Reserve Bank initiates insolvency proceedings against Reliance Capital

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The Reserve Bank of India on Thursday filed an application for initiating insolvency proceedings against Reliance Capital at the Mumbai Bench of the National Company Law Tribunal.

“The Reserve Bank has today (December 2, 2021) filed an application for initiation of CIRP against Reliance Capital Ltd, under Section 227 read with clause (zk) of sub-section (2) of Section 239 of the Insolvency and Bankruptcy Code (IBC), 2016 read with Rules 5 and 6 of the Insolvency and Bankruptcy (Insolvency and Liquidation Proceedings of Financial Service Providers and Application to Adjudication Authority) Rules, 2019 (“FSP Insolvency Rules”) at the Mumbai Bench of the National Company Law Tribunal,” the RBI said.

An interim moratorium shall commence on and from the date of filing of the application till its admission or rejection, it further said.

The action comes after the RBI superseded the board of Reliance Capital on November 29 and appointed Nageswara Rao Y, ex-Executive Director, Bank of Maharashtra, as the administrator of the company.

It has also constituted a three-member Advisory Committee to assist the Administrator on November 30.

Reliance Capital scrip fell by nearly five percent to close at ₹16.35 apiece on BSE.

This in the third NBFC against which the RBI has initiated insolvency proceedings, with the first being Dewan Housing Finance Corporation Ltd and the second being Srei Ifra Finance and Srei Equipment Finance.

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HDFC, Axis Bank sold Reliance Capital debt facilities to ACRE, BFSI News, ET BFSI

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A few months before the Reserve Bank of India (RBI) superseded the board of Reliance Capital (RCap), Ares SSG Capital-backed Assets Care & Reconstruction Enterprise (ACRE) acquired debt facilities from HDFC and Axis Bank at 27-28 paise on a rupee.

ACRE, an asset reconstruction company, purchased a ₹524-crore term loan from housing finance company HDFC Ltd and a ₹100-crore term loan and ₹490-crore non-convertible debentures (NCDs) from Axis Bank, the people said. Both trades were carried out on an all-cash basis, one of the persons cited above said.

HDFC and Axis Bank were the only two lenders that had provided term loans to RCap, according to the company’s annual report for the financial year March 31, 2021.

The Anil Dhirubhai Ambani Group-promoted finance company has total liabilities of ₹19,123 crore.

Axis Bank sold two 8.85% NCDs maturing in 2026 amounting to ₹488.2 crore and one 9% NCD maturing in 2026 of ₹1.85 crore to Assets Care & Reconstruction in the secondary bond market in October.

Default Category
The trade with HDFC was concluded in June, the people cited above said. HDFC had an outstanding loan of ₹524 crore and interest overdue of ₹79 crore as of March 31, 2021.

HDFC, Axis Bank and ACRE did not respond to the request for comment. The debt facilities of RCap were downgraded to D – indicating default category – in September 2019 by CARE Ratings, when it missed payments on NCDs.

RCap, having been in default for over two years, saw its board superseded on Monday. In a statement, RBI said it had done this given the “defaults by Reliance Capital in meeting the various payment obligations to its creditors, and serious governance concerns, which the board has not been able to address effectively.” The company’s total liabilities include NCDs of ₹16,260 crore, term loans of ₹625 crore and inter-corporate deposits of ₹561 crore. It has also issued a corporate guarantee of ₹1,677 crore.

In June last year, ET reported that Deutsche Bank had purchased ₹565 crore of Reliance Capital bonds at a discount of 70% in the secondary market through seven transactions.

RBI will approach the National Company Law Tribunal between Friday and Monday to admit the finance company for corporate insolvency resolution process, one of the persons cited above said. Y Nageswara Rao, a former executive director at Bank of Maharashtra, has been appointed administrator of RCap. The ADAG-promoted Reliance Capital is registered as a core investment company with RBI, with investments in general and life insurance, asset management, stockbroking, housing finance, wealth management and asset reconstruction.



