MUMBAI: The Mumbai bench of the National Company Law Tribunal (NCLT) has green-lighted the delisting plan of ICICI Securities, the largest full service brokerage in terms of demat accounts, setting aside the objections raised by two minority shareholders. Following the order, shares of ICICI Securities fell over 5.4 % to Rs 802.20.
The NCLT bench, led by judges Virendrasingh Bisht and Prabhat Kumar, had reserved their order on August 5.
With delisting, ICICI Securities will be a wholly-owned subsidiary of parent ICICI Bank, which was criticised by regulator Sebi for the way it had rough-shoded the delisting move with some clients. The merger scheme offers ISec shareholders 67 shares of ICICI Bank for every 100 shares they own in the brokerage.
The company and its parent planned the de-listing in June 2023, and merge with ICICI Bank and on June 29 that year, the bank’s board gave nod to the plan. In March, the delisting plan was approved by shareholders with 72% of the minority investors voting in favour.
Quantum Mutual Fund, and investor Manu Rishi Gupta have opposed the delisting in two separate pleas claiming the share swap will adversely impact minority shareholders because of the depressed share price valuation.
ICICI Securities contested maintainability of the class-action suit in terms of the threshold for such a case and its subject matter. Section 245 allows a group of individuals to file a lawsuit against a company.
The NCLT upheld the objections of the defendant and dismissed the petititioners’ contentions. It said there was a jurisdictional issue, suggesting the matter be addressed to the Sebi rather than the tribunal.
Last month, over 100 shareholders, led by institutional investor Guptha, had filed a lawsuit, under provisions of Section 245 of the Companies Act, 2013, at the NCLT against the delisting plan.
Securities arm to become subsidiary of ICICI Bank
With delisting, ICICI Securities will be a wholly-owned subsidiary of parent ICICI Bank, which was criticised by regulator Sebi for the way it had rough-shoded the delisting move with some clients. The merger scheme offers ISec shareholders 67 shares of ICICI Bank for every 100 shares they own in the brokerage.