BSEBoard Meeting1d ago · 19 Aug 2026, 01:18 pm

The Board approved the proposal for voluntary delisting of the equity shares of HFC from BSE Limited The Board reviewed and took on record the Due Diligence Report dated 19.08.2026, The ....

Haryana Financial Corporation Ltd · 530927

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Haryana Financial Corporation Ltd's Board approved the proposal for voluntary delisting of equity shares from BSE Limited, following a delisting offer by the State Government, Haryana, as per Regulation 8 of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021.

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Earnings Impact5/10
Growth Catalyst2/10
Governance Concern6/10
Regulatory Risk8/10
Balance Sheet Risk7/10
Liquidity Impact4/10
Market Sentiment3/10

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Haryana Financial Corporation Ltd - 530927 - Board Meeting Outcome for Outcome Of Meeting Of Board Of Directors Of Haryana Financial Corporation Held On Wednesday, August 19, 2026 In Accordance With Regulation 30 Of The Securities And Exchange Board Of India (LODR) Regulations, 2015

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Haryana Financial Corporation 30 BaysBuilding, (Ground Floor) Sector 17-C, Chandigarh-1600 17 PBX:0172-2702755 e-mail: hfcsectt@gmail.com Website: www.hfcindia.org REF.NO.HFC/LET/BSE-OUT/2026/ Dated: 19\ 0~ !lc2.b The Manager Department of Corporate Services, BSELimited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400001. Re: Outcome of Meeting of Board of Directors of Haryana Financial Corporation held on Wednesday, August 19, 2026 in accordance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 asamended ("Listing Regulations") (Scrip Code: 530927) Haryana Financial Corporation Sir/Madam, This is with reference to the captioned subject and in continuation to (i) our letter dated August 07, 2026 intimating about the Initial Public Announcement, (ii) filing outcome for appointment of peer reviewed company secretary dated August 12, 2026 and (iii) intimation dated August 14, 2026 for convening a meeting of the Board of Directors ("Board") on Wednesday, August 19,2026. As mentioned earlier, an Initial Public Announcement ("Initial Public Announcement") dated Friday, August 07, 2026 was issued by VCCorporate Advisors Private Limited, Manager to the Delisting Offer for and on behalf of the State Government, Haryana, member of the Promoters 1 Promoter Group of HFC(hereinafter referred to as the "Acquirer"), through Sh. Sushil Sarwan, IAS Managing Director of Haryana State Industrial & Infrastructure Development Corporation Limited ("HSIIDC"), duly authorized by the State Government, Haryana, in accordance with Regulation 8 of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 ("Delisting Regulations"), to initiate the process of voluntary delisting of equity shares of the Corporation based on the Acquirer's intention to (a) acquire all equity shares that are held by public shareholders (as defined under Regulation 2(1)(t) of the Delisting Regulations); and (b) consequently voluntarily delist the equity shares from BSELimited ("BSE"), i.e., the only stock exchange where the equity sharesof the Corporation are presently listed, by making a delisting offer in accordance with the Delisting Regulations and exemptions granted by Securities and Exchange Board of India vide letter no. SEBI/HO/CFD/DCR/RACIP/OW 12023/40334/1 dated September 27, 2023 read with extension of timeline vide letter no.s' SEBI/HO/CFD/CFD-RAC-DCR1IP/OW 120241 0000035086/1 dated November 12, 2024 and SEBI/HO/CFD/CFD-RAC-DCR1IP/OW 120251 29155/1 dated November 20, 2025 and any other exemption that may be granted in the future (hereinafter collectively referred to as "Exemption Letters") in relation to the Delisting Proposal ("Delisting Proposal"). In furtherance to the above, the Board of Directors of the Corporation in its meeting held today i.e. Wednesday, August 19, 2026, have taken the following decisions in relation to the Delisting Proposal: 1) The Board considered and approved the proposal for voluntary delisting of the equity sharesof Haryana Financial Corporation from BSELimited; 2) The Board took note of the Exemption Letters (asdefined in 2nd para above): 2.1 The various provisions of securities laws from which exemption have been granted by SEBIvide its letter dated September 27, 2023 which mandates the following conditions to be complied with by the Acquirer are as mentioned below:- 2.1.1 The exit price offered to public shareholders