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Reliance Capital’s public shareholders to take big hit; Anil Ambani barely hurt

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Public shareholders of Reliance Capital, holding over 97 per cent in the company, will take a major hit with the RBI superseding the NBFC’s board even as the ousted promoter-Chairman, Anil Ambani, walks away, barely bruised, as he had reduced his stake to less than 2 per cent by March 2020 from over 52 per cent in December 2018.

Even as the promoters were selling the shares, retail investors were lapping them up. Data with BSE show that the promoter group, led by Anil Ambani and his family, owns just 1.51 per cent stake as on September 30, 2021, while public shareholders held 97.85 per cent. Retail shareholders with a share capital of up to ₹2 lakh hold as much as 57.53 per cent.

 

 

Promoter stake cut, red flag

Foreign portfolio investors, who held as much as 22.74 per cent as on June 30, 2019, owned just 0.43 per cent by September 30, 2021. JN Gupta, Managing Director, Stakeholder Empowerment Services, said: “Past failures such as those at YES Bank and DHFL indicate that rarely a company with high promoter stake fails… The first red flag is when the promoter stake begins to come down. This should be a trigger for the RBI to sit up and take action, rather than wait till the company completely fails.”

LIC, with a stake of 2.98 per cent, is the single largest shareholder of Reliance Capital. Ramkrishna Reddy Chinta is another large shareholder (2.16 per cent), with his RKR Investments Services Private Limited holding a further 1.43 per cent. The RBI must re-look ownership norms, setting also a minimum threshold, Gupta said.

 

Advisory panel

Simultaneously, the RBI has constituted a three-member Advisory Committee to assist the Administrator of Reliance Capital. The members are Sanjeev Nautiyal, former Deputy Managing Director, SBI; Srinivasan Varadarajan, former Deputy Managing Director, Axis Bank; and Praveen P Kadle, former MD and CEO, Tata Capital.

 

RBI supersedes the board of Anil Ambani’s Reliance Capital

 

Reliance Capital shareholding      
       
  Promoter % Public % FPI %
Jun 30- 2018 52.23 47.14 17.13
Sept 30-2018 52.24 47.12 19.64
Dec 31-2018 52.24 47.12 16.5
March 31-2019 47.48 51.88 24.35
Jun 30- 2019 41.71 57.66 22.74
Sept 30-2019 40.41 58.95 13.67
Dec 31-2019 33.51 65.85 5.16
March 31-2020 1.51 97.85 0.24
Jun 30- 2020 1.51 97.85 0.42
Sept 30-2020 1.51 97.85 0.41
Dec 31-2020 1.51 97.85 0.39
March 31-2021 1.51 97.85 0.42
Jun 30- 2021 1.51 97.85 0.44
Sept 30-2021 1.51 97.85 0.

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Anil Ambani, BFSI News, ET BFSI

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Successful completion of the resolution process of Reliance Commercial Finance (RCF) and Reliance Home Finance (RHF) will help Reliance Capital reduce its consolidated debt by 50 per cent or Rs 20,000 crore, Chairman Anil Ambani said on Tuesday. Earlier this year, lenders had selected Authum Investment and Infrastructure Limited (Authum) as the successful bidder to acquire RCF and RHF. The resolution plan was approved by lenders forming part of the Inter-Creditor (ICA) under Reserve Bank of India’s Prudential Framework for Resolution of Stressed Assets, 2019.

While Reliance Capital holds 100 per cent stake in Reliance Commercial Finance (RCF), it is a majority shareholder in Reliance Home Finance (RHF).

Reliance Capital’s consolidated debt is Rs 40,000 crore and the resolution of the two lending businesses – RCF and RHF will have an impact on the consolidated debt of Reliance Capital, Ambani said.

“Between these two companies (RCF and RHF), there is a debt of over Rs 20,000 crore, and this will be deconsolidated from Reliance Capital’s balance sheet. So, just two transactions for RHF and RCF will drop our debt by a staggering 50 per cent or Rs 20,000 crore,” Ambani said during the Reliance Capital’s Annual General Meeting (AGM).

Post this, Reliance Capital will have roughly Rs 15,000 crore of secured debt represented by NCDs (non-convertible debentures) or debenture holders, and around Rs 5,000 crore worth of unsecured and guaranteed debt, he added.

