To consider and approve the Alteration of MOA and AOA of the company
Awaiting price reaction for this filing.
Bijoy Hans Limited's board on November 4, 2025 approved the acquisition of 100% stakes in three companies — Health Secure Hospitals Pvt Ltd (for about ₹29.40 crore), Arvaya Health and Wellness Pvt Ltd (₹18.75 crore), and Tec-Pool Solutions Pvt Ltd (₹12.50 crore) — totalling roughly ₹60.65 crore. Nearly all the deal value is being paid through share swaps by issuing about 4.05 crore new equity shares at ₹12.50 each (₹2.50 premium on ₹10 face value), with only ₹10 crore paid in cash for part of the Health Secure deal. To accommodate these allotments, authorised share capital is being raised 6x from ₹10 crore to ₹60 crore. The company also approved altering its main objects clause, adopting a new Articles of Association, shifting its registered office from Assam to Sangli, Maharashtra, appointing a new independent woman director, and accepting the resignations of three directors. Q2FY26 results showed a loss of ₹30.92 lakh against a loss of ₹14.01 lakh in Q2FY25, with H1FY26 loss at ₹56.26 lakh. Shareholders will vote on these proposals at an EOGM on November 28, 2025.
Massive equity dilution for existing shareholders as roughly 4.05 crore new shares will be issued at ₹12.50, substantially expanding the share base. The acquisitions look like a strategic pivot of a loss-making shell-type company into healthcare and tech services, which could be transformational but also carries heavy execution risk given the weak standalone operations. Investors should closely scrutinise the valuations, the related-party element in the Tec-Pool deal, and vote at the November 28 EOGM.