ICICI Bank Limited, one of India’s leading private sector banks, has announced the allotment of 56,008,117 equity shares following the approval of the Scheme of Arrangement for the merger of ICICI Securities Limited with ICICI Bank Limited. The allotment, which includes 51,723 equity shares issued towards fractional entitlements, was approved by the Stakeholders Relationship Committee of the Bank at its meeting held on March 26, 2025, which concluded at 09:24 a.m..

This allotment marks the next step in the delisting process of ICICI Securities Limited (I-Sec), where the shares were allocated to the public shareholders of ICICI Securities as per the Swap Ratio provided in the Scheme of Arrangement. The newly allotted equity shares will be listed on BSE Limited and the National Stock Exchange of India Limited (NSE) and will rank pari-passu with the existing equity shares of the Bank, including eligibility for dividend.

Background of the Scheme of Arrangement

The Scheme of Arrangement involving the merger of ICICI Securities Limited (I-Sec) with ICICI Bank Limited was aimed at consolidating operations and enhancing value for shareholders. As per the terms of the Swap Ratio outlined in the Scheme, the public shareholders of ICICI Securities Limited holding shares as on the Record Date of March 24, 2025, have been allotted ICICI Bank shares to ensure a seamless transition post-merger.

Key Highlights of the Allotment

• Total Shares Allotted: 56,008,117 equity shares of face value ₹2/- each, including 51,723 shares allotted for fractional entitlements.

• Swap Ratio: As per the approved Scheme of Arrangement, ICICI Bank allotted shares to eligible shareholders of ICICI Securities based on the agreed ratio.

• Listing and Trading: The newly allotted shares will be listed on BSE and NSE and will be treated at par with the existing shares, ensuring pari-passu status in terms of voting rights, dividend, and other entitlements.

Approval Process and Timeline

• The allotment was approved by the Stakeholders Relationship Committee of ICICI Bank on March 26, 2025.

• The meeting of the Committee concluded at 09:24 a.m., during which the resolution to allot shares was passed.

• The allotted shares are expected to be listed on both the BSE and NSE in the coming days, post necessary regulatory approvals.

Significance for ICICI Securities Shareholders

For the public shareholders of ICICI Securities Limited, the allotment ensures a smooth transition post-delisting, giving them direct equity ownership in ICICI Bank Limited. Since the newly allotted shares will enjoy the same rights and privileges as the existing shares, shareholders can expect dividend payouts and other associated benefits similar to other ICICI Bank shareholders.

Fractional Entitlements and Shareholder Benefits

The allotment included 51,723 equity shares allotted specifically towards fractional entitlements that arose due to the share swap process. Fractional entitlements typically occur when the shares allotted to shareholders under the swap ratio do not result in a whole number of shares. In such cases, the fractional entitlements are consolidated and allotted as whole shares to eligible shareholders, ensuring that no shareholder is disadvantaged.

Regulatory Compliance and Global Disclosure

In line with the regulatory requirements of the Securities and Exchange Board of India (SEBI) under the Listing Obligations and Disclosure Requirements (LODR) Regulations, 2015, ICICI Bank has duly disclosed the allotment of these shares. The disclosure was made to the BSE Limited and the National Stock Exchange of India Limited as per the prescribed guidelines.

Additionally, copies of the disclosure have been sent to:

• New York Stock Exchange (NYSE)

• Japan Securities Dealers Association

• Singapore Stock Exchange

• SIX Swiss Exchange Ltd.

This ensures that stakeholders across international markets remain informed about the developments related to the ICICI Bank - ICICI Securities merger.

ICICI Bank’s Vision Post-Merger

The merger of ICICI Securities Limited with ICICI Bank Limited is expected to create synergies by integrating the offerings of both entities, streamlining operations, and delivering enhanced shareholder value. The consolidation aligns with ICICI Bank’s strategy to expand its service offerings and strengthen its position in the financial ecosystem. The merger will also improve the Bank’s ability to leverage cross-selling opportunities, enhance customer relationships, and accelerate growth.

About ICICI Bank Limited

ICICI Bank Limited is one of India’s largest private sector banks, offering a wide range of financial services, including retail and corporate banking, insurance, asset management, and investment banking. With a robust presence in India and overseas, ICICI Bank continues to lead the market with its commitment to innovation, customer-centricity, and operational excellence.

About ICICI Securities Limited

ICICI Securities Limited is a leading provider of financial services in India, offering a range of investment and wealth management services, including equity broking, mutual funds, investment advisory, and portfolio management services. The company has a strong presence in the retail and institutional segments and has been a key player in India’s financial services sector.

Conclusion

The allotment of 56,008,117 equity shares by ICICI Bank Limited marks a significant milestone in the successful completion of the ICICI Securities merger process. By ensuring pari-passu status and seamless integration of shareholders, ICICI Bank reinforces its commitment to providing value to its shareholders while advancing its strategic objectives. The listing of these shares on BSE and NSE will mark the final step in this transformative journey, ensuring that the shareholders of ICICI Securities Limited enjoy continued benefits as equity holders of ICICI Bank Limited.

The Upcoming IPOs in this week and coming weeks are Arisinfra Solutions Limited, Identixweb Limited, Retaggio Industries Limited, Infonative Solutions Limited.

The Current active IPO are ATC Energies System Limited, Shri Ahimsa Naturals Limited, Desco Infratech Limited, Rapid Fleet Management Services, Active Infrastructures Limited.

Start your Stock Market Journey and Apply in IPO by Opening Free Demat Account in Choice Broking FinX.

Join our Trading with CA Abhay Telegram Channel for regular Stock Market Trading and Investment Calls by CA Abhay Varn - SEBI Registered Research Analyst.