This document is the consolidated scrutinizer's report detailing the voting process and results from the Hon'ble National Company Law Tribunal (NCLT) convened meeting of the unsecured creditors of Dr. Agarwal's Eye Hospital Limited (the Company or AEHL). The meeting was held to seek approval for a Scheme of Amalgamation between the Company (Transferor Company) and Dr. Agarwal's Health Care Limited (Transferee Company or AHCL).
Nature of the Event
The event is an NCLT-convened meeting of unsecured creditors to vote on a resolution for approving a Scheme of Amalgamation under Sections 230-232 of the Companies Act, 2013.
Key Dates and Logistics
- Meeting Date: July 02, 2026
- Meeting Time: 11:30 A.M. IST
- Meeting Venue: The Music Academy, T.T.K. Road, Chennai - 600 014
- Scrutinizer Appointment Date: Appointed by NCLT order dated May 05, 2026
- Scrutinizer Name: Shri V. Sriram Ananth, Advocate
- Remote E-voting Period: Commenced June 07, 2026 (9:00 AM IST) and concluded July 01, 2026 (5:00 PM IST)
- Cut-off Date for Creditor Eligibility: December 31, 2025
- Notice Dispatch Date: June 01, 2026 (via email and speed post)
- Advertisement Date: Published in 'Business Standard' (English) and 'Makkal Kural' (Tamil) on June 01, 2026
Voting Process and Facilities
The Company provided three voting facilities to unsecured creditors:
1. Remote e-voting prior to the meeting, managed by National Securities Depository Limited (NSDL).
2. E-voting at the venue of the meeting, also managed by NSDL.
3. Voting via physical polling papers at the venue, specifically for proxies.
The remote e-voting module was re-enabled during the meeting for creditors who had not voted earlier and were not present.
Quorum and Attendance
The requisite quorum for the meeting, as per the NCLT's order, was at least thirty (30) unsecured creditors personally present or through valid proxies. The meeting was attended by 31 (Thirty-One) unsecured creditors/proxies physically, thus achieving quorum.
Combined Voting Results
The scrutinizer combined the results from all three voting methods. The resolution was passed with the requisite majority.
- Total Number of Unsecured Creditors who voted: 32
- Total Value of Debt held by voters: ₹4,33,87,320
- Number of Votes in Favor: 32
- Value of Debt in Favor: ₹4,33,87,320
- Number of Votes Against: 0 (Nil)
- Value of Debt Against: ₹0 (Nil)
- Invalid Votes: 0 (Nil)
The resolution was approved with 100% of the votes, both in number and value.
Regulatory and Statutory Compliance
The voting was conducted pursuant to Sections 108 and 109 of the Companies Act, 2013, read with Rules 20 and 21 of the Companies (Management and Administration) Rules, 2014, the NCLT order dated May 05, 2026, and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The notice for the meeting was also issued in compliance with SEBI Master Circular No. SEBI/HO/CFD/POD2/P/CIR/2023/93 dated June 20, 2023, and observation letters from NSE and BSE dated February 16 and 17, 2026, respectively.
Condition for Approval
As per the scrutinizer's report, the resolution is deemed approved subject to the condition that it is approved by a majority representing three-fourths (75%) in value of the creditors voting. This condition was met as 100% of the voting value was in favor.
Next Steps
The outcome of this meeting is a key step in the amalgamation process. The Scheme now requires the final sanction of the Hon'ble NCLT, Chennai Bench, to become effective.
Custody of Records
The electronic data from e-voting and the physical polling papers were handed over to Ms. Meenakshi Jayaraman, Company Secretary and Compliance Officer of the Company, for safekeeping after the meeting.