Date: August 14, 2026

Joint Venture Details

Shukra Pharmaceuticals Limited has entered into a non-binding Term Sheet with Borns Medical Robotics Pte Ltd, Singapore on August 13, 2026 for establishing a strategic joint venture for the design, manufacture, distribution and servicing of AI-enabled surgical robotic systems in India and the Asia-Pacific region.

Ownership Structure

  • Proposed joint venture entity: B&S Robotics Private Limited (B&S India)
  • Shareholding: Shukra Pharmaceuticals - 60%, Borns Singapore - 40%
  • Initial paid-up capital yet to be determined, subscription proposed in 60:40 ratio

Business Scope

  • Design, manufacture, distribution and servicing of AI-enabled surgical robotic systems
  • Includes related instruments, consumables, software and services
  • Primary territory: India and Asia-Pacific region
  • Expansion to rest of the world after completion of USFDA/CE certification

Contributions

Shukra's Contribution:

  • Capital contribution
  • Shares and distribution network
  • Skilled team and market-development capabilities
  • Branding support and infrastructure initiatives
  • Financing ecosystem

Borns' Contribution:

  • Technology platform and surgical robotic systems
  • Technology/IP support
  • Manufacturing know-how and related technical capabilities

Governance Structure

  • Proposed Board of B&S India to comprise five directors
  • Three directors nominated by Shukra
  • Two directors nominated by Borns Singapore
  • Governance arrangements to be documented in Shareholders' Agreement and Articles of Association

Key Terms

  • Binding exclusivity provisions for surgical robotics category in primary territory
  • Contemplates incorporation of B&S Singapore Pte. Ltd.
  • Investment by Borns Singapore
  • IP licensing arrangements
  • Transitional supply and distribution arrangements
  • Technology transfer/localization
  • Royalty arrangements
  • Territory and exclusivity provisions
  • Financing arrangements
  • Regulatory responsibilities
  • Potential future demerger/listing pathway

Conditions Precedent

  • Establishment of Borns Singapore entity
  • Completion of mutual due diligence
  • Independent valuation
  • Applicable regulatory/FEMA/FDI confirmations
  • Necessary corporate approvals
  • IP due diligence
  • Regulatory pathway confirmation
  • Execution of definitive agreements

Regulatory Approvals Required

  • FEMA/FDI-related compliances
  • CDSCO approvals
  • Other applicable regulatory approvals as required by law

Timeline

  • Target completion of Long Form Agreements within approximately 120 days from Term Sheet execution
  • Subject to satisfaction of applicable conditions precedent

Financial Impact

  • Term Sheet does not specify fixed immediate financial commitment
  • Financial impact to be determined upon execution of definitive agreements
  • Investment/subscription amounts to be finalized

Transaction Nature

  • Not a related party transaction based on available information
  • Not in the ordinary course of business of the Company

Binding Nature

  • Except for confidentiality, exclusivity, costs, governing law and jurisdiction provisions, Term Sheet is non-binding
  • Does not create contractual obligation to complete the transaction
  • Definitive rights and obligations governed by Long Form Agreements

Strategic Objective

  • Create platform for surgical robotics business development in India
  • Progressive localization of manufacturing
  • Expansion into APAC region
  • Potential future demerger and listing of JV entity on BSE and NSE (strategic objective, not guaranteed)