Health X Platform Ltd Announces Composite Scheme of Arrangement and Amalgamation Involving Four Companies

Health X Platform Ltd Announces Composite Scheme of Arrangement and Amalgamation Involving Four Companies​

Health X Platform Limited has approved a Composite Scheme of Arrangement and Amalgamation involving several companies to restructure their businesses, consolidate operations, and enhance value creation for stakeholders. The scheme involves Health X Platform Limited, Microsec Resources Private Limited (MRPL), Innogrow Technologies Limited (ITL), and Sastasundar Healthbuddy Limited (SHBL).

The Scheme encompasses three main components:
1. Demerger of a specific undertaking from the Demerged Company into the Resulting Company.
2. Amalgamation of Innogrow Technologies Limited with and into Microsec Resources Private Limited.
3. Amalgamation of Sastasundar Healthbuddy Limited with and into Health X Platform Limited.

Financial Scope and Business Segments​

The companies involved in the arrangement have diverse business profiles as of financial year 2026 (all figures are approximate based on available data):


The Demerged/Transferee Company is engaged in financial and healthcare services, including the financing of loans, investment in shares, real estate investment, and operating an E-commerce platform for medicines and pharmaceuticals. The Resulting/Amalgamated Company is a registered Non-Deposit Accepting Non-Banking Financial Institution (NBFI). Innogrow Technologies Limited focuses on providing end-to-end IT and digital technology services. Sastasundar Healthbuddy Limited primarily engages in the trading and distribution of medicine and pharmaceutical products through its E-commerce platform.

Rationale and Benefits of the Scheme​

The primary purpose of the Composite Scheme is to restructure the companies, consolidate their businesses, and achieve better realization of potential, leading to enhanced value creation for shareholders and stakeholders. Key benefits include:

• Demerger: The demerger aims to create a separate, focused entity housing the Financial Services Business within the Resulting Company, allowing for greater operational efficiencies and independent value discovery through option of investment for public shareholders.
• Mergers/Amalgamations: Consolidation is intended across all three components (Resulting/Amalgamating, Transferee/Transferor) to achieve optimal utilization of capital, streamline corporate structure, reduce overheads, and unify legal and regulatory compliances.

Transaction Details and Share Exchange Ratios​

The transaction involves the issuance of equity shares based on determined ratios:

• Demerger: For Part II of the Scheme, one equity share of the Resulting Company (face value INR 10/- each) will be issued for every three equity shares held in the Demerged Company (face value INR 10/- each).
• Transferor Company Amalgamation: For Part IV of the Scheme, Eighty Five Lakhs Twelve Thousand One Hundred and Sixty Eight equity shares of the Transferee Company (face value INR 10/- each) will be issued for Forty Five Lakhs Seventy Five Thousand Eight Hundred And Thirty equity shares held in Sastasundar Healthbuddy Limited (face value INR 10/- each), excluding those held by the Transferee Company.

The Scheme is noted to have no cash consideration involved, with all shares being allotted upon the coming into effect of the scheme. The rates and ratios were established based on a valuation report dated June 10, 2026, issued by SSPA & Co., Chartered Accountants, and supported by a fairness opinion from Jajodia Equity Advisors Services Limited.

Changes in Shareholding Pattern​

Upon implementation of the Scheme, significant changes are expected in the shareholding patterns across all entities involved:


In Microsec Resources Private Limited (Resulting/Amalgamated Company), the shareholding is expected to shift from 25,81,357 shares held by Promoter and Promoter Group at pre-Scheme to a mix of 78,53,542 shares (74.07%) for Promoter & Promoter Group and 27,49,958 shares (25.93%) in Public post-Scheme.

The Scheme is scheduled for implementation on April 1, 2026, or such other date as mutually decided by the Boards of Directors and approved by the Appropriate Authority. The effective date hinges on filing certified copies of the sanction order from the National Company Law Tribunal (Kolkata Bench) and completion of all necessary actions defined in the Scheme.

HEALTHX Stock Price Movement​

Health X Platform Limited shares today tumbled by 2.46% to settle at ₹286.50, following a challenging day for the stock. The equity traded against a range of ₹286 and ₹298.95, with intraday trading volumes recording 9,181 shares.