homemarket NewsICICI Securities shareholders approve delisting proposal

ICICI Securities shareholders approve delisting proposal

The terms of the arrangement suggest that shareholders of ICICI Securities will get 67 shares of ICICI Bank against every 100 shares held.

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By Meghna Sen  Mar 28, 2024 3:16:18 PM IST (Updated)

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Shares of ICICI Securities and ICICI Bank will continue to steal the limelight on Thursday (March 28) as shareholders of India's leading broking firm approved the delisting of the company. ICICI Securities shareholders have passed the scheme of arrangement to delist ICICI Securities, following which it will become a wholly-owned subsidiary of ICICI Bank.

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As per the results of the shareholder vote released today, about 72% of the shareholder votes were cast in favour of the proposal to merge ICICI Securities with ICICI Bank after a delisting process.
The terms of the arrangement suggest that shareholders of ICICI Securities will get 67 shares of ICICI Bank against every 100 shares held.
Among the public institutional shareholders, 83.8% voted in favour, while only 32% votes were in favour among the public non-institutional shareholders. However, the large institutional holdings in ICICI Securities led to the proposal being cleared.

ICICI Bank clarification

In a statement, the ICICI Bank has clarified on shareholder canvassing for ICICI Securities delisting proposal. The lender said that the approach in the outreach was to explain the proposed scheme and facilitate voting, and to not pursue repeated engagement if declined by the shareholder.
"As may be seen from the voting period dates...March 23 (Saturday), March 24 (Sunday) and March 25 (Holi), were holidays in all or substantial parts of the country. Accordingly, the outreach activity was relatively high on March 26 (Tuesday)," the bank said.
Last year, the board of ICICI Securities approved a scheme of arrangement for the delisting of its shares pursuant to which ICICI Bank will issue shares to the public shareholders of ICICI Securities in lieu of cancellation of their shares in the company, making it a wholly-owned subsidiary of ICICI Bank Limited.
In November last year, ICICI Securities received “No objection” and “No adverse observations” letters from BSE and NSE; and in January, NCLT cleared the merger.
ICICI Bank plans to merge its 75% subsidiary ICICI Securities with itself offering investors 0.67 shares of ICICI Bank for every one share in ICICI Securities. The largest public shareholder Norges Fund Investment Bank has voted in favour of the ICICI Securities delisting proposal. Quantum Mutual Fund voted against the proposal.
Quantum Mutual Fund estimates that the merger will result in a net loss of at least 6.08 crore to its unitholders. In its rationale, the fund house believes that ICICI Bank's proposal undervalues ICICI Securities and gives ICICI Bank access to the full business of ISEC at a less than fair market price.
On Wednesday, shares of ICICI Securities ended at ₹740.55. ICICI Securities shares declined 8% in the last one month, whereas ICICI Bank shares witnessed an approximate 4% increase during the same period.

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