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Fortis Healthcare Limited Board of Directors approves demerger of its diagnostics business into a separate listed Company through a composite scheme of arrangement

Date : August 19, 2016

The Board of Directors of Fortis Healthcare Limited (“Fortis Healthcare”/ “Company”) has, at its meeting today, approved a proposal to demerge its diagnostics business, including that housed in its majority owned subsidiary SRL Limited (“SRL”) into another majority owned subsidiary, Fortis Malar Hospitals Limited (“Fortis Malar”) pursuant to a composite scheme of arrangement and amalgamation. The demerger shall be followed by SRL being merged with Fortis Malar as an integral part of the same composite scheme.

Fortis Malar operates a hospital facility in Chennai and is listed on the BSE Limited (the “BSE”). The composite scheme will also provide for the sale of its hospital business by Fortis Malar to Fortis Healthcare by way of a slump sale for a lump sum cash consideration, and the same shall precede the merger. Upon the composite scheme becoming effective, and subject to receipt of requisite regulatory and statutory approvals, the diagnostics business of Fortis Healthcare, including that housed in SRL would be vested in Fortis Malar. The name of Fortis Malar will subsequently be changed to SRL Limited and this company is proposed to be listed on the National Stock Exchange of India Limited (the “NSE”), in addition to its current listing on the BSE.

Upon the effectiveness of the composite scheme and as consideration towards the demerger of the diagnostics business undertaking of Fortis Healthcare, Fortis Malar would issue and allot to the equity shareholders of Fortis Healthcare, as on record date, 0.98 fully paid up equity shares of Rs 10 each of Fortis Malar for every 1 equity share of Rs 10 each held by them in Fortis Healthcare. The equity shareholders of SRL (except for Fortis Malar, who will acquire shares of SRL pursuant to the demerger) will, as a consideration towards the merger of SRL into Fortis Malar, be issued and allotted 10.8 equity shares of Rs 10 each of Fortis Malar for every 1 equity share of Rs 10 each held by them in SRL as on record date. Further, Fortis Healthcare shall pay an amount of Rs 43 Cr as lump sum consideration to Fortis Malar towards acquisition of the hospital business of Fortis Malar.

For more information, please contact: 

Raghu Kochar
Fortis Healthcare Ltd

Anurag Kalra/ Gaurav Chugh
Fortis Healthcare Ltd
9810109253/ 9958588900

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