Global Health announces joint incorporation of Special Purpose Vehicle with DLF Enterprises

14 Dec 2023 , 09:59 AM

Global Health announces joint venture incorporation of Special Purpose Vehicle Global Health Limited DLF Enterprises

During its board meeting on November 9, 2023, Global Health Limited approved the completion of the final agreements and other documents required for the joint incorporation of M/s DLF Limited and the Special Purpose Vehicle (SPV). 

Reason for signing the contract: In accordance with the terms of the final agreement, the Company and DLF Limited will work together to create a public limited company Special Purpose Vehicle (‘SPV’) that will be used to design, build, develop, equip, run, and oversee super specialty hospitals, clinics, and health care centres as well as other associated ancillary medical facilities and services. In the suggested SPY, the Company and DLF Limited would subscribe for 50% of the shares each.

One of the Agreements’ key provisions states that the Company and DLF Limited, a public limited company, will jointly incorporate SPV. Shareholding: On a fully diluted basis, SPV will own 50:50 shares in both the company and DLF Limited. First Subscription Capital: INR 2,000,000 or any other agreed-upon nominal amount.

Board composition: minimum of six directors, consisting of three GHL nominees (at least one of whom must be an executive director) and three DLF nominees (all of whom must be non-executive directors). The GHL Nominee Director shall serve as the chairperson of the SPV until Dr. Trehan or any of his associates (family, entities under their control, and family trust, if any) retain or control sixteen percent of the shares of GHL.

A DLF Nominee Director will preside over the SPY in the event that Dr. Trehan or his affiliates’ stake in GHL falls below 16% while DLF retains a 50% stake in the SPV.

Such a chairman will not, however, be eligible to cast a casting vote. The chairperson of the SPV will be chosen by the SPV Board if Dr. Trehan and his affiliates’ interest in GHL drops below 16% and DLF’s shareholding in the SPV drops below 50%. A casting vote will not be granted to such a chairperson.

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