DHFL Investments Limited, Mumbai, India — Combination C-2017/02/487

Notice under Section 6 (2) of the Competition Act, 2002 given by DHFL Investments Limited.

CORAM: Mr.Devender Kumar Sikri Chairperson

Mr. S.L. Bunker Member

Mr. Augustine Peter Member

Mr. U.C. Nahta Member

Legal Representative: AZB & Partners

Order under Section 31(1) of the Competition Act, 2002

1. On 22nd February, 2017, the Competition Commission of India (hereinafter referred to as the “Commission”) received a notice given by DHFL Investments Limited (“DHFL Investments”), pursuant to a Share Purchase Agreement (“SPA”) dated 21st February, 2017, entered into between Dewan Housing Finance Corporation Limited (“DHFL”) and DHFL Investments regarding transfer of 50 percent stake in DHFL Pramerica Life Insurance Company Limited (“DPL”) from DHFL to DHFL Investments. (DHFL Investments, DHFL and DPL are collectively hereinafter collectively referred to as “Parties”).

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2. The proposed combination has been filed under sub-section 2 of Section 6 read with sub-section (a) of Section 5 the Competition Act (“Act”). 3. On 17th March, 2017, certain information relating inter-alia, to group, purchase consideration and structure of transaction was provided by the parties. 4. DHFL Investments, incorporated in India and is a wholly owned subsidiary of DHFL. It is an investment company and is inter-alia, engaged in the business of acquiring shares, debentures, and other financial instruments. 5. DPL is a life insurance company incorporated in India and registered with IRDAI. It is inter-alia, engaged in the business of life insurance products such as protection plans, health plans, child progress plans, saving plans. DPL is jointly controlled by DHFL and Prudential International Insurance Holdings Limited. 6. DHFL, a public company incorporated in India, is inter-alia, engaged in the business of providing home loans, small and medium enterprise loans, mortgage loans and fixed deposit products. 7. The Commission noted that the proposed combination pertains to transfer of DHFL’s entire shareholding in DPL to its wholly-owned subsidiary DHFL Investments. It is observed that there is no horizontal overlap between the products of the parties to the combination. With regard to vertical relationships, it is submitted by the Parties that DHFL acts as corporate agent for DPL’s life insurance business. 8. Considering the facts on record, details provided in the notice given under sub-section (2) of Section 6 of the Act and assessment of the proposed combination on the basis of factors stated in sub-section (4) of Section 20 of the Act, the Commission is of the opinion that proposed combination is not likely to have an appreciable adverse effect on competition in India and therefore, the Commission, hereby, approves the same under sub-section (1) of Section 31 of the Act. 9. This order shall stand revoked if, at any time, the information provided by the Parties is found to be incorrect. 10. The information provided by the parties shall be treated as confidential in terms of and subject to provisions of Section 57 of the Act.

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11. The Secretary is directed to communicate to the parties accordingly.