REG - Housing Dev Fin Corp - Outcome of Board Meeting - June 30, 2023

Housing Development FinanceAnnouncement

30/06/2023 17:45

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RNS Number : 6329E  Housing Development Fin. Corp. Ltd.  30 June 2023

 

Ref. No.: SE/2023-24/131

 

June 30, 2023

 

BSE
Limited
National Stock Exchange of India Limited

P. J. Towers,
 
 
Exchange Plaza, Plot No. C/1,

Dalal
Street,
Bandra-Kurla Complex, Bandra (East),

Mumbai 400
001
Mumbai 400 051

 
 

Kind Attn: Sr. General Manager
                     Kind Attn: Head - Listing

                         DCS - Listing Department

 

Dear Sir/ Madam,

 

Sub:    Disclosure under Regulations 30, 42 and 60 of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations")

 

Re:      Effectiveness of the composite scheme of amalgamation ("Scheme")
for the amalgamation of: (i) HDFC Investments Limited ("HDFC Investments"),
and HDFC Holdings Limited ("HDFC Holdings"), wholly owned subsidiaries of the
Housing Development Finance Corporation Limited ("Corporation"), with and into
the Corporation; and (ii) the Corporation, with and into HDFC Bank Limited
("HDFC Bank")

 

This is in connection with our letter dated April 04, 2022 informing about the
decision taken by the Board of Directors of the Corporation approving the
Scheme under Sections 230 to 232 of the Companies Act, 2013, and rules and
regulations thereunder, subject to receipt of various statutory and regulatory
approvals.

 

This is also in connection with our letter dated March 17, 2023, whereby we
informed that the National Company Law Tribunal, Mumbai bench ("NCLT") vide
its order of the same date, has sanctioned the Scheme, under Sections 230 to
232 of the Companies Act, 2013, the Companies (Compromises, Arrangements and
Amalgamations) Rules, 2016 and other rules and regulations framed thereunder.
The NCLT, thereafter vide its order dated April 20, 2023, approved extension
of filing of the said order with Registrar of Companies ("RoC") for a period
of 90 days with effect from April 27, 2023, so that necessary pending
approvals can be obtained by the Corporation and/ or HDFC Bank within the said
period.

 

In this regard, we wish to inform you that since all the required approvals
have been obtained, the board of directors of the Corporation at its meeting
held today i.e., June 30, 2023, has inter alia considered and noted/ approved
the following:

 

(a)  Receipt of the certified copy of the order of the NCLT sanctioning the
Scheme.

 

(b)  Saturday, July 1, 2023, to be the 'Effective Date' of the Scheme, on
which date the certified order of the NCLT sanctioning the Scheme will be
filed by HDFC Investments, HDFC Holdings, the Corporation and HDFC Bank with
the RoC.

 

(c)  Appointed Date 1 under the Scheme for the amalgamation of HDFC
Investments and HDFC Holdings with and into the Corporation, will thus be end
of Friday, June 30, 2023 (being end of the day immediately preceding the
Effective Date).

 

(d) Appointed Date 2 under the Scheme for the amalgamation of the Corporation
with and into HDFC Bank, will thus be Saturday July 1, 2023 (being the same as
Effective Date).

 

(e)  Vacation of office of all directors and key managerial personnel of the
Corporation immediately on filing of certified order of the NCLT sanctioning
the Scheme with the RoC.

 

We further wish to inform you that the board of directors of HDFC Bank in
consultation with the board of directors of the Corporation has fixed the
following as the Record Dates:

 

(i)         Thursday, July 13, 2023, for determining the shareholders
of the Corporation who shall be issued and allotted the shares of HDFC Bank;

 

(ii)        Thursday, July 13, 2023, for continuation of warrants of
the Corporation in the name of HDFC Bank;

 

(iii)       Wednesday, July 12, 2023 for transfer of non-convertible
debentures of the Corporation in the name of HDFC Bank; and

 

(iv)       Friday, July 7, 2023 for transfer of commercial papers of the
Corporation in the name of HDFC Bank.

 

The board of directors of the Corporation collectively places its gratitude to
all key stakeholders of the Corporation - its shareholders, borrowers, channel
partners, depositors, deposit agents, lenders and regulators for their
unstinting support that has contributed to the successful track record of the
Corporation over the years.

 

Thanking you,

 

Yours faithfully,

For Housing Development Finance Corporation Limited

 

 

Ajay Agarwal

Company Secretary

 

CC: London Stock Exchange

       10, Paternoster Square, London, EC4M

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