The proposal gives Ramsay Sime Darby an indicative enterprise value of 5.67 billion ringgit ($1.35 billion) on a cash-free, debt-free basis, Ramsay Health Care said.
Sime Darby and Ramsay Health Care own 50% each in healthcare firm Ramsay Sime Darby.
IHH Healthcare, Asia's largest private healthcare group, confirmed the conditional, non-binding proposal in a separate statement, saying the talks were in preliminary stages and that there was no certainty the deal would materialise.
Ramsay and Sime Darby have agreed to a period of exclusivity for four weeks to allow Malaysia's IHH to conduct due diligence and negotiate a sale and purchase agreement, Ramsay said.
Shares of Ramsay Health Care rose as much as 2.6%, while those of IHH Healthcare inched higher.
(Reporting by Indranil Sarkar and Harshita Swaminathan in Bengaluru; Editing by Sherry Jacob-Phillips and Subhranshu Sahu)