Outcome of Board Meeting Press Release -IndusInd Bank and Bharat Financial Inclusion Announce Merger IndusInd Bank and Bharat Financial Inclusion announce merger Investor Presentation - Merger of Bharat Financial Inclusion Limited and IndusInd Bank No Objection by the Reserve Bank of India to the proposed Amalgamation of Bharat Financial Inclusion Limited (formerly known as 'SKS Microfinance Limited') with IndusInd Bank Limited. This is in relation to the Composite Scheme of Arrangement ('Scheme') between IndusInd Bank Limited ('Bank') and Bharat Financial Inclusion Limited (formerly known as 'SKS Microfinance Limited') ('BFIL') In this regard, we would like to inform you that the Reserve Bank of India ('RBI') has, vide its letter dated March 13, 2018 conveyed its 'no objection' for the voluntary amalgamation of BFIL with the Bank, subject to compliance with the terms and conditions specified therein. The Scheme remains subject to the receipt of approval from the Stock Exchanges/ SEBI, the National Company Law Tribunal, the respective shareholders and creditors of BFIL and the Bank and other applicable statutory and regulatory approvals. (As Per BSE Announcement Dated on 13.03.2018) Approval of the Reserve Bank of India for incorporation of a wholly owned subsidiary of IndusInd Bank Limited as part of the composite scheme of arrangement between IndusInd Bank Limited and Bharat Financial Inclusion Limited. The Bank had received no-objection of the Reserve Bank of India ('RBI') for the Amalgamation on March 13, 2018. By way of update, we would like to inform you that the RBI has, vide a letter dated June 8, 2018, conveyed its approval for incorporation of a wholly owned subsidiary of the Bank, as part of the amalgamation of BFIL with the Bank, subject to the terms and conditions specified therein. The Bank had received the approval of the Competition Commission of India in relation to the amalgamation on December 19, 2017, and 'no-objection' from the NSE and BSE in relation to the draft Scheme on June 1, 2018 and June 4, 2018 respectively. The Scheme remains subject to approval from the National Company Law Tribunal shareholders, creditors of BFIL & the Bank This is in relation to the Composite Scheme of Arrangement ('Scheme') between IndusInd Bank Limited ('Bank') and Bharat Financial Inclusion Limited (formerly known as 'SKS Microfinance Limited') ('BFIL') for, inter alia, the amalgamation of BFIL with the Bank, as approved by the Board of Directors of the Bank and BFIL on October 14, 2017, subject to receipt of applicable regulatory approvals. The approval of the transaction by the Board of Directors of the Bank was intimated to the stock exchanges on October 14, 2017. We vide our letter dated March 13, 2018 intimated you that the Bank had received 'no-objection' of the Reserve Bank of India ('RBI') for the amalgamation on March 13, 2018. By way of update, we have been informed by the Bank that the RBI has, vide a letter dated June 8, 2018, conveyed its approval for incorporation of a wholly owned subsidiary of the Bank, as part of the amalgamation of BFIL with the Bank, subject to the terms and conditions specified therein. (As per BSE Announcement date on 08/06/2018) Incorporation of a Wholly Owned Subsidiary Company of Indusind Bank Limited ('WOS') for the purposes of the Composite Scheme of Arrangement between IndusInd Bank Limited, Bharat Financial Inclusion Limited and WOS. (As Per BSE Announcement Dated on 10.08.2018) Ref: (1) Scheme of arrangement amongst IndusInd Bank Limited ('IBL'), Bharat Financial Inclusion Limited (formerly known as 'SKS Microfinance Limited') ('BFIL'), the wholly owned subsidiary of IndusInd Bank Limited ('WOS') and their respective shareholders and creditors ('Scheme'); (2) Clarifications/ documents sought by the BSE Limited ('BSE') on April 20, 2018, and the response submitted by IBL to the BSE; and (3) No-objection issued by the BSE dated June 4, 2018, bearing reference number DCS/ AMAL/ SD/ R37/ 1155/ 2018-19. Subject: (1) Details