NDL VENTURES LIMITED

NDL Ventures Limited was originally incorporated on July 18, 1985, as 'Mitesh Mercantile & Financing Limited' in Maharashtra. The name of the Company was changed to 'Hinduja Finance Corporation Limited' on 31st March 1995 and to 'Hinduja TMT Limited' on June 8, 2001. Upon corporate restructuring, it was changed to 'Hinduja Ventures Limited' on October 23, 2007. On October 25, 2019, changed to NXTDIGITAL Limited and to NDL Ventures Limited on April 20, 2023 and a fresh Certificate of Incorporation was issued by the RoC to the Company. The Company, which is into the business of Media & Communications, Real Estate and Capital to incubate and nurture new business ventures had established their name in the IT sector, which coalesced their Technology, Media and Telecom assets to achieve synergy of operations and become India's First Convergence Corporation. The company operates in three business segments, namely Convergence Activities, Real Estate and Treasury. Convergence Activities is classified into two sub-segments: Information Technology (IT) and Media & Communications. The company has Real Estate activities in the form of property development. Treasury segment consists of activities relating to deployment of surplus funds and existing stock in trade/ investments in shares and securities, other than subsidiaries. In 1994, the company commenced their operations in Finance and provided returns to stake holders. In 1995, Hinduja Finance Ltd amalgamated with the company and the name was changed to Hinduja Finance Corporation Ltd with effect form February 9 1995. After the downturn in financial services sector, in the year 2000, the company transformed themselves into convergence business of Technology, Media and Telecom. Also, the company changed their name from Hinduja Finance Corporation Ltd to Hinduja TMT Ltd with effect from February 20, 2001. During the year 2000-01, Ashok Leyland Information Technology Ltd has merged with the company with retrospective effect from July 1, 1999. Subsequent to the merger, Information Technology became the predominant activity of the company. Consequent on the mergers, ALIT Inc, IndusInd Telecom Network Ltd, Aasia Industrial Technologies Ltd and CVO Holdings Pvt Ltd became the direct subsidiaries of the company and HTMT Europe Ltd, IndusInd Media & Communications Ltd, IndusInd Entertainment Ltd, Cable Video (India) Ltd and IndusInd Cable TV (Bombay) Ltd became the indirect subsidiaries of the company. Also, the company commissioned a new 52,000 sq. ft offshore development centre at Bangalore during the year. During the year 2001-02, the company diversified into 'Call Centre' business in ITES space by offering the services to a US based Telecom Company. The company through HTMT Inc, started a subsidiary in France, namely Hinduja TMT France, to exploit the IT opportunities. Sarthak Mercantile Private Limited (SMPL), a special purpose vehicle of the Hinduja Group merged with the company from April 1, 2002. As a result of the merger, the shareholding of the company in InNetwork Entertainment Ltd and In2cable (India) Ltd became the wholly owned subsidiary company. During the year, InNetwork Entertainment Ltd ventured into film content business through financing as well as production/acquisition of movie rights. During the year 2003-04, HTMT acquired controlling interest and management of Customer Contact Center Inc (c3) in Manila, Philippines, which operates a high quality call centre of 600 seats for global Fortune 500 customers. The company's local content channel 'In Mumbai' was awarded the prestigious RAPA award for Outsourcing News Coverage. The company added 80000 sq ft premises at Bangalore to increase the capacity from 1050 to 2500 seats to meet the ever-growing requirements of clients. During the year 2004-05, the company acquired US based offshore call centre company, namely Source One Communications Inc, in an all cash deal of US$ 9 million. During the year, the Company expanded its client list from handful customers in Insurance, Telecom and Discrete Manufacturing domains to over 40 customers in 10 domains. The company started a 300 seat capacity BPO centre in Mauritius during the year. During the year 2005-06, the company invested about $25 million to manage the growth in Philippines and also acquired new facility named 'HTMT Cyber Park' with 2,500 seats capacity in Quezon City, Manila. Also, the company consolidated their foothold in the Philippines by acquiring the remaining 49% effective stake in C-Cubed, thereby completing the acquisition. They also commissioned a Business Continuity Planning Centre (BCP) in Mauritius. In March 2007, InNetwork Entertainment and In2Cable India, both wholly owned subsidiaries of the company, merged into IndusInd Media and Communications, a subsidiary company. The company de-merged their ITES-BPO business into a separate company called HTMT Global Solutions with effect from April 4, 2007. During the year 2007-08, the company entered into an option agreement with a Developer to develop the property at Bangalore Navaratna Agrahare in the BAIPPA Zone. The Company has been renamed 'Hinduja Ventures Limited' effective from October 23, 2007. The new name reflects both the commitment of promoter group and the value and wealth creation proposition that the company offers by identifying and investing in growth opportunities. The company formed a subsidiary HTMT Telecom Pvt Ltd to apply for Telecom licenses. In October 2007, HTMT Telecom had applied for Telecom licences in thirteen circles out of twenty-one circles available in the country under the Unified Access Service Licence, 2004 policy of Department of Telecommunications, Government of India. The Company's subsidiary, HTMT Telecom Private Limited got merged with the Company effective in January, 2011. In 2022-23, the Digital. Media and Communications business undertaking of the Company was demerged/ transferred into Hinduja Global Solutions Limited (HGSL) by way of Scheme of Arrangement effective from November 11, 2022. The residual and existing business of the Company is real estate. Subsequent to the said Scheme of Demerger, name of the Company was changed to NDL Ventures Limited on April 20, 2023. The Company presently holds real estate as part of its Real Estate business segment and has invested surplus funds in inter-corporate deposits. In 2022, the Company has amended its Memorandum of Association to enable it to carry on business in the financial services sector. In order to take forward the proposal for Merger by Absorption of Hinduja Leyland Finance Limited into itself, the Company needs to get registered as a Non-Banking Finance Company (NBFC) with the Reserve Bank of India. Accordingly, the Company applied to the Reserve Bank of India for its registration as NBFC under Section 45-IA of the Reserve Bank of India Act, 1934. The process of approval is underway. The Company is, therefore, in a stage of transition to enter into the business of financial services subject to all necessary approvals.