POONAWALLA FINCORP LTD

Poonawalla Fincorp Limited was erstwhile incorporated as 'Magma Fincorp Limited' on December 18, 1978 as a Private Limited Company. On October 30, 1980, the company was converted into Public Limited Company and the name was changed to Magma Leasing Limited. On June 19, 2007, the name of the company was changed from Magma Leasing Limited to Magma Shrachi Finance Limited and subsequently to Poonawalla Fincorp Limited from Magma Shrachi Finance Limited on July 12, 2021. Effective October 1, 2022, the Company categorized as NBFC-ML under the RBI Scale Based Regulation dated October 22, 2021. Poonawalla Fincorp Limited is a publicly held non-banking finance company along with its subsidiaries and joint ventures engaged in providing asset finance, housing business through its pan India branch network. The company is headquartered in Kolkata providing equipment and vehicle financing solutions to individuals and small businesses in India. It offer a range of financial products and services, including commercial vehicle finance, construction equipment finance, car and utility vehicle finance, strategic construction equipment finance, tractor finance, small and medium enterprise loans, and insurance, as well as refinance products. In 1992, the company merged with Arm Group Enterprises in order to strengthen the business. During the year 1994-96, the company opened up regional offices at three metropolitan centres, namely Mumbai, Delhi and Chennai. In the year 1996, the company entered into retail financing business for vehicles and construction equipment. In the year 1998, they expanded their retail financing operations in Orissa and Chhattisgarh. During the year 2001-02, Consortium Finance Ltd was amalgamated with the company, which gained presence in whole North India except Jammu & Kashmir. During the year 2004-05, Magma Securities Ltd, a subsidiary company, amalgamated with Viper Estates and Investments Pvt Ltd. They launched fee-based business, namely insurance and personal loan. In the year 2006, they rolled out two new products, namely Used Vehicle Finance & Strategic Construction Equipment. During the year 2006-07, as per the scheme of amalgamation, Shrachi Infrastructure Finance Ltd was amalgamated with the company. The company made a tie up with Maruti Udyog Ltd, the country's largest carmaker, to finance Maruti cars. Also, they invested in electric generators for the generation of power. During the year 2007-08, the company entered into a joint venture agreement with International Tractors Ltd, manufacturers of Sonalika brand of tractors for promoting a NBFC to undertake the financing of Sonalika Brand of tractors manufactured by International Tractors Ltd. Accordingly, a new NBFC company, namely Magma ITL Finance Ltd was incorporated as a subsidiary of the company. During the year, the company promoted and subscribed to 19,99,400 equity shares of Rs 10 each of Magma Consumer Finance Ltd, a subsidiary which was incorporated as a non-deposit taking NBFC company. They distributed personal loans through an associate company in addition to their fund-based business. Also, they made further investments in wind power generation in which the installed capacity was increased to 13.45 MW. During the year 2008-09, the company Magma rationalised its branch network to 150 branches providing services to customers in 20 states and one union territory across India. They entered into agreements with major manufacturers of cars, commercial vehicles and construction equipments such as Maruti Suzuki India Limited, Hyundai, GM, Tata Motors, Telcon and JCB, among others, which provide Magma access to their respective dealer networks across India. During the year under review, Magma entered into tie-ups with Eicher/ TAFE for tractor financing across their India dealer network. They also launched SME loans business extending unsecured loans to small and medium enterprises. The company made further investments in eco-friendly wind power generation in which the total installed capacity increased to 17.5 MW in wind electric generators. Magma ITL Finance Ltd, a subsidiary of the company commenced commercial operations from July 1, 2008. Viper Estates and Investments Pvt Ltd ceased to be a subsidiary of the Company with effect from October 31, 2008. During the year 2009-10, Ashok Leyland signed a MoU with the company to provide superior financing options to customers. They signed a Joint Venture Agreement with HDI Gerling International Holding AG for the purpose of entering into General Insurance Business in India. During the year, the company increased their branch network to 153 branches, across 20 states and 1 union territory, of which 77% reside in the semi urban and rural markets. Magma Consumer Finance Private Ltd ceased to be a subsidiary of the company with effect from March 22, 2010. During the year 2016, 4,62,96,297 Equity Shares at a price of Rs 108/- each aggregating to Rs 50,000 Lacs including a premium of Rs 106/- per Equity Share were allotted to Zend Mauritius VC Investments, Ltd, Indium V (Mauritius) Holdings Limited and LeapFrog Financial Inclusion India Holdings Limited on preferential basis under Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended and Companies Act, 2013 read with relevant rules there under and other applicable provisions. The Board of Directors of the Company approved the Scheme of merger between Magma Advisory Services Limited, wholly owned subsidiary (Transferor Company') (MASL) and Magma Fincorp Limited (Transferee Company) (MFL) with the stated objectives of inter alia achieving greater integration, financial strength and flexibility; and achieving consolidation of the activities of its Company. The Central Government through the Regional Director, Eastern Region, Ministry of Corporate Affairs, has