NSEOutcome of Board Meeting3d ago · 11 Aug 2026, 05:42 pm

Outcome of Board Meeting

Nephrocare Health Services Limited · NEPHROPLUS

✦ AI SummaryResults

Nephrocare Health Services Limited has announced its unaudited standalone and consolidated financial results for the quarter ended June 30, 2026, along with the reconstitution of the Audit Committee and Stakeholders Relationship Committee. The company also announced the proposed transfer of 51% shareholding in Nephrocare Health Services Saudi Arabia Company to NephroPlus Kidney Services Company as part of an internal restructuring of the Group's overseas holding structure.

Analysis Scores

Earnings Impact5/10
Growth Catalyst2/10
Governance Concern1/10
Regulatory Risk2/10
Balance Sheet Risk3/10
Liquidity Impact8/10
Market Sentiment5/10

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Full Announcement

Nephrocare Health Services Limited has submitted to the Exchange, the financial results for the period ended Jun 30, 2026.

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NEPHROCARE1_11082026174217_outcomefinal.pdf

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August 11, 2026 Ref: NEPHROPLUS/SE/69 To To BSE Limited National Stock Exchange of India Limited P.J. Towers, Dalal Street, 5th Floor, Exchange Plaza, Bandra (E), Mumbai – 400 001 Mumbai – 400 051 Scrip Code: 544647 Scrip Symbol: NEPHROPLUS Through: BSE Listing Centre Through: NEAPS Sub: Outcome of the Board Meeting held on August 11, 2026 Ref: Regulation 30, 33 and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”). Dear Sir/Ma’am, Pursuant to provisions of Regulation 30, 33 and other applicable Regulations, if any, of SEBI Listing Regulations, we hereby inform that the Board of Directors of the Company at its meeting held today, i.e., Tuesday, August 11, 2026, inter-alia, considered and approved: a. Un-audited Standalone and Consolidated financial results of the Company for the quarter ended June 30, 2026. The said financial results, along with the Limited Review Report issued by M/s. B S R and Co, Chartered Accountants (FRN - 128510W), Statutory Auditors of the Company are enclosed herewith. b. Reconstitution of the Audit Committee of the Board of Directors of the Company with effect from August 17, 2026. The revised composition of the Audit Committee is as follows: a. Mr. Hemant Sultania, Chairman & Independent Director b. Ms. Annette Kumlien, Independent Director c. Mr. Gaurav Sharma, Nominee Director c. Reconstitution of the Stakeholders Relationship Committee of the Board of Directors of the Company with effect from August 17, 2026. The revised composition of the Stakeholders Relationship Committee is as follows: a. Mr. Vishal Vijay Gupta, Chairman & Nominee Director b. Mr. Vikram Vuppala, Managing Director c. Mr. Om Prakash Manchanda, Independent Director d. The proposed transfer of the 51% shareholding held by Nephrocare Health Services International Pte. Ltd., Singapore (“NHSI”), an overseas wholly owned subsidiary of the Company, in Nephrocare Health Services Saudi Arabia Company (“NHSSAC”), to NephroPlus Kidney Services Company (“NPKSC”), an overseas step-down wholly owned subsidiary of the Company and a wholly owned subsidiary of NHSI, as part of an internal restructuring of the Group’s overseas holding structure. Since NPKSC is a wholly owned subsidiary of NHSI, which in turn is a wholly owned subsidiary of the Company, the proposed transfer will not result in any change in the ultimate beneficial ownership or control of NHSSAC. The relevant details in respect of the aforesaid internal restructuring, to the extent applicable, as required under the SEBI Listing Regulations read with SEBI Master Circular Ref. No. HO/49/14/14(7)2025-CFDPOD2/I/3762/2026 dated January 30, 2026, are enclosed as Annexure I. The meeting of Board of Directors commenced at 03:45 p.m. IST and concluded at about 05:10 p.m. IST. A copy of this disclosure is also made available on the website of the Company www.nephroplus.com Yours faithfully, For Nephrocare Health Services Limited (Formerly Nephrocare Health Services Private Limited) Kishore Kathri Company Secretary and Head Legal Membership No.: F9895 Annexure I Sr. Particulars Details of the Transaction 1. Name of the target entity, details in Nephrocare Health Services Saudi Arabia Company brief such as size, turnover etc. (“NHSSAC”), a company incorporated in the Kingdom of Saudi Arabia and engaged in the business of providing dialysis services. Turnover: NIL for the financial year ended March 31, 2026. 