REG - Housing Dev Fin Corp - Scheme of Amlagamation <Origin Href="QuoteRef">HDFC.NS</Origin>

Housing Development FinanceAnnouncement

27/07/2016 11:40

RNS Number : 3946F
Housing Development Fin. Corp. Ltd.
27 July 2016
Ref. No.: SE/2016-17/114
July 27, 2016
BSE Limited National Stock Exchange of India Ltd.
P. J. Towers Exchange Plaza, 5th Flr, Plot No. C/1
Dalal Street G Block, Bandra-Kurla Complex
Mumbai 400 001 Bandra (East), Mumbai 400 051
Kind Attn: Sr. General Manager Kind Attn: Head - Listing 
DCS - Listing Department
 
Dear Sirs,
Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
We wish to inform you that the Board of Directors of the Corporation at its meeting held today i.e. on July 27, 2016, has inter aliagranted in-principle approval for the amalgamation of Grandeur Properties Private Limited, Haddock Properties Private Limited, Winchester Properties Private Limited, Pentagram Properties Private Limited and Windermere Properties Private Limited (wholly owned subsidiaries of the Corporation), into the Corporation. 
The said amalgamation is subject to various regulatory approvals as applicable.
The information required in terms of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 has been provided in the Annexure enclosed herewith.
We request you to kindly take note of the same and arrange to make necessary announcement.
Kindly acknowledge the receipt.
Thank you.
Yours faithfully,
For Housing Development Finance Corporation Limited
Ajay Agarwal
Company Secretary
Encl. as above
Copy to: London Stock Exchange
  10, Patemoster Square,
  London, EC4M 7LS.


Annexure 
Particulars
Details
Name of the entity(ies) forming part of the amalgamation/ merger, details in brief such as, size, turnover etc
Rs in crore
As of March 31, 2016
Balance Sheet Size
Turnover
FY16
Profit/ (Loss)
FY16
Grandeur Properties Pvt. Ltd.
21.94
0.18
(7.88)
Windermere Properties Pvt. Ltd.
52.26
8.43
(21.05)
Winchester Properties Pvt. Ltd.
15.33
1.53
(9.00)
Pentagram Properties Pvt. Ltd.
24.46
6.24
(8.84)
Haddock Properties Pvt. Ltd.
34.41
5.77
(10.68)
Whether the transaction would fall within related party transactions? If yes, whether the same is done at "arms length" 
The Corporation is the holding company of the said wholly owned subsidiaries and hence the companies are related parties. 
Post- merger of the said wholly owned subsidiaries with the Corporation, all the shares held by the Corporation in the said companies will stand cancelled and extinguished and the Corporation will not be issuing any shares. 
Area of business of the entity(ies) 
Rental Income on commercial properties.
Rationale for amalgamation/ merger 
To consolidate the activities of the wholly owned subsidiaries into the Corporation and reduce operation costs.
In case of cash consideration - amount or otherwise share exchange ratio 
As the companies are wholly owned subsidiaries of the Corporation, the proposed amalgamation would not result in any cash consideration and no issue of shares. The shares and debentures held by the Corporation in the companies will be cancelled on amalgamation.
Brief details of change in shareholding pattern (if any)of listed entity. 
There will be no change in the shareholding of the Corporation (being the listed entity) as no shares would be issued as a result of the proposed scheme.
Click on, or paste the following link into your web browser, to view the associated PDF document.
http://www.rns-pdf.londonstockexchange.com/rns/3946F_-2016-7-27.pdf

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