IPO DETAILS : Bandhan Bank Ltd.
DN 32, Sector V, Salt Lake, Kolkata, West Bengal - 700091
Phone: 66090909 Fax: 66090502

Public Issue of 119280494 Equity Shares of Rs 10.00 each for Cash at a Premium of Rs 365.00 per share.

Issue Open DateIssue Closing DateApplication MoneyAllotment Money
15/03/201819/03/2018375.00 -
Lead Managers Registrar Listed at
AXIS CAPITAL LIMITED
GOLDMAN SACHS (INDIA) SECURITIES PVT. LTD.
JM FINANCIAL INSTITUTIONAL SECURITIES LIMITED.
JP MORGAN INDIA PRIVATE LIMITED.
KOTAK MAHINDRA CAPITAL COMPANY LTD.
KARVY COMPUTERSHARE PRIVATE LIMITED
Karvy Selenium Tower B, Plot No 31-32, Gachibowli, Financial Dist
,
Hyderabad, Telangana - 500032
Phone: 67162222 Fax: 23431551
-
Object of the issue

The Issue comprises of a Fresh Issue and an Offer for Sale.

Offer for Sale

The Selling Shareholders will be entitled to the respective portion of the proceeds of the Offer for Sale net of their proportion of Issue related expenses. the Bank will not receive any proceeds from the Offer for Sale. Other than listing fees, payment of Issue expenses will be shared proportionately as mutually agreed amongst the Bank and the Selling Shareholders and in accordance with applicable law, upon the successful completion of the Issue and such payments shall be made as stipulated in the Cash Escrow Agreement. In the event the Issue is withdrawn or not completed for any reason whatsoever, all Issue related expenses shall be borne by the Bank.

Fresh Issue

In terms of the RBI New Bank Licensing Guidelines, the Equity Shares of the Bank are required to get listed on the stock exchanges within three years from the date of commencement of business of the Bank, i.e., on or before August 22, 2018. In light of the above, since the Bank is required to get listed on the stock exchanges on or before August 22, 2018, the Bank is undertaking this Issue.




Promoted by

The Promoters of the Bank are BFHL, BFSL, FIT and NEFIT.

1.BFHL: Corporate information

BFHL was incorporated as a public limited company under the Companies Act, 2013, pursuant to a certificate of incorporation dated November 17, 2014 issued by the RoC.

BFSL was accorded in-principle approval by the RBI on April 9, 2014 for setting up a bank in the private sector, subject to compliance with the RBI New Bank Licensing Guidelines. Pursuant to the aforesaid in-principle approval, and in accordance with the RBI New Bank Licensing Guidelines, BFHL was set up to act as a non-operating financial holding company of the Bank. As per the RBI New Bank Licensing Guidelines, BFHL obtained registration as a non-banking financial institution without accepting public deposits from the RBI on June 4, 2015.

The registered office of BFHL is located at DN 32, Sector V, Salt Lake, Kolkata, West Bengal 700 091.

2. BFSL: Corporate information

BFSL was incorporated as Ganga Niryat Private Limited, a private limited company under the Companies Act, 1956, pursuant to a certificate of incorporation dated August 3, 1995 issued by the RoC. The name of BFSL was changed from Ganga Niryat Private Limited to Bandhan Financial Services Private Limited, and a fresh certificate of incorporation consequent upon change of name dated April 27, 2007 was issued by the RoC. Subsequently, upon conversion into a public limited company, the name of BFSL was changed from Bandhan Financial Services Private Limited to Bandhan Financial Services Limited, and a fresh certificate of incorporation consequent upon change of name dated December 17, 2014 was issued by the RoC.

On October 17, 2007, BFSL obtained a registration from the RBI as a non-banking financial institution for purposes of carrying out non-banking financial activities without accepting public deposits. Subsequently, BFSL was converted into a non-banking financial company-micro finance institution by way of certificate of registration dated September 5, 2013 issued by the RBI permitting BFSL to engage in the business of micro finance. BFSL obtained registration dated September 21, 2017 as a non-banking financial company-core investment company from the RBI.

On April 9, 2014, the RBI granted in-principle approval to BFSL for setting up a bank in the private sector. Upon receipt of the in-principle approval, BFSL and the Bank entered into the Business Transfer Agreement to transfer all of BFSL’s existing micro finance business including, all the assets, liabilities, accumulated profits and its entire infrastructure along with its wide consumer base to the Bank. For further details, see “History and Certain Corporate Matters – Summary of Key Agreements” beginning on page 168. On the effective date of transfer under the Business Transfer Agreement, being August 23, 2015, the Bank’s advances were Rs. 77,687.9 million and deposits and borrowings were Rs. 93,234.0 million. Consequently, BFSL ceased to have any business activity of its own, other than holding investment in BFHL. For further details, see “Details of the Promoters - BFHL”.

The registered office of BFSL is located at DN 32, Sector V, Salt Lake, Kolkata, West Bengal 700 091. For financial information in respect of BFSL, see “Financial  Statements – BFSL”

3. FIT: FIT was formed pursuant to a trust deed dated March 16, 2009, as an irrevocable charitable trust with objectives including inter alia eliminating functional illiteracy in India by making education economically relevant and fostering community commitment to education to ensure that the underprivileged are motivated to invest in the education of their children, promoting micro finance institutions with a view to expand micro finance services at the grass root level across India, and ensuring the availability of affordable financial services to the underprivileged through enhancing capacity of microfinance institutions by bridging the existing gap in demand and supply of financial services.

The registered office of FIT is located at 302 Kirti Deep, Nangal Raya, New Delhi 110 046. The settlor of FIT is Bandhan Konnagar, a society registered under the West Bengal Societies Registration Act, 1961, engaged in various activities, including promotion and support of micro finance institutions in India (“Bandhan Konnagar”). Yogesh Chand Nanda, Vijayalakshmi Das and Jayanta Choudhary are the trustees of FIT.

4. NEFIT: NEFIT was formed pursuant to trust deed dated December 14, 2009, as an irrevocable charitable trust with objectives including inter alia eliminating illiteracy in India by making education available to the underprivileged and fostering community commitment to education so that the underprivileged are motivated to invest in the education of their children, reducing healthcare expenditure of underprivileged families along with ensuring easy accessibility to healthcare services, and working towards protection of the environment through a systematic approach, including plantation of trees.

The registered office of NEFIT is located at Akhaura Road, P.O. Ramnagar, Agartala, Distict West Tripura, Tripura 799 002.

Bandhan Konnagar is the settlor of NEFIT. Amit Hazra, Sanjit Kumar Mallick, and Rajendra Kumar Ghosh are the trustees of NEFIT.