2. Whether the acquisition would fall The proposed transaction is an intra-group transaction within related party transaction(s) between related parties. NHSI, the transferor, is an and whether the promoter/ overseas wholly-owned subsidiary of the Company. promoter group/ group companies NPKSC, the transferee, is an overseas wholly-owned of have any interest in the entity being NHSI and consequently an overseas step-down wholly- acquired? If yes, nature of interest owned subsidiary of the Company. The and details thereof and whether the Promoter/Promoter Group of the Company does not same is done at “arm’s length”; have any interest in the proposed transaction, except to the extent of their shareholding in the Company. The transaction is being undertaken as part of an internal restructuring of the Group’s overseas holding structure and the consideration shall be determined in accordance with applicable valuation and regulatory requirements. 3. Industry to which the entity being Healthcare services - dialysis services. acquired belongs; 4. Objects and impact of acquisition The proposed transaction is being undertaken as part of (including but not limited to, an internal restructuring of the Group’s overseas disclosure of reasons for acquisition holding structure, with a view to streamlining and of target entity, if its business is optimising the ownership structure of the Group’s outside the main line of business of operations in the Kingdom of Saudi Arabia and the listed entity); strengthening governance, operational oversight and strategic alignment. The business of NHSSAC is in line with the principal business activities of the Company and the Group. As NPKSC is an overseas wholly-owned subsidiary of NHSI, which in turn is an overseas wholly- owned subsidiary of the Company, the proposed transaction will not result in any change in the ultimate beneficial ownership or control of NHSSAC. 5. Brief details of any governmental or The proposed transaction is subject to receipt of the regulatory approvals required for requisite governmental and/or regulatory approvals and the acquisition; compliance with the applicable laws and regulations in the relevant jurisdictions, including Singapore and the Kingdom of Saudi Arabia, as may be applicable. 6. Indicative time period for The proposed transaction is expected to be completed completion of the acquisition upon receipt of the requisite approvals and completion of the applicable legal, regulatory and other formalities. 7. Consideration - whether cash Cash Consideration. consideration or share swap or any other form and details of the same 8. Cost of acquisition and/or the price The total consideration for the proposed transfer of the at which the shares are acquired 51% shareholding in NHSSAC shall be Saudi Riyal 2.24 million. 9. Percentage of shareholding / NHSI proposes to transfer its entire 51% shareholding in control acquired and / or number of NHSSAC to NPKSC. Upon completion of the proposed shares acquired transaction, NPKSC will hold 51% of the shareholding in NHSSAC. The transaction will not result in any change in the ultimate beneficial ownership or control of NHSSAC at the Company/Group level. 10. Brief background about the entity NHSSAC is incorporated in the Kingdom of Saudi Arabia acquired in terms of products/line and is engaged in the business of providing dialysis of business acquired, date of services. incorporation, history of last 3 years turnover, country in which the Date of incorporation: January 04, 2023. acquired entity has presence and any other significant information (in Turnover: brief); • FY26 - Nil • FY25 - Nil • FY24 - Nil Country of presence: Kingdom of Saudi Arabia. NHSI presently holds 51% of the shareholding in NHSSAC, with the remaining 49% held by the local joint venture partner. Pursuant to the proposed internal restructuring, NHSI’s entire 51% shareholding is proposed to be transferred to NPKSC. B S R and Co Salarpuria Knowledge City, Orwell B Wing, 6th Floor, Unit-3, Sy No. 83/1 Plot No. 02, Raidurg Chartered Accountants Hyderabad – 500 081, India Telephone + 91 407 182 2000 Fax + 91 407 182 2399 Limited Review Report on unaudited standalone financial results of Nephrocare Health Services Limited (formerly known as Nephrocare Health Services Private Limited) for the quarter ended 30 June 2026 pursuant to Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requiremen [Showing first 8,000 characters — download PDF for full document]