The National Company Law Tribunal (NCLT), Mumbai, on Wednesday, approved the delisting of ICICI Securities (I-Sec) from the stock exchanges, dismissing the objections raised by minority shareholders Quantum Mutual Fund and Manu Rishi Gupta. The decision is a positive development for ICICI Bank and ICICI Securities, as it sets a precedent for other similar cases currently ongoing in NCLT Ahmedabad and NCLT Delhi.
The minority shareholders have expressed opposition to the share swap ratio proposed for delisting the brokerage. Under the proposed delisting plan, I- Sec shareholders will receive 67 shares of ICICI Bank for every 100 shares they currently hold. Following delisting, ICICI Securities will become a wholly-owned subsidiary of the bank.
The division bench of Justice Virendra Singh G Bisht and a technical member Prabhat Kumar, while approving the scheme in an oral order, also dismissed two applications that objected to the delisting scheme.
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Shares of ICICI Securities declined by over 7 % to close at Rs 786 apiece on the BSE on Wednesday.
Manu Rishi Gupta, a minority shareholder who is the founder of MRG Capital- a Bengaluru-based investment fund, holds a 0.002% stake in ICICI Securities, whereas Quantum MF holds a 0.08% stake.
On April 10, Quantum Mutual Fund, a minority shareholder, had objected to the scheme of merger of ICICI Securities with parent firm ICICI Bank, saying it is “flawed and bridled with irregularities” and will adversely affect minority shareholders of the broking firm.
They had alleged undue influence by ICICI Bank employees on the voting process. They claimed that ICICI Bank officials reached out to minority shareholders of ICICI Securities, asking them to vote in favour of the proposed delisting before the actual vote on March 27, 2024. Minority investors also claimed that ICICI Securities breached shareholder privacy norms by sharing the details of shareholders with ICICI Bank before the proposed delisting vote.
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ICICI Securities, on March 28, received shareholders’ nod to delist its stock, paving the way to merge with parent and majority shareholder ICICI Bank despite resistance from some retail shareholders. As per the results of the shareholder vote, 71.9% of the shareholder votes were cast in favour of the proposal to merge ICICI Securities with ICICI Bank after a delisting process.
The Bombay High Court is also hearing a similar case. The court had on August 7 directed the Securities and Exchange Board of India to disclose a letter that granted ICICI Securities an exemption from the reverse book building process required for delisting. Come from Sports betting site VPbet
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