HDFC Bank Ltd has informed that the Board of Directors of the Bank at its meeting held on February 28, 2008, has approved the following:
1. Merger of Centurion Bank of Punjab Ltd with Bank
After considering due diligence findings, the Board reaffirmed the share swap ratio as determined in the joint valuation report dated February 25, 2008 of Ernst & Young Pvt. Ltd and M/s. Dalal & Shah, Chartered Accountants (Joint Valuation Report) and the issuance of one equity share of Rs. 10/- each of the Bank for every 29 equity shares of Re. 1/- each held in Centurion Bank of Punjab Ltd.
The Board approved the draft Scheme of Amalgamation and the Merger Agreement.2. Preferential offer to Promoters.
The Bank proposes to issue 2,62,00,220 equity shares and / or other instruments like warrants convertible into equity shares, @ Rs. 1530.13 to Housing Development Finance Corporation Ltd and / or HDFC Investments Ltd and /or HDFC Holdings Ltd and / or Home Loan Services India Private Ltd (Promoter Group) on preferential basis pursuant to the SEBI (Disclosure and Investor Protection) Guidelines, 2000, subject to the approvals of the shareholders, Reserve Bank of India and other regulatory authorities.
3. Increase in Authorised Capital:
The Board has also approved the increase in authorized capital from Rs. 450 crores to Rs. 550 crores subject to the approval of the shareholders.
4. Extra-Ordinary General Meeting
The Board has convened an Extraordinary General Meeting of the members of the Bank on March 27, 2008 to consider the above matters.
1. Merger of Centurion Bank of Punjab Ltd with Bank
After considering due diligence findings, the Board reaffirmed the share swap ratio as determined in the joint valuation report dated February 25, 2008 of Ernst & Young Pvt. Ltd and M/s. Dalal & Shah, Chartered Accountants (Joint Valuation Report) and the issuance of one equity share of Rs. 10/- each of the Bank for every 29 equity shares of Re. 1/- each held in Centurion Bank of Punjab Ltd.
The Board approved the draft Scheme of Amalgamation and the Merger Agreement.2. Preferential offer to Promoters.
The Bank proposes to issue 2,62,00,220 equity shares and / or other instruments like warrants convertible into equity shares, @ Rs. 1530.13 to Housing Development Finance Corporation Ltd and / or HDFC Investments Ltd and /or HDFC Holdings Ltd and / or Home Loan Services India Private Ltd (Promoter Group) on preferential basis pursuant to the SEBI (Disclosure and Investor Protection) Guidelines, 2000, subject to the approvals of the shareholders, Reserve Bank of India and other regulatory authorities.
3. Increase in Authorised Capital:
The Board has also approved the increase in authorized capital from Rs. 450 crores to Rs. 550 crores subject to the approval of the shareholders.
4. Extra-Ordinary General Meeting
The Board has convened an Extraordinary General Meeting of the members of the Bank on March 27, 2008 to consider the above matters.
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