CreditAccess Grameen : NCLT/ Court Convened Meeting

March 23, 2022
To
BSE Limited	National Stock Exchange of India Limited
Phiroze Jeejeebhoy	The Exchange Plaza
Towers Dalal Street	Bandra Kurla Complex Bandra (East)
Mumbai- 400001	Mumbai- 400051
Scrip code: 541770	Scrip code: CREDITACC
Dear Sir/Madam,

Sub: Notice of the Meeting of the Equity Shareholders being convened pursuant to the Order of the Hon'ble National Company Law Tribunal, Bengaluru Bench, dated February 25, 2022, in the matter of Scheme of Amalgamation between Madura Micro Finance Limited and CreditAccess Grameen Limited and their respective Shareholders and Creditors:

Pursuant to the Order dated February 25, 2022 in the Company Scheme Application No.CA(CAA) No.60/BB/2021 ("Order"), passed by the Hon'ble National Company Law Tribunal, Bengaluru Bench ("the NCLT"), a meeting of the Equity Shareholders of CreditAccess Grameen Limited ("the Company") will be held on Monday, April 25, 2022 at 11:00 AM (IST) through Video Conferencing/Other Audio Visual Means ("NCLT convened meeting") to consider and approve the Scheme of Amalgamation between Madura Micro Finance Limited ("Transferor Company") and CreditAccess Grameen Limited ("Transferee Company") and their respective shareholders and creditors ("Scheme").

Pursuant to the aforesaid Order, Notice of the NCLT convened meeting, together with the explanatory statement and other documents accompanying the same, is being sent through electronic mode to those Members whose names appear in the register of members/ list of beneficial owners as received from Registrar and Transfer Agent (RTA) as on Friday, March 11, 2022, and whose email addresses are registered with the Company/ Depositories. Further, for members whose email address are not registered, the hard copies of notice together with the explanatory statement and other documents accompanying the same, are being sent through registered post, to their respective last known addresses.

The Hon'ble NCLT has appointed Mr. Saji P. John, Advocate, as the Chairman and Mr. Naman Gurumurthi Joshi, Practicing Company Secretary, as the Scrutinizer of the said NCLT convened meeting, including for any adjournment(s) thereof.

In accordance with the said Order and applicable sections/rules/regulations made under the Companies Act, SEBI LODR Regulations and SEBI Circulars, the Company is providing remote e-voting facility to all the equity shareholders to consider and approve the Scheme. Accordingly, e-voting by the equity shareholders of the Company shall be carried out as under:

1. through remote e-voting prior to the Meeting commencing from Monday, March 28, 2022 at 9.00 a.m. IST and ending at 5.00 p.m. IST on Sunday, April 24, 2022; and
2. through e-voting facility made available during the Meeting through VC/OAVM.

The voting rights of equity shareholders shall be in proportion to their equity shareholding in the Company as on the close of business on Tuesday, March 22, 2022 ("cut-off date").

A copy of the Notice of the NCLT convened meeting dated March 23, 2022, along with the Explanatory Statement and other Annexures inter-alia containing the copy of Scheme and Abridged Prospectus in terms of the SEBI Circular No. CFD/DIL3/CIR/2017/21 dated March 10, 2017, of the Transferor Company is enclosed herewith for your information and records.

Further, the notice along with explanatory statement and other annexures are also available on the website of the Company at www.creditaccessgrameen.in

Please take this intimation on record.

Thanking you,

Yours' Truly

For CreditAccess Grameen Limited

M. J Mahadev Prakash

Head - Compliance, Legal & Company Secretary

Encl.: As above

CREDITACCESS GRAMEEN LIMITED

Regd. Office: New No. 49, 46th Cross, Next to Rajalakshmi Kalyana Mantapa,

8th Block, Jayanagar, Bengaluru - 560070 (Karnataka)

CIN: L51216KA1991PLC053425

Website:www.creditaccessgrameen.inEmail:[e-mail]

MEETING OF THE EQUITY SHAREHOLDERS OF CREDITACCESS GRAMEEN LIMITED

(Convened pursuant to the Order dated February 25, 2022 passed by the Hon'ble National Company Law

Tribunal, Bengaluru Bench)

DayMonday

Date	April 25, 2022
Time	11:00 A.M. (IST)
Venue/Mode	Through video Conferencing or Other Audio-Visual Means in terms of
	the Order delivered by the Hon'ble National Company Law Tribunal,
	Bengaluru Bench, on February 25, 2022.