is determined in consultation with Manager to the Delisting Offer and shall not be less than floor price determined in terms of clause (e) of sub regulation (2) of Regulation 8 of SEBISASTRegulations on the basis of latest audited financial statements. However, pursuant to amendment in the Delisting Regulations w.e.f. 25.09.2024, the Floor Price shall be derived as per the norms stated in the newly inserted Regulation 19A of the Delisting Regulations. Further, as sub-regulation (2) of Regulation 8 of the Takeover Regulations refers to various valuation parameters, considering the risk on the going concern of the Corporation, valuing the Corporation on the basis of Regulation 19A of SEBI Delisting Regulations as supra is considered as the most appropriate method of undertaking the valuation; 2.1.2 The special resolution shall be passed in accordance with the provisions of State Financial Corporations Act, 1951 subject to compliance with Regulation 11(4) of Detisting Regulations and other applicable law wherein the number of votes cast by the Public Shareholders in favour of the Delisting Proposal is at least two times the number of votes cast by the Public Shareholders against the Delisting Proposal; 2.1.3 Application will be made to the recognized Stock Exchange not later than fifteen working days from date of passing special resolution or receipt of any other statutory or regulatory approval, whichever is later; 2.1.4 Detailed Public Announcement will be made within fifteen working days of receipt of In-principal approval from the recognized stock exchange; 2.1.5 Letter of Offer will be dispatched within fifteen working days from the date of Detailed Public Announcement and shall contain justification for the exit price; 2.1.6 The Acquirer shall comply with the requirement of Escrow Account as specified in Regulation 14 of the Delisting Regulations; 2.1.7 Acquirer shall make best endeavors for reaching out to public shareholders of the Corporation by sending all communications regarding the proposed delisting through email, post and newspaper advertisement; 2.1.8 The offer price shall be paid to tendering shareholders only through electronic mode or such other mode permitted by RBI to enable audit trail; 2.1.9 The Acquirer will continue to accept tendered shares from remaining public shareholders for a period of up to 2 years from the date of delisting at the same price at which earlier acceptance of equity shares was made. 2.2 The Manager to the Delisting Offer, in due coordination with the Acquirer, shall ensure that the rights of the remaining public shareholders are protected and all the disclosures and compliances as mentioned in Exemption Letters in this regard are duly complied with and in furtherance of the same shall: 2.2.1 publish, on a quarterly basis, an advertisement in the same newspapers in which the advertisement of the offer for delisting of equity shares was published, inviting the remaining public shareholders to avail the exit opportunity during the two years exit window after delisting of shares; 2.2.2 send follow up communications to the remaining public shareholders on a quarterly basis; and 2.2.3 file a quarterly progress report to the stock exchange(s), which shall be disseminated to the public thereafter by the stock exchange(s), disclosing the following: • number of remaining public shareholders at the beginning and end of the quarter, and • details of public shareholders who availed the exit opportunity during the quarter. 2.3 Disclosure of the relaxations granted through the exemption letters in the Letter of Offer. 2.4 The exemption letters granted by the SEBIwill form part of documents for inspection for the public shareholders. 2.5 Accordingly, the delisting offer will be in compliance with all applicable laws stipulated in the delisting Regulations. 2.6 The final delisting application shall be made to the concerned Stock Exchange i.e. BSELimited within one year from the extension of timeline granted vide letter no. SEBIIHO/CFD/CFD-RAC-DCR1IPlOW 1202512915511 dated November 20, 2025. 3) The Board reviewed and took on record the Due Diligence Report dated Wednesday, August 19, 2026 submitted by CSAlok Purohit, Practici ng Company Secretary (Peer Review Certificate No. 454212023, ACS48734, CoP No. 21797), Proprietor of Alok Purohit Et Associates, the peer reviewed Practicing Company Secretaries in accordance with Regulation 10(3) of Delisting Regulations as appointed by the Board earlier in t [Showing first 8,000 characters — download PDF for full document]