Description

BSE suspends trading in eight series of NCDs of Edelweiss Retail Finance Limited for transfer to ECL Finance Limited pursuant to NCLT-approved merger scheme. Record date set for October 10, 2025.

Summary

BSE has announced the suspension of trading for transfer of eight series of Non-Convertible Debentures (NCDs) of Edelweiss Retail Finance Limited. This action is pursuant to an Order passed by the Hon’ble National Company Law Tribunal (NCLT), Mumbai Bench, approving the merger of Edelweiss Retail Finance Limited into ECL Finance Limited. The record date for the transfer of these debentures has been fixed as October 10, 2025.

Key Points

  • NCLT Mumbai Bench has approved the merger of Edelweiss Retail Finance Limited into ECL Finance Limited
  • Eight series of NCDs will be transferred from Edelweiss Retail Finance Limited to ECL Finance Limited
  • Record date for transfer: October 10, 2025
  • Affected ISINs include both public and private NCDs with coupon rates ranging from 8.88% to 10.40%
  • Two perpetual NCDs (9.75% and 10.00%) are also included in the transfer
  • Trading Members are requested to take note of this corporate action

Regulatory Changes

No new regulatory changes. This circular implements an existing NCLT order approving a scheme of amalgamation under the Companies Act.

Compliance Requirements

  • Trading Members must note the suspension for transfer of the specified NCDs
  • All affected debentures will be transferred to ECL Finance Limited as per the NCLT-approved Scheme of Amalgamation
  • Debenture holders should be aware of the change in issuer entity from Edelweiss Retail Finance Limited to ECL Finance Limited

Important Dates

  • Record Date: October 10, 2025 - Date fixed for transfer of NCDs to ECL Finance Limited
  • Circular Date: October 7, 2025

Impact Assessment

Market Impact: Medium - The transfer affects eight series of NCDs across different maturities and coupon structures. While this is a significant corporate action, it is limited to debt instruments of one entity.

Operational Impact: Debenture holders will see their issuer change from Edelweiss Retail Finance Limited to ECL Finance Limited. The terms and conditions of the debentures will be governed by the NCLT-approved scheme. Investors should review the scheme document for details on any changes to their rights.

Affected Securities:

  1. ERFL-8.88%-22-3-28-NCD (INE528S07110/936130)
  2. ERFL-9.25%-22-3-28-NCD (INE528S07128/936132)
  3. ERFL-9.95%-9-10-26-PVT (INE528S08027/955156)
  4. ERFL-9.25%-31-7-27-PVT (INE528S08035/956802)
  5. ERFL-9.25%-6-10-27-PVT (INE528S08043/957083)
  6. ERFL-9.75%-PERPETUAL-PVT (INE528S08050/957246)
  7. ERFL-10.00%-PERPETUAL-PVT (INE528S08068/957463)
  8. ERFL-10.40%-18-3-27-PVT (INE528S07169/975514)

Impact Justification

Affects holders of eight NCD series of Edelweiss Retail Finance Limited. Corporate restructuring with defined record date but limited to specific debt instruments.