BSEInsider Trading / SAST21 Aug 2026 · 21 Aug 2026, 11:07 am
The Exchange has received the disclosure under Regulation 29(1) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for Centella Mauritius Holdings Ltd
Aster DM Quality Care Ltd · 540975
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Aster DM Quality Care Ltd has disclosed that Centella Mauritius Holdings Ltd has increased its stake in the company from 0.90% to 9.90% following the allotment of 8,16,65,541 equity shares to eligible shareholders of Quality Care India Ltd under a scheme of amalgamation.
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Governance Concern2/10
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Aster DM Quality Care Ltd - 540975 - Disclosures under Reg. 29(1) of SEBI (SAST) Regulations, 2011
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August 20, 2026
To, To,
Bombay Stock Exchange Limited, National Stock Exchange Limited,
P. J. Towers, Dalal Street, Fort, Exchange Plaza, 5th floor, Plot no. C/1,
Mumbai – 400 001. G Block, Bandra Kurla Complex,
Mumbai – 400051.
Dear Sir / Madam,
Disclosures under Regulation 29(1) of the Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Code”)
This is to inform you that, pursuant to the scheme of amalgamation amongst Quality Care India Limited
(“Transferor Company” or “QCIL”) and Aster DM Healthcare Limited (“Transferee Company” or
“Aster DM”) and their respective shareholders and creditors, as sanctioned by the Hon’ble National
Company Law Tribunal, Hyderabad Bench, vide its order dated June 19, 2026 (“Scheme”), the board
of Aster DM Quality Care Limited (formerly known as Aster DM Healthcare Limited) (“Company”)
has, on July 13, 2026 approved the allotment of equity shares to the eligible shareholders of QCIL in
the ratio of 977 (nine hundred and seventy-seven) equity shares of the Company for every 1,000 (one
thousand) equity shares held in QCIL (such allotment, the “Acquisition”).
Pursuant to the allotment of the equity shares of the Company to the eligible shareholders of QCIL,
shareholding of Centella Mauritius Holdings Limited (“Centella”) in the Company has increased from
0.90% to 9.90%.
In this regard, as per the system driven disclosures introduced by SEBI (“SDD”) and Master Circular
for Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011, dated February 16, 2023, the disclosure under 29(1) of Takeover Code in relation to
the Acquisition was uploaded automatically on the Bombay Stock Exchange (“BSE”) on August 18,
2026 and National Stock Exchange Limited (“NSE”) on August 19, 2026.
However, we note certain discrepancies in the information uploaded in relation to the: (i) number of
shares held prior to the merger; and (ii) number of shares credited pursuant to the merger by the
Company to Centella. We note that pursuant to Q.79 of the FAQs on the Takeover Code, the acquirers
are obliged to verify the disclosures made under the SDD regime and bring any discrepancies to the
notice of stock exchanges. Accordingly, please see below the disclosure with the relevant details as
required pursuant to Regulation 29(1) of the Takeover Code, in the prescribed format.
We would be obliged if the relevant details are taken on record by BSE and NSE.
Part A – Details of the Acquisition
Name of the Target Company (“TC”) Aster DM Quality Care Limited (formerly
known as Aster DM Healthcare Limited)
Name(s) of the acquirer and Persons Acting in Acquirer: Centella Mauritius Holdings Limited
Concert (“PAC”) with the acquirer
Whether the acquirer belongs to No
Promoter/Promoter group
Name(s) of the Stock Exchange(s) where the - BSE Limited
shares of TC are Listed - National Stock Exchange of India Limited
Details of the acquisition as follows Number % w.r.t. total % w.r.t. total
share / voting diluted share
capital / voting
wherever capital of the
applicable (#) TC (*)
Before the acquisition under consideration, holding of acquirer along with PACs of:
a) Shares carrying voting rights 46,51,992 0.90%# 0.90%
b) Shares in the nature of encumbrance (pledge/ 0 0.00% 0.00%
lien/ non-disposal undertaking/ others)
c) Voting rights (“VR”) otherwise than by 0 0.00% 0.00%
equity shares
d) Warrants/convertible securities/any other 0 0.00% 0.00%
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) 46,51,992 0.90%# 0.90%
Details of acquisition:
a) Shares carrying voting rights acquired 8,16,65,541 9.37%# 9.37%#
b) VRs acquired otherwise than by equity 0 0.00% 0.00%
shares
c) Warrants/convertible securities/any other 0 0.00% 0.00%
instrument that entitles the acquirer to
receive shares carrying category) acquired
d) Shares in the nature of encumbrance (pledge/ 0 0.00% 0.00%
lien/ non-disposal undertaking/ others)
e) Total (a+b+c+d) 8,16,65,541 9.37%# 9.37%#
After the acquisition, holding of acquirer along with PACs of:
a) Shares carrying voting rights 8,63,17,533 9.90%# 9.90%#
b) VRs otherwise than by equity shares 0 0.00% 0.00%
c) Warrants/convertible securities/any other 0 0.00% 0.00%
instrument that entitles the acquirer to
receive shares carrying voting rights in the
TC (specify holding in each category) after
acquisition
d) Shares in the nature of encumbrance (pledge/ 0 0.00% 0.00%
lien/ non-disposal undertaking/ others)
e) Total (a+b+c+d) 8,63,17,533 9.90%# 9.90%#
Mode of acquisition (e.g. open market / public Pursuant to the Scheme of Amalgamation
issue / rights issue / preferential allotment / inter- amongst Quality Care India Limited
se transfer/encumbrance, etc.) (“Transferor Company”) and Aster DM
Healthcare Limited (“Transferee Company”)
Salient features of the securities acquired
and their respective shareholders and creditors,
including time till redemption, ratio at which it
as sanctioned by the Hon'ble National Company
can be converted into equity shares, etc.
Law Tribunal vide its order dated 19 June 2026
(“Scheme”), Aster DM Quality Care Limited has
allotted 8,16,65,541 equity shares of INR 10/-
each, fully paid-up, to Centella in accordance
with the share exchange ratio prescribed under
the Scheme, i.e., 977 (nine hundred and seventy-
seven) equity shares of the Transferee Company
for every 1,000 (one thousand) equity shares held
in the Transferor Company.
Date of acquisition of/ date of receipt of Date of credit of shares: August 17, 2026
intimation of allotment of shares / VR/
warrants/convertible securities/any other
instrument that entitles the acquirer to receive
shares in the TC.
Equity share capital / total voting capital of the 51,81,21,029 equity shares of the TC
TC before the said acquisition
Equity share capital/ total voting capital of the 87,16,72,439 equity shares of the TC
TC after the said acquisition
Total diluted share/voting capital of the TC after 87,16,72,439 equity shares of the TC
the said acquisition
(#) For computing the percentage acquired and the post-merger holding percentage, the revised share
capital (post issuance of shares pursuant to the merger) is taken as the base, whereas pre-acquisition
holdings are determined with reference to the equity share capital prior to the acquisition.
(*) 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.
--------------------------
Signature of Centella Mauritius Holdings Limited / authorized signatory
Place: Port Louis, Mauritius
Date: 20 August 2026