He said Authum will pay around Rs 2,200 crore for RCF and close to Rs 2,900 crore for RHF.

“As we now complete the appropriate formalities to close these transactions, we are confident based on the regulatory and other approvals that both these companies will be moving forward under change in management and control,” Ambani said.

He said Authum has committed that all the employees of RCF and RHF will be retained.

There are 20,000 debenture holders between the two companies and these investors will get 100 per cent of their dues, he said.

Ambani said the committee of debenture holders and the debenture trustee of Reliance Capital had invited bids through expressions of interest last year for the monetization of nine key assets under the Reliance Capital umbrella.

However, due to the pandemic and the issues facing the financial services sector, the progress on the asset monetization process in the last 20 months has not been in line with the expectation of all the shareholders of the company, he said.

Owing to this, he said, “The committee of debenture holders and the Trustee have now circulated a new timeline of 180 days to progress the asset monetization programme, effective July of 2021.”

The board is currently examining various options, in addition to the option of the committee of debenture holders, on a fast track resolution to maximize the value of all its assets, he said.

All the companies under Reliance Capital such as Reliance Nippon Life Insurance, Reliance General Insurance, Reliance Securities, among others, have been performing exceedingly well and have not been hampered by the challenges faced by the financial services sector, he informed shareholders.

All these companies are fully capitalized and there is no need for infusion of any fund, he added.

Ambani said close to 90 per cent of the value of Reliance Capital is derived from two insurance businesses- Reliance General Insurance and Reliance Nippon Life insurance.

Reliance General Insurance is 100 per cent owned by Reliance capital. Reliance Nippon Life Insurance company is a joint venture between Reliance Capital (51 per cent) and Nippon Life Insurance, Japan (49 per cent).

“Just the value of our two insurance companies and stake that we have in these two companies is far greater than the overall secured debt of Reliance capital,” Ambani said.

He also assured the shareholders that there will not be any fire sale or distressed sale of any asset of the company. PTI HV MR



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Former Reliance Capital CEO Sam Ghosh plans to set up a small finance bank, BFSI News, ET BFSI

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Former Reliance Capital CEO Soumen (Sam) Ghosh has applied for a small finance bank license through a recently set up firm called Cosmea Financial Holdings.

The Maharashtra-based firm was incorporated in November last year.

Cosmea aims to involve in activities auxiliary to financial intermediation, except insurance and pension funding. Directors of the company are Soumen Ghosh, Suresh Thiruvananthapuram Viswanathan and Amit Agrawal.

Former Reliance Capital CEO Soumen (Sam) Ghosh along with his wife Caroline Ghosh bought this company from Amit Agarwal and Luv Chaturvedi who had incorporated the company as a part of management buy-out from Reliance Securities.

This company has no linkage with ADAG group at present and is owned by the Ghoshes in individual capacity, Sam Ghosh confirmed the matter.

Cosmea and fintech firm Tally Solutions have applied for a small finance bank licence, the Reserve Bank of India (RBI) announced on Monday.

Cosmea and Tally thus joined VSoft Technologies, Calicut City Service Co-operative Bank, Dvara Kshetriya Gramin Financial Services and Akhil Kumar Gupta in the race to set up small finance banks under the central bank’s on-tap licensing policy.

Gupta, the vice chairman at Bharti Enterprises, applied for the licence in his personal capacity.

In March, the banking regulator formed a five-member standing external advisory committee under former deputy governor Shyamala Gopinath for evaluating the applications.

RBI’s central board director Revathy Iyer, former executive director B Mahapatra, former Canara Bank chairman TN Manoharan, and former State Bank of India managing director Hemant G Contractor are members of the committee.



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Authum Investment likely winner for Reliance Commercial Finance

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After the resolution of RCF, parent firm Reliance Capital may reduce total debt of Rs 9,000 crore from its books, sources said.

