General Announcement::Disclosure - Investment in Go Digit Life Insurance Limited

Issuer & Securities

Issuer/ Manager
HDFC BANK LIMITED
Securities
HDFCBANK INR23B 8.1%N250322 - XS1794215696 - 8NPB
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
24-Apr-2023 14:32:12
Status
New
Announcement Sub Title
Disclosure - Investment in Go Digit Life Insurance Limited
Announcement Reference
SG230424OTHRZ0QQ
Submitted By (Co./ Ind. Name)
Dhanjit Thaivalappil
Designation
Deputy Vice President
Description (Please provide a detailed description of the event in the box below)
Dear Sir/Madam,

In continuation to our earlier intimation, we wish to inform you that HDFC Bank Limited (the Bank ) has executed definitive agreements on April 21, 2023 to invest an amount of up to Rs. 69.90 crores in Go Digit Life Insurance Limited ( Go Digit Life ) in two tranches, subject to the terms and conditions set out in the definitive agreements. In accordance with the definitive agreements, the consideration to be paid for the acquisition of 9.94% in the equity share capital of Go Digit Life (by way of a share subscription) in the first tranche amounts to approximately Rs. 10.93 crores ( Initial Subscription ). The Bank, at its discretion, may elect to invest the remaining amount of up to Rs. 58.97 crores in the second tranche post completion of the Initial Subscription, in accordance with the definitive agreements.

Pursuant to Regulation 30 of the SEBI Listing Regulations, we wish to provide the following disclosures with respect to the above:

a. Name of the target entity, details in brief as size, turnover etc. Go Digit Life Insurance Limited

Basis the unaudited financial statements of Go Digit Life for the year ended March 31, 2023, the turnover (operating income) was NIL and losses were Rs. 5.36 crores. Total Assets were Rs 26.42 crores.

Go Digit Life was incorporated on December 16, 2021.

b. Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at arm s length This transaction of acquisition of equity shares does not constitute a related party transaction.

As on date, the Bank s promoters do not have any interest in Go Digit Life.

The Bank and its subsidiaries in the ordinary course of business may have business dealings with Go Digit Life at an arm s length basis.
c. Industry to which the entity being acquired belongs Go Digit Life proposes to carry out life insurance business in India subject to grant of certificate of registration by the Insurance Regulatory and Development Authority of India (IRDAI).

d. Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity) Financial investment
e. Brief details of any governmental or regulatory approvals required for the acquisition Approval of IRDAI for the application filed by Go Digit Life under Form IRDAI/R2 is required to be obtained by Go Digit Life for the first tranche investment.

f. Indicative time period for completion of the acquisition Within 3 to 6 months from the execution date. The first tranche investment is subject to IRDAI granting requisite approval to Go Digit Life for the application filed by Go Digit Life under Form IRDAI/R2.

g. Nature of consideration - whether cash consideration or share swap and details of the same Total cash consideration for the first tranche investment is Rs. 10,93,40,000 (Rupees Ten Crores Ninety-Three Lakhs Forty Thousand only).

h. Cost of acquisition or the price at which the shares are acquired Cost of acquisition for the first tranche investment is Rs 10 /- per equity share of Go Digit Life.

i. Percentage of shareholding / control acquired and / or number of shares acquired Post the first tranche investment, the Bank will hold 9.94% of the equity share capital of Go Digit Life by way of acquisition of fully paid up equity shares of face value of Rs. 10 each.

j. Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief) Go Digit Life, a company limited by shares, registered under the Companies Act, 2013, proposes to carry out life insurance business in India subject to grant of certificate of registration by IRDAI.

Go Digit Life was incorporated as Go Digit Life Sciences Private Limited on December 16, 2021 as a private limited company under the Companies Act, 2013. It was subsequently converted to a public limited company on May 10, 2022. The name of Go Digit Life was changed from Go Digit Life Sciences Limited to its present name: Go Digit Life Insurance Limited on June 02, 2022.


History of last 3 years turnover:
FY 2021: Not Applicable
FY 2022 (audited): NIL
FY 2023 (unaudited): NIL
Country of presence: India.


This is for your information and appropriate dissemination.

Attachments

SGX Acquisition Godigit 24Ap2023.pdf
Total size =518K