Detailed Summary

Key Decisions and Approvals

1. Appointment of Statutory Auditors

Based on Audit Committee recommendation, the Board approved the appointment of M/s. S D P M & Co (FRN:126741W) as Statutory Auditors for a second term of 5 consecutive years, from the conclusion of the 34th Annual General Meeting (AGM) until the conclusion of the 39th AGM, subject to shareholder approval.

2. Appointment of Internal Auditors

Based on Audit Committee recommendation, the Board approved the appointment of M/s. Valawat & Associates (FRN: 434660) as Internal Auditors for the Financial Year 2026-27, following the resignation of previous internal auditors M/s. Rushil Soni & Co on August 14, 2026.

3. Acquisition of 51% Equity Stake in Matrix Labs Entities

The Board approved the acquisition of 51% equity stake in both Matrix Labs Diagnocare Private Limited (MLDPL) and Matrix Labs Private Limited (MLPL), subject to shareholder and regulatory approvals.

MLDPL Acquisition Details:

  • Acquisition of 13,321 equity shares representing 51% of paid-up capital
  • Non-cash consideration: ₹35,97,81,800
  • To be discharged through issuance of 650,600 equity shares of One Global
  • Issue price: ₹553 per share (face value ₹10 + premium ₹543)
  • Shares to be allotted to Mr. Suresh (601,760 shares) and Ms. Nithya S (48,840 shares)

MLPL Acquisition Details:

  • Acquisition of 2,550 equity shares representing 51% of paid-up capital
  • Non-cash consideration: ₹3,56,35,320
  • To be discharged through issuance of 64,440 equity shares of One Global
  • Issue price: ₹553 per share (face value ₹10 + premium ₹543)
  • Shares to be allotted to Mr. Suresh
4. Execution of Share Purchase Agreements

The Company executed Share Purchase Agreements dated September 3, 2026:

  • With MLDPL, Mr. Suresh, and Ms. Nithya S for acquisition of 13,321 MLDPL shares
  • With MLPL and Mr. Suresh for acquisition of 2,550 MLPL shares
5. Preferential Issue of Equity Shares

The Company will issue 715,040 fully paid-up equity shares (face value ₹10 each) at ₹553 per share to Mr. Suresh and Ms. Nithya S as consideration for the acquisitions. Total premium amount: ₹39,54,17,120.

6. Increase of Authorized Share Capital

The Board approved increasing the authorized share capital from ₹25,05,00,000 (divided into 2,50,50,000 equity shares of ₹10 each) to ₹50,00,00,000 (divided into 5,00,00,000 equity shares of ₹10 each), subject to shareholder approval.

7. Convening of 34th Annual General Meeting

The 34th AGM will be held on Tuesday, September 29, 2026, at 2:00 PM through Video Conferencing/Other Audio-Visual Means.

Target Company Details

Matrix Labs Diagnocare Private Limited (MLDPL):

  • Incorporated: September 15, 2023
  • Industry: In-Vitro Diagnostics (IVD), Medical Diagnostics and Healthcare
  • Turnover: ₹171.30 crore (FY 2024-25)
  • Business: Provides diagnostic solutions including immunology, HPLC, clinical automation, microbiology, hematology, biochemistry, homeostasis and point-of-care testing solutions
  • Headquarters: Chennai, Tamil Nadu

Matrix Labs Private Limited (MLPL):

  • Incorporated: January 30, 2014
  • Industry: Medical Equipment and In-Vitro Diagnostics (IVD)
  • Turnover: ₹8.92 crore (FY 2024-25)
  • Business: Development, manufacture and supply of IVD kits, diagnostic reagents, medical diagnostic instruments and analysers including CLIA, clinical chemistry and FIA-based diagnostic solutions
  • Headquarters: Chennai, Tamil Nadu

Transaction Rationale

The acquisitions aim to strengthen the Company's presence in healthcare, medical diagnostics and IVD sector, expand diagnostic product and technology offerings, leverage target entities' capabilities and market presence, achieve strategic and operational synergies, and enhance long-term shareholder value.

Meeting Details

The Board meeting commenced at 5:00 PM and concluded at 11:15 PM on September 3, 2026.