By Ankur Mishra

Lenders to Reliance Commercial Finance (RCF) are understood to have voted in favour of Mumbai-based NBFC Authum Investment and Infrastructure’s bid, sources close to the development told FE. Authum’s Rs 1,585-crore bid implies around 20% recovery for financial creditors on a total exposure of Rs 7,688 crore. This is the second Anil Ambani group firm which is likely to be acquired by Authum Investment and Infrastructure after lenders in June declared the NBFC winner for acquiring Reliance Home Finance.

The Alpana Dangi-promoted Authum Investment is in the business of investing in shares and securities. The company, which has a net worth of over Rs 2,400 crore, is also engaged in financing activities, according to its website.

After the resolution of RCF, parent firm Reliance Capital may reduce total debt of Rs 9,000 crore from its books, sources said.

The lenders had earlier extended the inter-creditor agreement (ICA) for RCF till July 31, 2021 for resolution. According to June 7 circular of the Reserve Bank of India, lenders need to extend the time period of the pact if an account has not been resolved within 180 days of signing of the ICA. The lenders had signed the ICA to resolve Reliance Commercial Finance in July 2019.

According to the website of RCFL, it has been re-branded as Reliance Money, and has assets under management worth Rs 11,000 crore. The company is a 100% subsidiary of Reliance Capital. RCFL offers financial products, including small and medium enterprise loans, loans against property, infra financing, agriculture loans and supply chain financing.

The net loss of Reliance Commercial Finance widened to Rs 1,417 crore during the March quarter, compared with Rs 852 crore in the corresponding quarter last year. The total income declined 12% year-on-year to Rs 293 crore.

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LIC puts 15 bad loan accounts including DHFL, RCom on block ahead of IPO, BFSI News, ET BFSI

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LIC has put on block its fully provided 15 bad loan accounts, including DHFL, RCom and IL&FS, on sale as it cleans up books ahead of its initial public offering.

The accounts that are put on sale include DHFL (Rs 2,610 crore), RCom (Rs 2,200 crore), Reliance Capital (Rs 775 crore), Amtek Auto (Rs 380 crore) and Jaiprakash Associates (Rs 313 crore) and IL&FS (Rs 300 crore).

The corporation has brought down its net non-performing assets to 0.05% as of March 2021 from 0.79% as of March 2020 and is selling its fully provided NPAs.

The corporation has fully provided for these loans and the sale would improve the quality of its portfolio. The corporation is selling its default debt in a phased manner.

IDBI Capital Markets is offering LIC’s loans to asset reconstruction companies, banks, NBFCs, and alternate

investment funds. The potential buyers must sign a non-disclosure agreement. The investment bank may resort to the Swiss challenge method of selling where the rivals will be given an option to improve on the best bid. Some of the loans were being sold because of a regulatory requirement.

Gearing up for IPO

As part of its IPO plans, the corporation plans to audit its half-yearly accounts for the period ended September 2021.

Traditionally, the corporation has been publishing only full-year accounts. The half-yearly accounts are likely to include the embedded value — a valuation method unique to insurance companies that includes the net present value of future earnings from policies. LIC has appointed Milliman as the actuary for the process and EY as the advisers.

The corporation is simultaneously engaged in the recast of its capital base that will enable the distribution of shareholding over a much wider base.

No Chairman post

LIC will now have the post of Chief Executive Officer and Managing Director instead of the Chairman position, with the government making changes to relevant rules ahead of the IPO.

The changes have been made by the Department of Financial Services under the finance ministry by amending Life Insurance Corporation of India (Employees) Pension (Amendment) Rules. Besides, some other rules under LIC Act, 1956, have been amended.

“Chief Executive and Managing Director means the Chief Executive Officer and Managing Director appointed by the Central Government under section 4 of the Act (LIC Act 1956),” according to a gazette notification issued on July 7.

To facilitate the listing of the insurance behemoth, the government has already approved raising its authorised share capital to Rs 25,000 crore.

Besides, the Department of Economic Affairs under the finance ministry recently amended the Securities Contracts (Regulation) Rules.

Companies that have a market capitalisation of more than Rs 1 lakh crore at the time of listing can now sell just five per cent of their shares, with the latest amendment in rules, a move that will be beneficial for the government during the LIC initial public offer.

