from July 01, 2026 to August 06, 2026 (inclusive).