Description

NCLT approved scheme of amalgamation for merger of MEDINOVA DIAGNOSTIC SERVICES LTD into VIJAYA DIAGNOSTIC CENTRE LTD with record date November 25, 2025.

Summary

BSE has announced that trading in equity shares of MEDINOVA DIAGNOSTIC SERVICES LTD (Scrip Code: 526301) will be suspended from November 25, 2025, following NCLT Hyderabad Bench approval of its amalgamation into VIJAYA DIAGNOSTIC CENTRE LTD. Shareholders of MEDINOVA will receive 1 equity share of VIJAYA DIAGNOSTIC for every 22 equity shares held as per the approved scheme.

Key Points

  • NCLT Hyderabad Bench has approved the Scheme of Amalgamation
  • MEDINOVA DIAGNOSTIC SERVICES LTD (Transferor Company) to merge into VIJAYA DIAGNOSTIC CENTRE LTD (Transferee Company)
  • Share swap ratio: 22 equity shares of MEDINOVA (Face Value Rs. 10) = 1 equity share of VIJAYA DIAGNOSTIC (Face Value Re. 1)
  • Trading in MEDINOVA shares prohibited from November 25, 2025
  • Circular reference: DR-763/2025-2026

Regulatory Changes

No new regulatory changes introduced. This circular implements a corporate action pursuant to NCLT-approved amalgamation scheme under applicable company law provisions.

Compliance Requirements

  • Trading Members: Must not deal in equity shares of MEDINOVA DIAGNOSTIC SERVICES LTD from November 25, 2025 onwards
  • VIJAYA DIAGNOSTIC CENTRE LTD: Required to issue and allot equity shares to eligible MEDINOVA shareholders based on the approved swap ratio
  • Shareholders: Entitlement to receive VIJAYA DIAGNOSTIC shares determined as per holdings on record date

Important Dates

  • November 18, 2025: Circular issuance date
  • November 25, 2025: Record date for determining shareholder entitlement; Trading suspension effective date

Impact Assessment

Shareholder Impact: MEDINOVA shareholders will experience significant dilution with a 22:1 consolidation ratio. Fractional shares treatment not specified in the circular.

Trading Impact: Complete cessation of trading in MEDINOVA shares from record date, requiring investors to exit positions before November 25, 2025.

Market Impact: Medium - affects specific scrip and its shareholders; VIJAYA DIAGNOSTIC may see increased shareholding base post-merger completion.

Operational Impact: Transfer and vesting of all assets, liabilities, and undertakings of MEDINOVA into VIJAYA DIAGNOSTIC as per NCLT-approved scheme.

Impact Justification

Complete merger impacting shareholders with trading halt and mandatory share conversion ratio of 22:1