Such entities will be required to increase its public shareholding to 10 per cent in two years and raise the same to at least 25 per cent within five years.



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Voting on Reliance Commercial Finance’s debt resolution underway

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Voting on the resolution plan for debt-ridden Reliance Commercial Finance has started and is likely to be completed by June 25.

“Banks have begun voting for the successful resolution plan of Reliance Commercial Finance on June 7 and it is expected to be completed by June 25,” said a person familiar with the development.

The resolution would help address the ₹9,017 crore debt of Reliance Commercial Finance, which is a 100 per cent subsidiary of Anil Ambani-controlled Reliance Capital.

Final bidders

The four final bidders whose plans have been taken up for voting include Authum Infrastructure and Investment, UV ARC in consortium with Hawk Capital, Invent ARC and Alchemist ARC. Bank of Baroda is the lead banker under the Inter Creditor Agreement for the resolution.

The debt resolution of Reliance Home Finance is also underway and the voting is expected to be completed by June 15.

Lenders had initiated the resolution of both the companies under the June 7, 2019 circular of the Reserve Bank of India on Prudential Framework for Resolution of Stressed Assets Directions 2019 .

Reliance Commercial Finance, which has been re-branded as Reliance Money, offers small and medium enterprises loans, loans against property, infrastructure financing, agriculture loans, supply chain financing, micro financing, vehicle loans and construction finance.

The total financial indebtedness of Reliance Capital stood at ₹20,916.78 crore including accrued interest up to April 30, 2021, as per a recent regulatory filing. The total amount of outstanding from the banks and the financial institutions was ₹721.9 crore.

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Reliance Capital defaults on interest payments on HDFC, Axis Bank term loans

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Reliance Capital has defaulted on interest payments of ₹5.48 crore on term loans of HDFC and Axis Bank.

The interest payment due for HDFC was ₹4.77 crore and for Axis Bank ₹0.71 crore.

The principal amount for HDFC was ₹523.98 crore while for Axis Bank it was ₹100.63 crore, Reliance Capital said in a regulatory filing. The date of default was March 31, 2021.

Reliance Capital said the total amount of outstanding borrowings from banks and financial institutions is ₹716.65 crore and includes accrued interest up to March 31, 2021.

Total financial indebtedness of the company, including short- term and long-term debt, stood at ₹20,785.04 crore. The troubled company had, last week, failed to make interest payments for NCDs due on March 28 and 29.

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Debenture holders of Reliance Capital approve asset monetisation proposal

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The debenture holders of Reliance Capital have approved the asset monetisation proposal of the company, which includes 100 per cent stake sale in its general insurance business and broking arm as well as exiting its life insurance subsidiary.

The decision was taken at a meeting of the debenture holders of Reliance Capital on January 5.

“..we wish to inform that all the resolutions have been passed by the debenture holders with requisite majority,” it said in a regulatory filing on Monday.

Also read: Reliance Capital: 10 more bids submitted

They were to consider and approve proposals for the asset monetisation process, enabling enforcement of security interest, and acknowledgement and ratification for the reimbursement of costs incurred by the debenture trustee.

The monetisation process is under the aegis of the Committee of Debenture Holders and the Debenture Trustee Vistra, which represents 93 per cent of the total outstanding debt of the company.

Reliance Capital had, on October 31, floated an expression of interest (EoI) for selling stake in its subsidiaries as part of the process to pay off its dues to creditors and become debt-free.

It plans to sell off its entire stake in both Reliance General Insurance and Reliance Nippon Life Insurance. Besides, it also plans to sell 100 per cent stake in Reliance Securities, Reliance Financial and Reliance Health.

It also proposes to sell off its 49 per cent stake in Reliance Asset Reconstruction, 20 per cent holding in ICEX as well as other PE investments like Naffa Innovations and Paytm E-Commerce.

Meanwhile, separately, Reliance Home Finance and Reliance Commercial Finance are also undergoing resolution under the IBC process, and are expected to be completed by March 31 this fiscal.

Bank of Baroda is the lead banker under the ICA resolution process for both companies.

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