On Friday, Bengaluru-based investment manager Manu Rishi Guptha filed an appeal in the NCLAT, New Delhi. In an exchange filing, the ICICI Bank said it received an intimation from NCLAT on Friday that one shareholder of ICICI Securities holding 13, 050 shares of ICICI Securities has e-filed an appeal before NCLAT against the order of NCLT dismissing their application. Guptha and a few investors are opposing the terms of the proposed delisting of ICICI Sec.
The main grounds for the appeal in NCLAT against the NCLT order include “misapplication of Regulation 37 of SEBI’s Delisting of Equity Shares Regulation 2021, failure to address SEBI’s administrative warning letters dated June 6, 2024, allegations of electoral malpractices and a fraudulent voting process, an unjustifiable swap ratio and share valuation, and concerns over promoting non-transparency and sealed cover proceedings”, according to Guptha’s counsel Kaushik Chatterjee.
In two separate applications, Quantum Mutual Fund and minority shareholders led by Manu Rishi Gupta have opposed the proposed delisting of ICICI Securities, arguing that the share swap negatively impacts minority shareholders.
Chatterjee, who represented the shareholders in the NCLT, argued that the Sebi has illegally granted an exemption to parent ICICI Bank from the Delisting Regulations. This exemption allows ICICI Securities to delist its shares from the bourses without going through the reverse book-building process despite the requirement that the listed holding company and the listed subsidiary be in the same line of business, he added.
In the voting process that ended on March 27, investors holding 71.89% of the ICICI Securities shares favoured the scheme of arrangement, while those owning 28.11% voted against it. According to the exchange filings, 84% of institutional investors supported the scheme, while 68% of non-institutional investors opposed it. According to the scheme of arrangements, ICICI Securities’ shareholders will receive 67 shares of ICICI Bank for every 100 shares held.An investor in ICICI Securities has separately moved the Bombay High Court, contesting the Sebi’s decision to grant parent ICICI Bank relaxation from rules on delisting the broking firm.