vide its confirmation order dated 15 January 2018 approved the Scheme. Consequently, the Scheme became effective from 15 January 2018, with effect from 1 April 2017 being the Appointed Date of the Scheme, the entire business and undertakings of MASL including all the debts, liabilities, duties and obligations and all assets have been transferred to MFL. MASL stands dissolved without winding-up on the effective date and therefore ceases to be a wholly owned subsidiary Company of the Company. Magma Housing Finance Limited, which was at the time an indirect subsidiary held through MASL, has become a direct subsidiary of the Company. The Board of Directors of the Company approved the Scheme of amalgamation between Magma ITL Finance Limited, wholly owned subsidiary (Transferor Company') (MITL) and Magma Fincorp Limited (Transferee Company) (MFL) with the stated objectives of inter alia achieving greater integration, financial strength and flexibility and achieving consolidation of the activities of its Company. The Hon'ble National Company Law Tribunal, Kolkata Bench (NCLT), has vide its order dated 8 May 2018 approved the Scheme. Consequently, the Scheme becoming effective from 8 May 2018 with effect from 1 October 2017, being the Appointed Date of the Scheme, the entire business and undertakings of MITL including all the debts, liabilities, duties and obligations and all assets have been transferred to MFL. MITL stands dissolved without winding-up on the effective date and therefore ceases to be wholly owned subsidiary Company of the Company. After the close of financial year 2018 issue of Equity shares through Qualified Institutional Placement (QIP) under the provisions of Chapter VIII of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended the Company raised capital amounting to Rs. 500 crores, approximately, through the Qualified Institutional Placement (QIP) route by way of issuing and allotting 3,22,58,064 Equity Shares of face value Rs. 2 each for cash at issue price of Rs. 155 per Equity Share (including a premium of Rs. 153 per Equity Share), to a host of renowned and marque Institutional Investors who are Qualified Institutional Buyers.During the year 2019, the Company raised fresh long term Secured Loan from Banks of Rs 75,000 lacs. During the year 2019, the Company raised a long- term loan in the nature of Subordinate debt from Bank aggregating to Rs 10,000 lacs. The purpose of the Loan is to augment the Tier II Capital of the Company. During the year 2019, the Company also raised funds from Banks and Mutual funds through fresh issue PTC (Pass Through Certificate) aggregating to Rs 2,81,097 lacs. The Company's branch network stood at 314 branches in FY2020. During 2019-20, the Company had infused capital aggregating to Rs. 100 crore in Magma Housing Finance Limited by subscribing to its Equity Shares on Rights Issue basis. The key initiative for the SME business during the year was launch of the MScore Credit Rule Engine launched, along with back-tested Credit Scorecards for improvement in credit quality. In FY' 20, a brand-new cloud-based loan origination system (LOS) along with credit approval engine (rule-based decision making) was implemented for SME line of business. The Company's branch network stood at 254 branches in FY2021. During year 2020-21, the Company allotted 49,37,14,286 Equity shares of Rs 2/- each at an issue price of Rs 70/- per equity share aggregating to Rs 3456 crores by way of preferential allotment to Rising Sun Holdings Private Limited (RSHPL), and to existing promoters of the Company on 6 May 2021. Pursuant to the said allotment and on completion of the open offer, RSHPL became the largest shareholder of the Company and exercise control in the Company and was classified as a Promoter' of the Company w.e.f 21 May 2021. Consequently, Magma Fincorp Limited was made a subsidiary of RSHPL and Magma Housing Finance Limited became a step down subsidiary of RSHPL. The Company launched MSME Secured business across five regions to de-risk the portfolio during FY 2020-21. Company's branch network stood at 242 branches in FY2022. During this year 2021-22, the Company had a new Promoter, Rising Sun Holdings Private Limited which acquired a controlling stake in the Company through preferential allotment and infused fresh capital of H3,206 Crore making the Company one of the best capitalized NBFCs in India. Consequently, the Company became a subsidiary of Rising Sun Holdings Private Limited (RSHPL) and Poonawalla Housing Finance Limited a step-down subsidiary of RSHPL. The Company and its subsidiary was renamed and rebranded under the Poonawalla brand. W.e.f. July 22, 2021, Magma Fincorp Limited was renamed to Poonawalla Fincorp Limited and its subsidiary, Magma Housing Finance Limited was renamed to Poonawalla Housing Finance Limited. Effective October 1, 2022, the Company was categorised as NBFC-ML under the RBI Scale Based Regulation dated October 22, 2021. During 2022-23, Sanoti Properties LLP acquired from the Company 4,53,62,281 equity shares of the Company's Joint Venture with HDI Global SE for General Insurance Business in India named as Magma HDI General Insurance Company Limited and consequently, Magma HDI has ceased to be joint venture of the Company. During 2022-23, the Company launched Direct Digital Program (DDP) to improve distribution system and reach more customers. It updated the product offerings to appeal to customers who are looking for loans. A new Collections System was launched integrated with the core loan management system. Company launched six new businesses targeting salaried professionals, self-employed individuals, students and small business owners. New Products include PL Prime, Education Loans, Commercial Vehicle Loans, Consumer Durable Loans, Shopkeeper Loans, Gold Loans in FY 2025.