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Employees Stock Option Plan Inter alia, approved :- A. CHANGE IN BOARD OF DIRECTORS: Upon recommendation of the Nomination & Remuneration Committee ( NRC ), subject to approval of the shareholders of the Company, the Board approved the following appointments of Directors with effect from 1 July 2026, pursuant to the implementation of the Scheme of Amalgamation and consequent changes in the organizational structure and management framework of the merged entity:- i. Appointment of Mr. Varun Khanna (DIN:03584124) as an Additional Director, Designated as Managing Director & Group Chief Executive Officer (Key Managerial Personnel) of the Company for a term of five (5) years. ii. Appointment of Mr. Neeraj Jain (DIN: 00348591), as an Additional Director, designated as Independent Director of the Company for a period of three (3) years. iii. Appointment of Mr. Kewal Handa (DIN: 00056826), as an Additional Director, designated as Independent Director of the Company for a period of three (3) years. iv. Appointment of Mr. V K Mathews (DIN: 00049414), as an Additional Director, designated as Independent Director of the Company for a period of three (3) years. v. Appointment of Ms. Ayshwarya Vikram (DIN: 08153649) as an Additional Director, designated as NonExecutive Director of the Company vi. Appointment of Mr. Ganesh Mani (DIN: 08385423) as an Additional Director, designated as NonExecutive Director of the Company. The above appointees have affirmed that they are not debarred from holding the office of director by virtue of any order of the Securities and Exchange Board of India or any other such authority B. RESIGNATION OF DIRECTORS i. Resignation of Mr. Maniedath Madhavan Nambiar(DIN: 01122411) and Mr. C. J. George (DIN: 00003132), as Independent Directors of the Company with effect from 1 July 2026. ii. Resignation of Dr. Zeba Azad Moopen (DIN: 03604401) and Mr. Shamsudheen Bin Mohideen Mammu Haji (DIN: 02007279) as Non-Executive Directors of the Company with effect from 1 July 2026. The above Directors have confirmed that there are no other material reasons for the resignation other than those mentioned in their respective resignation letters. The Details as required under the SEBI Master Circular dated 30 January 2026, with regard to appointment and resignation of Directors are provided as Annexure I and copy of the resignation letters of the Directors is enclosed as Annexure II with this letter. C. CHANGES IN COMMITTEE COMPOSITIONS Consequent to the above change in Directors, the Board re-constituted its Committees w.e.f. 01 July 2026. The revised composition of the Committees is enclosed as Annexure III to this letter. D. CHANGES IN THE SENIOR MANAGEMENT PERSONNEL ( SMP ) OF THE COMPANY ON ACCOUNT OF RESIGNATION The Board of Directors noted the resignation of Mr. Hitesh Dhaddha as Chief Investor Relations and M&A Officer with effect from close of business hours of 18 July 2026. The relevant details as required under the SEBI Master Circular dated 30 January 2026, are provided as Annexure IV and resignation letter of Ms. Hitesh Dhaddha are enclosed as Annexure V to this letter. ON ACCOUNT OF CHANGE IN ORGANISATIONAL STRUCTURE Consequent to the change in the organizational structure of the Company and pursuant to the Scheme, the Board of Directors approved the revised list of SMPs of the Company with effect from 1 July 2026, in terms of Regulation 16(1)(d) of the SEBI Listing Regulations, as follows: E. AMENDMENT TO ASTER DM HEALTHCARE LIMITED EMPLOYEE STOCK OPTION SCHEME 2026 Based on the recommendation of the Nomination and Remuneration Committee ( NRC ) vide its meeting held on July 1, 2026, and subject to the approval of the shareholders of the Company, the Board approved the amendments to the Aster DM Healthcare Limited Employee Stock Option Scheme 2026 ( ESOP Scheme 2026 ), which was previously considered and approved by the NRC and the Board at their respective meetings held on 29 January 2026 and 30 January 2026, details of which are specified below: a. Updated the name of the ESOP Scheme 2026 to Aster DM Quality Care Limited Employee Stock Option Scheme 2026 . b. The effective date of the ESOP Scheme 2026 has been updated to be the date on which the shareholders of the Company approve it. c. Grants under the ESOP Scheme 2026 (upon approval by the shareholders) are to be made to the eligible employees of the Company and its unlisted subsidiaries. d. Removal of provisions on re-pricing of options under the ESOP Scheme 2026. Please refer to the detailed disclosure set out in Annexure-VI to this letter for certain additional amendments to the ESOP Scheme 2026. All other terms of ESOP Scheme 2026 shall remain unchanged. Detailed disclosure as required under Regulation 30 of the Listing Regulations and SEBI Master Circular dated January 30, 2026, is annexed to this letter as Annexure-VI. F. Approved the change in designation of Ms. Alisha Moopen (DIN: 002432525) from Deputy Managing Director to Executive Director, with effect from 1 July 2026. G. Re-designated Dr. Azad Moopen (DIN: 000159403), Executive Chairman, and Ms. Alisha Moopen (DIN: 002432525), Executive Director, as Non-Key Managerial Personnel of the Company in terms of Section 203 of the Companies Act, 2013, with effect from 1 July 2026.
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