Details of Remote E-Voting:

Commencing on	Monday, March 28, 2022, at 9:00 A.M. (IST)
Ending on	Sunday, April 24, 2022, at 5:00 P.M. (IST)
Chairman of the	Mr. Saji P. John
Meeting	Advocate
	Unit No. 1002, 10th Floor, #30, Prestige Meridian II, M.G. Road
	Bengaluru - 560001
	Email [e-mail]
Scrutinizer for	Mr. Naman Gurumurthi Joshi
the Meeting	Practicing Company Secretary
	4144, Prakruthi Crystal, 4th Floor, 4th Phase Girinagar, Near Seetha
	circle, Bengaluru - 560085
	Email [e-mail]

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Documents Enclosed:

Sl.	Contents	Page
No.		No.
1	Notice of the Meeting of the equity shareholders of CreditAccess Grameen	4-19
	Limited convened pursuant to the order dated February 25, 2022 passed
	by the Hon'ble National Company Law Tribunal, Bengaluru Bench
	("NCLT").
2	Explanatory Statement under Sections 230(3), 232(1), 232(2), 102 and	20-49
	other applicable provisions of the Companies Act, 2013 read with Rule 6 of
	the Companies (Compromises, Arrangements and Amalgamations) Rules,
	2016.
3	Scheme of amalgamation between Madura Micro Finance Limited,	50-67
	CreditAccess Grameen Limited and their respective shareholders and
	creditors, under Sections 230-232 of the Companies Act, 2013, enclosed
	as Annexure 1.
4	Valuation Report dated November 27, 2019, issued by M/s BSR &	68-77
	Associates, LLP, Chartered Accountants, to CreditAccess Grameen Limited
	and Madura Micro Finance Limited enclosed as Annexure 2.
5	Certificate dated November 27, 2019, issued by Messrs. S. R. Batliboi &	78-81
	Co., LLP, Chartered Accountants and Certificate dated July 03, 2021, issued
	by M/s PKF Sridhar & Santhanam LLP, Chartered Accountants, to the effect
	that the accounting treatment, if any, proposed in the Scheme is in
	conformity with the Accounting Standards prescribed under Section 133 of
	the Companies Act, 2013, enclosed as Annexure 3A and Annexure 3B
	respectively.
6	Fairness Opinion dated November 27, 2019 issued by Systematix Corporate	82-85
	Services Limited, to CreditAccess Grameen Limited and Madura Micro
	Finance Limited, enclosed as Annexure 4.
7	Observation Letters dated May 07, 2021 issued by BSE Limited and	86-89
	National Stock Exchange of India Limited to CreditAccess Grameen Limited,
	enclosed as Annexure 5A and Annexure 5B, respectively.
8	Report adopted by the Board of Directors of CreditAccess Grameen Limited	90-96
	and Madura Micro Finance Limited pursuant to the provisions of Section
	232(2)(c) of the Companies Act, 2013, enclosed as Annexure 6A and
	Annexure 6B respectively.
9	Abridged prospectus for Madura Micro Finance Limited (in the format	97-111
	specified in Part E of Schedule VI of the Securities and Exchange Board of
	India (Issue of Capital and Disclosure Requirements) Regulations, 2018),
	along with the due diligence certificate dated March 17, 2022, issued by
	CapitalSquare Advisors Private Limited, Merchant Bankers, enclosed as
	Annexure 7.

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10 Complaints Report dated December 10, 2020 submitted to BSE Limited and 112-115 Complaints Report dated January 04, 2021 submitted to National Stock Exchange of India Limited, by CreditAccess Grameen Limited enclosed as Annexure 8A and Annexure 8B respectively.

11 Pre-scheme and post-scheme shareholding pattern of CreditAccess 116-127 Grameen Limited and Madura Micro Finance Limited, enclosed as Annexure 9.

12	Unaudited financial statements along with the limited review report of the	128-144
	statutory auditors of CreditAccess Grameen Limited and Madura Micro
	Finance Limited as on December 31, 2021, enclosed as Annexure 10A
	and 10B respectively.
	The Audited Financial Statements as on March 31, 2021 of the both
	CreditAccess Grameen Limited and Madura Micro Finance Limited are
	available on the website www.maduramicrofinance.comand
	www.creditaccessgrameen.inrespectively.
13	Copy of Form GNL-1 along with its payment challan filed by CreditAccess	145-149
	Grameen Limited with the Registrar of Companies enclosed as Annexure
	11.
14	Copy of the Compliance Report certified by the Company Secretary, Chief	150-151
	Financial Officer and the Managing Director of CreditAccess Grameen
	Limited, confirming the compliance with various regulatory requirements
	specified for schemes of arrangement and all accounting standards,
	enclosed as Annexure 12.

15 Copy of Order dated February 25, 2022, issued by Hon'ble National 152-166 Company Law Tribunal, Bengaluru Bench, with regard to Scheme of Amalgamation between Madura Micro Finance Limited, CreditAccess Grameen Limited and their respective shareholders and creditors, under Sections 230-232 of the Companies Act, 2013, enclosed as Annexure 13.

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