IN THE NATIONAL COMPANY LAW TRIBUNAL

MUMBAI BENCH, COURT - II

CA No. 156 of 2023

IN

CP (CAA) No. 243/(MB) 2022

In the matter of Section 231(1)(b) of the

Companies Act, 2013 r/w Rules 17(2)

and 23 of the Companies (Compromises,

Arrangements

and

Amalgamation)

Rules, 2016 and Rules 11 and 153 of the

National Company Law Tribunal Rules,

2016.

AND

In the matter of Sections 230-232 r/w

other applicable provisions of the

Companies Act, 2013.

In the matter between

HDFC Investments Limited

…Applicant Company No. 1/

Transferor Company No. 1

AND

HDFC Holdings Limited

…Applicant Company No. 2/

Transferor Company No. 2

Housing Development Finance

Corporation Limited

… Applicant Company No. 3/

Transferee Company/

Amalgamating Company

HDFC Bank Limited

… Applicant Company No. 4/

Amalgamated Company

Order delivered on: 20.04.2023

IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH, COURT-II

CA NO. 156 of 2023

IN

CP (CAA) 243/MB/2022

Page 2 of 3

Coram:

Hon’ble Member (Technical)

Hon’ble Member (Judicial)

Shri Shyam Babu Gautam

Shri Kuldip Kumar Kareer

Appearances:

For the Applicants : Mr. Janak Dwarkadas, Senior Advocate

ORDER

Per: Coram

1. This is an Application filed by the Applicants seeking an extension of

a period of 90 days from the date of expiry of 30 days from the receipt

of the certified copy of the Order dated 17^th March 2023 i.e. from 27^th

April 2023 to enable them to file a certified copy of the said Order along

with certified copy of the Scheme with the Registrar of Companies with

liberty to the Applicants to seek further extension of time, if required.

2. The Applicants submit that this Tribunal sanctioned the Composite

Scheme of Amalgamation among the Applicant Companies vide Order

dated 17^th March 2023. The certified copy was made available to the

Applicants on 28^th March 2023 wherein the Tribunal had directed the

Applicants to file a certified copy of the said Order and a copy of the

Scheme with the Registrar of Companies (“RoC”) within 30 days from

the receipt of the certified copy, i.e. by 27^th April 2023. In this regard,

the Applicants submit that they have applied for several regulatory

approvals to the Securities Exchange Board of India (SEBI), Insurance

Regulatory and Development Authority of India (IRDAI), Reserve

Bank of India (RBI) and other relevant authorities.

IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH, COURT-II

CA NO. 156 of 2023

IN

CP (CAA) 243/MB/2022

Page 3 of 3

3. The Applicants submit that while every effort is being made to comply

with the requirements under the Regulations, the time taken by the

authorities for granting approvals are beyond the control of the

Applicants. Hence, as of now, the Applicants are not in a position to

receive all such approvals and furnish the certified copy of the Scheme

within the statutory time period of 30 days. It is stated that if the

extension of time period for obtaining such approvals is not granted, it

may render the Scheme ineffective as the Effective Date of the Scheme

depends upon the successful filing of the certified copy of the Order

along with the certified copy of the Scheme with the RoC.

4. We have heard the Counsel for the Applicants and on perusal of the

present Application, it is observed that the Applicants have taken

substantial efforts to obtain the necessary approvals from the relevant

Regulatory Authorities. Considering that such approvals are

mandatory in nature, we are of the view that the Applicants’ request

for extension is reasonable and justified. In view of the foregoing

reasons, we find it fit to allow the Application. Accordingly, the time

period for obtaining the necessary approvals and filing the certified

copies of the Order and the Scheme with the RoC shall stand extended

from 27^th April 2023 for a period of 90 days.

5. With the above observations, C.A. No. 15