in relation to the WOS incorporated for the purposes of the Scheme; and (2)Book value of the Transferred Undertaking (as defined in the Scheme) as on the appointed date of the Scheme i.e. January 1, 2018. (As Per BSE Announcement Dated on 16.08.2018) Composite Scheme of Arrangement among IndusInd Bank Limited ('Bank'), Bharat Financial Inclusion Limited, IndusInd Financial Inclusion Limited and their respective shareholders and creditors before the Hon'ble National Company Law Tribunal, Mumbai ('Hon'ble NCLT') We refer to our letter dated August 16, 2018, in relation to the Composite Scheme of Arrangement between the Bank, Bharat Financial Inclusion Limited and IndusInd Financial Inclusion Limited and their respective shareholders and creditors ('Scheme'). In furtherance of the aforesaid letter, we would like to inform you that the Scheme has been filed today by the Bank with the Hon'ble NCLT vide a Company Scheme Application, to seek requisite directions under Sections 230 - 232 of the Companies Act, 2013. (As Per BSE Announcement Dated On 24/08/2018) Newspaper advertisement of the National Company Law Tribunal Convened Meeting of the Equity Shareholders of IndusInd Bank Limited ('Bank') in connection with the Scheme of Arrangement amongst Bharat Financial Inclusion Limited, the Bank and IndusInd Financial Inclusion Limited under Sections 230 to 232 of the Companies Act, 2013 ('Scheme') (As Per BSE Announcement Dated On 07/11/2018) We are enclosing herewith a copy of Presentation on update on Merger of the Company with IndusInd Bank Ltd. We request you to kindly place the aforesaid presentation on your website for the information of investors. The aforesaid presentation will be made available on our website for information of all stakeholders. We request you to take the above on record and acknowledge receipt. We are enclosing herewith a copy of Presentation on Update on Merger of IndusInd Bank Limited and Bharat Financial Inclusion Limited. We request you to kindly place the aforesaid update on your website for the information. A copy of this disclosure, in compliance with Regulation 46 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is being uploaded on the website of the Bank at www.indusind.com. (As Per BSE Announcement Dated On 10/11/2018) This is with reference to our letter dated November 1, 2018, wherein it was informed that the National Company Law Tribunal, Mumbai ('NCLT') vide its order dated October 31, 2018 ('Order'), received by the Bank on November 1, 2018, in the Company Scheme Application no. 921 of 2018, had dispensed with the meeting of the unsecured creditors of the Bank. Further, it was informed that and the NCLT had directed the Bank to issue notice to the relevant unsecured creditors, in terms of the Order. Accordingly, notice to the unsecured creditors of the Bank is attached herewith and is also available on the Bank's website at www.indusind.com (As Per BSE Announcement Dated on 20.11.2018) Publication in Newspaper of date fixed for hearing of the Scheme of Arrangement. We are pleased to inform that Hon'ble NCLT Mumbai Bench - 1 ('NCLT'), on Thursday, March 14, 2019 admitted Company Scheme Petition (CSP) No. 4648 of 2018 connected with Company Scheme Application No. 921, 922 and 923 of 2018 in the matter of Composite Scheme of Arrangement amongst Bharat Financial Inclusion Limited, IndusInd Bank Limited ('Bank') and Bank's wholly-owned subsidiary IndusInd Financial Inclusion Limited and their respective shareholders and creditors. The NCLT has fixed the date for hearing on Friday, March 29, 2019. The Joint Notice intimating the date fixed for hearing i.e., March 29, 2019 of the CSP No. 4648 of 2018 has been published in English language in The Indian Express Pan-India, The New Indian Express and Times of India (Southern Region) and in Marathi language in Loksatta, (Maharashtra region) on Saturday, March 16, 2019. (As Per BSE Announcement Dated On 16/03/2019) Bharat Financial Inclusion Ltd has informed BSE regarding 'Publication