BSEInsider Trading / SAST6d ago · 14 Aug 2026, 11:47 am
The Exchange has received the disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for Catalyst Trusteeship Ltd
Dr. Agarwals Health Care Ltd · 544350
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Catalyst Trusteeship Ltd has released an encumbrance over 31,698,303 shares of Dr. Agarwals Health Care Ltd, reducing the total shares encumbered to 41,495,685.
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Dr. Agarwals Health Care Ltd - 544350 - Disclosures under Reg. 29(2) of SEBI (SAST) Regulations, 2011
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CTL/SAST/26-27/01194 13 August 2026
1. Department of Corporate Services,
BSE Limited
Floor 25, P J Towers,
Dalal Street,
Mumbai - 400 001
2. National Stock Exchange of lndia Limited
Exchange Plaza,
Bandra Kurla Complex, Bandra (E),
Mumbai - 400 051
3. cc: Dr. Agarwal’s Health Care Limited
1st Floor, Buhari Towers, No. 4, Moores Road, off Greams Road, Near Asan Memorial
School, Chennai, Tamil Nadu 600006
Sub: Disclosure under Regulation 29(2) of the Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
Dear Sir/Ma’am,
We, Catalyst Trusteeship Limited (“Onshore Security Agent”), write in our capacity as a pledgee
for the Shares (as defined below) of Dr. Agarwal’s Health Care Limited (“Target Company”).
A facility agreement dated March 26, 2024 (“Facility Agreement”) had been entered into between,
inter alia, Hyperion Investments Pte. Ltd. (“Borrower”) and certain lenders for the purpose of
availing a facility aggregating up to USD 100,000,000 (“Facility”) by the Borrower. The Borrower
had pledged 73,193,988 equity shares of the issued and paid-up share capital of the Target
Company (“Shares”) in favour of the Onshore Security Agent, through the depository system.
The Onshore Security Agent had previously made a disclosure on 6 February 2025 under
Regulation 29(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
(the “Takeover Code”), in relation to the Target Company, as more particularly described therein
as well as herein below.
Enclosed is a disclosure under Regulation 29 (2) of the Takeover Code for the release of
encumbrance over 31,698,303 equity shares of the Company.
We request you to take the same on record and acknowledge the same.
Yours faithfully,
For Catalyst Trusteeship Limited
Authorised Signatory
Name: Deesha Srikkanth
Designation: Senior Vice President
Place: Mumbai
Date: 13 August 2026
Disclosure under Regulation 29(2) of SEBl (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011
Name of the Target Company Dr. Agarwal’s Health Care Limited
(TC)
Name(s) of the acquirer and Catalyst Trusteeship Limited acting in its capacity as the
Persons Acting in Concert (PAC) onshore security agent for certain lenders to Hyperion
with the acquirer Investments Pte. Ltd. under the Facility Agreement (as
defined below
Whether the acquirer belongs to No
Promoter/Promoter group
Name(s) of the Stock BSE Limited and National Stock Exchange of India Limited
Exchange(s) where the shares of
TC are Listed
% w .r.t.
% w.r.t. total
total diluted
share/voting
Details of the
share/voting
Number
capital
acquisition/disposal as follows
capital of the
wherever
applicable(*)
(**)
Before the acquisition/ Nil Nil Nil
disposal under consideration,
holding of:
(a) Shares carrying voting
rights
(b) Shares in the nature of 73,193,988# 23.09# 22.93#
encumbrance (pledge/
lien/ non-disposal
undertaking/ others)
(c) Voting rights (VR) Nil Nil Nil
otherwise than by equity
shares
(d) Warrants/convertible Nil Nil Nil
securities/any other
instrument that entitles
the acquirer to receive
shares carrying voting
rights in the TC (specify
holding in each category)
(e) Total (a+b+c+d) 73,193,988# 23.09# 22.93#
Details of
acquisition/sale/disposal
(a) Shares carrying voting
Nil Nil Nil
rights acquired / sold
(b) VRs acquired / sold Nil Nil Nil
otherwise than by shares
(c) Warrants/convertible Nil Nil Nil
securities/any other
instrument that entitles
the acquirer to receive
shares carrying voting
rights in the TC (specify
holding in each category)
acquired / sold
(d) Shares encumbered / 31,698,303# 10.00# 9.93#
invoked / released by the
acquirer
(e) Total (a+b+c+/-d) 31,698,303# 10.00# 9.93#
After the Nil Nil Nil
acquisition/sale/disposal,
holding of:
(a) Shares carrying voting
rights
(b) Shares encumbered with 41,495,685# 13.09# 12.99#
the acquirer
(c) VRs otherwise than by Nil Nil Nil
shares
(d) Warrants/convertible Nil Nil Nil
securities/any other
instrument that entitles
the acquirer to receive
shares carrying voting
rights in the TC (specify
holding in each category)
after acquisition
(e) Total (a+b+c+d) 41,495,685# 13.09# 12.99#
Mode of acquisition/sale (e.g. Partial release of encumbrance (created by way of pledge).
open market / off-market / public Please see note # below.
issue / rights issue / preferential
allotment / inter se transfer etc.)
Date of acquisition/ sale of 11 August 2026 (date of partial release of pledge)
shares/ VR or date of receipt of
intimation of allotment of shares,
whichever is applicable.
Equity share capital / total voting 316,983,028 fully paid up equity shares of INR 1/- each
capital of the TC before the said
acquisition / sale
Equity share capital/ total voting 316,983,028 fully paid up equity shares of INR 1/- each
capital of the TC after the said
acquisition / sale
Total diluted share/voting capital 319,262,876 fully paid up equity shares of INR 1/- each
of the TC after the said
acquisition / sale
Note #
1. A facility agreement dated March 26, 2024 (“Facility Agreement”) had been entered into
between, inter alia, Hyperion Investments Pte. Ltd. (“Borrower”) and certain lenders for the
purpose of availing a facility aggregating up to USD 100,000,000 (“Facility”) by the Borrower.
The Borrower had pledged 73,193,988 equity shares of the issued and paid-up share capital of
the Target Company (“Shares”) in favour of the Onshore Security Agent, through the depository
system.
2. Disclosure under Regulation 29(1) of the Takeover Code had been made with respect to this
transaction by the Onshore Security Agent on 6 February 2025.
3. The pledge over 31,698,303 Shares was released on 11 August 2026.
4. In terms of Regulation 29(2) read with Regulation 29(4) of the Takeover Code, shares that are
given up on release of encumbrance (by way of pledge) shall be treated as a disposal.
Accordingly, this disclosure is being made in respect of the release of encumbrance created
over the Shares in favour of the Onshore Security Agent for the benefit of the relevant lenders.
For Catalyst Trusteeship Limited
Authorised Signatory
Name: Deesha Srikkanth
Designation: Senior Vice President
Place: Mumbai
Date: 13 August 2026
Note:
(*) Total share capital/ voting capital to be taken as per the latest filing done by the company to
the Stock Exchange under Clause 35 of the listing Agreement.
(**) Diluted share/voting capital means the total number of shares in the TC assuming full
conversion of the outstanding convertible securities/warrants into equity shares of the TC.