Dr. Lal Pathlabs Limited — Capital/Financing Update 2020

Feb 3, 2020

==> picture [287 x 41] intentionally omitted <==

February 3, 2020

National Stock Exchange of India Limited BSE Limited Exchange Plaza, Corporate Relationship Department Plot No. C/1, G Block, Phiroze Jeejeebhoy Towers Sandra Kurla Complex Dalal Street Sandra (E), Mumbai - 400 051 Mumbai- 400001

Sub: Intimation of Scheme of Amalgamation pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.

Dear Sir/Madam,

In compliance with Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations), we wish to inform you that the Board of Directors in their meeting held today, i.e. February 3, 2020, approved the Scheme of Amalgamation between APL Institute of Clinical Laboratory & Research Private Limited ("the Transferor Company"), a wholly owned subsidiary of the Company and Dr. Lal PathLabs Limited ("the Company/the Transferee Company") with effect from April 1, 2020 ("Appointed Date"), pursuant to Sections 230-232 of the Companies Act, 2013.

The Scheme of Amalgamation is conditional upon and subject to sanction by the Hon'ble National Company Law Tribunal ("NCL T") Delhi and Ahmedabad.

As the Transferor Company is a wholly owned subsidiary of the Company, hence the Company is not required to comply with the requirements laid under Circular No. CFD/DIL3/CIR/2017/21 dated March 10, 2017 and Circular No. CFD/DIL3/CIR/2018/2 January 3, 2018.

Pursuant to Regulation 30 of the SEBI LODR Regulations, please find enclosed information as an annexure A.

Thanking You, Yours Faithfully,

==> picture [75 x 73] intentionally omitted <==

F

Rajat Katra Company Secretary and Legal Head Encl: As above

Regd. Office: Cr. Lal P,thlJbs LtG., Si,yi( E, S�"tvr· lS, R,J,;,,; I\Jew Delhi· 110085, +91-: l-.?�::'586('0, Fax: +91-11-2788-2134 Corporate Office: Dr. Lal Pathlabs Ud .. 12th "'·-<>� Tvwer 8, SAS Tower, MM•• •ty, Seao,-38. Gurug•�m - 122 00 I. Haryana +91-124-301 o-500, Fax: +9 I -I 24-42J4-4uS l'.m:,il• '"'""'�l;iloatt,!abs con,, Web: WWWJ?lpattdabs com. CIN No .. L71S7JDLI 9Y5PLC065368

N

!l;

---

• (e) The proposed Amalgamation will help avoid duplication of administrative functions, resources, systems, skills and processes, reduce overall cost, improve synergies, enable the achievement of economies of scale, reduce administrative costs entailed by the conduct of businesses �hrough separate entities, eliminate multiple record­ keeping, provide enhanced flexibility in funding of expansion plans, promote management efficiency and optimize the resources of the Company.

• (f) The proposed Amalgamation will result in significant reduction in the multiplicity of legal and regulatory compliances required at present to be carried out by the companies.

6. Consideration and/or share exchange ratio

Since, the Transferor Company is a wholly owned subsidiary of the Company, the entire share capital of the Transferor Company is. held by the Company. Therefore, upon the proposed Scheme becoming effective, all shares held by the Company in the share capital of the Transferor Company as on effective date shall stand cancelled, without any further act or deed, upon this scheme becoming effective. In lieu thereof, no allotment of any new shares or any payment will be made by the Transferee Company to the shareholders of the Transferor Company.

7. Details of Change in shareholding Pattern:

There will be no change in the shareholding pattern of the Transferee/Listed Company pursuant to the proposed Scheme of Amalgamation as no shares are being issued by the Company in consideration of the proposed Scheme of Amalgamation.

==> picture [176 x 67] intentionally omitted <==

----- Start of picture text ----- WtO)----- End of picture text -----