in Newspaper of the date fixed for hearing of the Scheme of Arrangement'. (As Per BSE Announcement Dated on 18.03.2019) This is to inform you that the National Company Law Tribunal, Mumbai ''Bench (Hon''ble NCLT) has today t.e,, on June 10, 2019 sanctioned the Composite Scheme of Arrangement among Bharat Hnandal Inclusion Limited ('Company'), Induslnd Bank Limited, Induslnd Financial Inclusion Limited and their respective Shareholders and Creditors under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 read with the Rules framed thereunder.The Scheme will come into effect upon filing certified copy of the order with the jurisdictional Registrar of Companies and the certified copy of the order is awaited. (As Per BSE Announcement Dated on 10.06.2019) Trading members of the Exchange are hereby informed that, pursuant to the Scheme of Amalgamation as sanctioned by the Mumbai Bench of the Hon'ble National Company Law Tribunal, inter alia, between Bharat Financial Inclusion Limited, IndusInd Bank Limited, IndusInd Financial Inclusion Limited & their respective shareholder & Creditors , IndusInd Bank Limited has fixed the Record Date to determine the entitlement of shareholders of Bharat Financial Inclusion Limited to equity shares of IndusInd Bank Limited. Trading Members are advised not to deal in the equity shares of Bharat Financial Inclusion Limited with effect from the under mentioned date: COMPANY NAME CODE Bharat Financial Inclusion Limited (533228) RECORD DATE 04/07/2019 PURPOSE Scheme of Amalgamation: - Upon the Scheme becoming effective and in consideration of the Amalgamation of Bharat Financial Inclusion Limited into IndusInd Bank Limited; IndusInd Bank Limited shall issue and allot Equity Shares to the shareholders of Bharat Financial Inclusion Limited in the following share exchange ratio: '639 (Six Hundred & Thirty Nine) Equity share of face value of Rs.10/- each of IndusInd Bank Limited , fully paid up for every 1,000 (One Thousand) shares of face value of Rs.10/- each held in Bharat Financial Inclusions Limited' NO DEALINGS FROM W.E.F. 03/07/2019 DR-065/2019-2020 Trading Members of the Exchange are requested to take note of it. (As Per BSE Notice Dated on 21.06.2019) (1) Composite scheme of arrangement among Bharat Financial Inclusion Limited ('Company'), IndusInd Bank Limited, IndusInd Financial Inclusion Limited and their respective shareholders and creditors pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. (2) Receipt of certified true copy of the order of National Company Law Tribunal, Mumbai Bench ('Hon'ble NCLT'). (3) Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 This is in furtherance of our letter dated June 10, 2019 wherein we had intimated that the composite scheme of arrangement among the Company, IndusInd Bank Limited, IndusInd Financial Inclusion Limited and their respective shareholders and creditors ('Scheme') had been approved by the Hon'ble NCLT on June 10, 2019. This is in furtherance of our letter dated June 11, 2019 wherein we had intimated that the composite scheme of arrangement among Bharat Financial Inclusion Limited, the Bank, IndusInd Financial Inclusion Limited and their respective shareholders and creditors ('Scheme') had been approved by the Hon'ble NCLT on June 10, 2019. We are pleased to inform you that the Bank has received the certified true copy of the order passed by the Hon'ble NCLT sanctioning the Scheme today i.e., on June 13, 2019. The certified true copy of the order is attached for your records. (As Per BSE Announcement Dated On 13/06/2019) 1.This is in furtherance of our letters dated June 10, 2019 and June 13, 2019, wherein we had intimated that the composite scheme of arrangement among the Bank, BFIL, IFIL and their respective shareholders and creditors pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ('Scheme') has been approved by the National Company Law Tribunal, Mumbai Bench ('Hon'ble NCLT') vide its order dated June 10, 2019 ('NCLT Order'). 