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Business News/ Markets / Stock Markets/  ICICI Bank, ICICI Securities issue clarifications over ‘concerted campaign’ against delisting proposal
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ICICI Bank, ICICI Securities issue clarifications over ‘concerted campaign’ against delisting proposal

ICICI Securities said that a concerted campaign against the proposal, using social media and involving extensive outreach to retail shareholders, was undertaken by those opposed to the proposed scheme.

ICICI Bank branch at KG Marg. Photo by Ramesh Pathania (icici)Premium
ICICI Bank branch at KG Marg. Photo by Ramesh Pathania (icici)

ICICI Bank clarified on Thursday, March 28 that it is undertaking efforts to reach each out to equity shareholders to explain proposed delisting scheme of ICICI Securities. The outreach has been to explain the e-voting process with the primary objective of maximizing participation in the vote.

ICICI Bank, which holds roughly 75 per cent stake in the brokerage and whose vote is not considered, said on Thursday that its shareholder outreach was "important" to explain the proposal and participation, and was not done to sway voters. The outreach was not to pursue repeated engagement if declined by the shareholders, the bank added.

Also Read: ICICI Securities delisting gets nod from institutional investors despite retail resistance; shares fall 4%

This comes after several media reports suggested that retail shareholders of ICICI Securities were contacted by the employees of ICICI Bank in connection with the delisting of ICICI Securities. The brokerage said that a concerted campaign against the proposal, using social media and involving extensive outreach to shareholders was undertaken by those opposed to the proposed scheme. 

ICICI Bank, ICICI Securities clarification

"...We are of the considered view that the proposed scheme is in the best interests of shareholders of both ICICI Securities and ICICI Bank. Consequently, we felt it was important to reach out to retail shareholders to facilitate a considered outcome of, the vote," said ICICI Securities.

Also Read: Why ICICI Bank employees are dialling ICICI Securities shareholders

ICICI Securities also said the share exchange ratio for the proposed merger scheme is as per the joint valuation exercise conducted by two independent valuers. Two merchant bankers have delivered independent fairness opinions to ICICI Bank and ICICI Securities separately. ICICI Bank and ICICI Securities received no adverse observations, no-objection letters regarding the scheme from NSE and BSE on November 28, 2023 and November 29, 2023 respectively. 

Also Read: ICICI Securities delisting: Proxy advisors IiAS and ISS recommend voting for delisting proposal

"It may also be noted that four independent proxy advisory firms recommended voting for the resolution to approve the proposed Scheme to shareholders of both ICICI Bank and ICICI Securities. However, a concerted campaign against the proposal, using social media and involving extensive outreach to retail shareholders was undertaken by those opposed to the proposed scheme," said ICICI Securities.

ICICI Securities delisting proposal

ICICI Securities said that about 72 per cent of its shareholders have voted in favour of delisting and subsequent merger with parent firm ICICI Bank, even as the majority of retail investors opposed the scheme. The shareholders of the broking firm on March 27 voted on the proposal to delist the company and make it a wholly-owned subsidiary of the parent entity.

In a regulatory filing, ICICI Securities said 83.8 per cent of institutional investors voted in favour of the scheme, while 67.8 per cent of non-institutional investors voted against it. Overall, 72 per cent of public shareholders voted in favour of the delisting scheme. ICICI Securities' largest public shareholder, Norges Bank Investment Management, voted in favour of the deal.

As per the scheme, shareholders of ICICI Securities would receive 67 shares of ICICI Bank for every 100 equity shares held in ICICI Securities. Last year, the boards of both entities had approved the delisting and merger scheme.

Shares of ICICI Securities lost 1.5 per cent on Thursday and shares settled 2.08 per cent lower at 725.65 apiece on the BSE, while ICICI Bank rose 1.9 per cent. Shares of ICICI Bank settled 1.09 per cent at 1,095.85 apiece on the BSE. ICICI Securities' stock has risen about 43 per cent during its six-year run as a public company, while ICICI Bank's shares have risen around four-fold during the period.

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Published: 28 Mar 2024, 05:18 PM IST
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