2.We are pleased to inform you that the meeting of the Board of Directors of BFIL ('Board') was duly convened today, i.e. on June 19, 2019 and the Board inter alia considered and noted the NCLT Order and fixed Thursday, July 4, 2019 as the Effective Date of the Scheme, on which date the NCLT Order will be filed by the Bank, BFIL and IFIL with the jurisdictional Registrar of Companies. The Board at its meeting held today, took on record the Certified Copy of NCLT Order pronounced on June 10, 2019 that was received on June 13, 2019 approving Scheme of Arrangement amongst BFIL, the Bank and IFIL. Announcement regarding Effective Date and Record Date of the Merger between IndusInd Bank Limited and Bharat Financial Inclusion Limited. Please find attached hereto a copy of Press Release dated June 19, 2019 titled' Announcement regarding Effective Date and Record Date of the Merger between lnduslnd Bank Limited and Bharat Financial Inclusion Limited.' This is for your information and records. (As Per BSE Announcement Dated 19.06.2019) This is in furtherance of our letter dated June 19, 2019, wherein we had intimated that the Board of Directors of BFIL ('Board') at its meeting convened on June 19, 2019 inter alia considered and noted the order dated June 10, 2019 ('NCLT Order') vide which the Hon''ble National Company Law Tribunal, Mumbai Bench sanctioned the Scheme and fixed Thursday, July 4, 20 I 9 as the Effective Date of the Scheme, on which date the NCLT Order will be filed by the Bank, BFIL and lFIL with the jurisdictional Registrar of Companies. 2. In accordance with Regulation 42(l)(e) of the SEBI LODR Regulations, we would like to inform you that the Board of BFIL, at its meeting held on June 19, 2019, has also fixed Thursday, July 4, 2019 as the Record Date, following the effectiveness of the Scheme, for the purposes of determining the shareholders of BFIL who shall be entitled to receive shares of the Bank, as consideration pursuant to the Scheme. (As Per BSE Announcement Dated On 20/06/2019) Composite Scheme of Arrangement among Bharat Financial Inclusion Limited ('BFIL'), IndusInd Bank Limited ('Bank'), IndusInd Financial Inclusion Limited ('IFIL') and their respective shareholders and creditors pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. Effectiveness of the Scheme. Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. 1. This is in furtherance of our letter dated June 19, 2019 and June 20, 2019, wherein we had intimated that pursuant to the meeting of the Board on June 19, 2019: (i) the Board inter alia considered and noted the order dated June 10, 2019, passed by the National Company Law Tribunal, Mumbai, sanctioning the Scheme ('NCLT Order') and fixed Thursday, July 4, 2019 as the Effective Date of the Scheme, on which date the Bank, BFIL and IFIL proposed to file the NCLT Order with the jurisdictional Registrar of Companies; Effectiveness of the Composite Scheme of Arrangement among Bharat Financial Inclusion Limited ('BFIL'), IndusInd Bank Limited ('Bank'), IndusInd Financial Inclusion Limited ('IFIL') and their respective Shareholders and Creditors pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. (As Per BSE Announcement Dated on 04/07/2019) The Finance Committee of the Board in its meeting held today, inter alia a) Approved the allotment of Equity Shares of IBL to BFIL shareholders; b) Allotment of Share Warrants to Promoters of IBL; and C) Took on record appointment of Catalyst Trusteeship Ltd. to hold fractional entitlements arising from allotment of IBL Shares to the BFIL Shareholders in Trust for purpose of selling on the Stock Exchanges and onward distribution to BFIL shareholders. (As Per BSE Announcement Dated on 06/07/2019) Outcome of the 28th meeting of the Finance Committee of the Board of IndusInd Bank Ltd., under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Allotment of 1,57,70,985 fully paid-up Equity Shares of Rs.1,709/- each, of IndusInd Bank Limited, upon conversion of the equivalent number of Share Warrants. (As per BSE Announcement Dated on 18/2/2021)