JM Financial : Demerger

August 2, 2022
BSE Limited	National Stock Exchange of India Limited
Department of Corporate Services	Exchange Plaza
1st Floor, New Trading Ring	Plot No.C-1, G Block
Rotunda Building, P J Towers	Bandra-Kurla Complex
Dalal Street, Fort,	Bandra (East)
Mumbai 400001	Mumbai - 400 051
Security Code: 523405	Symbol: JMFINANCIL
Dear Sirs,

Sub: Disclosure under Regulation 30 of SEBI of LODR

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, we wish to inform you that the Board of Directors of the JM Financial Limited (the "Company"), at its meeting held today, has inter alia, approved partial modification in the Scheme of Arrangement to include the merger of JM Financial Capital Limited into JM Financial Services Limited. For your information, JM Financial Services Limited is a wholly owned subsidiary (the "WOS") of the Company and JM Financial Capital Limited is a WOS of JM Financial Services Limited.

The above intimation shall be read in conjunction with our letter dated May 24, 2022, a copy whereof is enclosed for your ready reference.

We request you to disseminate the above information on your website as you may deem appropriate.

Thank you.

Yours truly,

For JM Financial Limited

Prashant Kishor Choksi

Digitally signed by Prashant Kishor Choksi Date: 2022.08.02 21:08:03 +05'30'

Prashant Choksi

Group Head - Compliance, Legal

& Company Secretary

JM Financial Limited

Corporate Identity Number : L67120MH1986PLC038784

Regd. Office: 7th Floor, Cnergy, Appasaheb Marathe Marg, Prabhadevi, Mumbai 400 025.

T: [phone] F: [phone] www.jmfl.com

	jJM FINANCIAL
May 24, 2022
BSE Limited	National Stock Exchange of India Limited
Department of Corporate Services	Exchange Plaza
1 Floor, New Trading Ring	Plot No.C-1, G Block
Rotunda Building, P J Towers	Bandra-Kurla Complex
Dalal Street, Fort,	Bandra (East)
Mumbai 400001	Mumbai - 400 051
Security Code: 523405	Symbol: JMFINANCIL
Dear Sirs,
Sub: Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, we wish to inform you that the Board of Directors of the Company at its
meeting held today, has accorded its approval to the Scheme ofArrangement, the details ofwhich
are provided in the Annexure I hereto.
The Scheme ofArrangement as above will be subject to the regulatory and other approvals, ifany
and to the extent required.
We request you to disseminate the above information on your website.
Yours truly,
For JM Financial Limited
� �-�!fs_·
,---r
QsPrashant Choksi
Group Head - Compliance, Legal
& Company Secretary

JM financial Limited

Corporate Identity Number : L67120MH 1986PLC038784

Regd. Office: 7th Floor. energy, Appasaheb Marathe Marg. Prabhadevi. Mumbai 400 025.

T: [phone] F: [phone] www.jmfl.com

jJM FINANCIAL

			Brief details of Scheme of Arrau�ement	Annexure I
a) Name of the Entities	The Scheme provides for demerger of Demerged Undertaking of
forming part ofthe Scheme,	JM	Financial	Services	Limited ('Demerged	Company') into
details in brief such as size,	JM Financial Limited ('Resulting Company'). The Demerged
turnover, etc.		Company is a wholly owned subsidiary of the Resulting Company.
				Hence, no shares will be issued upon scheme becoming effective.
				Brief Details of the Net Worth, total assets, and total income is as
				follows:			Amount (Rs. in crore)
				Particulars	Net worth	Total Income	Total Assets
						As on	31	As on 31 March,	As on 31 March,
						March,		2022	2022
						2022
				JM	Financial	531.15		599.81	2,145.66
				Services
				Limited
				JM	Financial	3,736.51		619.63	4,036.63
				Limited
b) Whether	the transaction	In terms ofGeneral Circular No. 30/2014 dated 17th July 2014 issued
would	fall	under	Related	by Ministry of Corporate Affairs (the "MCA Circular"), the
Party	Transaction?	If yes,	transactions ansmg out of compromises, arrangements and
whether the same is done at	amalgamations under the Companies Act, 2013 (the "Act"), will not
arms' length?		attract the requirements of Section 188 ofthe Act.
				Further, in terms of Regulation 23(5)(b) of the SEBI (Listing
				Obligations and Disclosure Requirements) Regulations, 2015 (the
				"Listing Regulations"), any transaction entered into between a
				holding company and its wholly owned subsidiary whose accounts
				are consolidated with such holding company and placed before the
				shareholders at the general meeting for approval, is exempted from
				the provisions of Regulation 23(2), (3) & (4) 0f the Listing
				Regulations for obtaining the approvals from the Audit
				Committee/shareholders, etc. for such related party transactions.
				In view of the above, since the Demerged Company is a wholly
				owned subsidiary ofthe Resulting Company, and since the demerged
				undertaking is proposed to be demerged through a Scheme of
				Arrangement, reqLirement of arm's length criteria is not applicable:

1. Areas of business of the JM Financial Services Limited - The Demerged Company is

entities	engaged in providing services auxiliary to financial intermediation.
	JM Financial Limited - The Resulting Company is a SEBI
	registered merchant banker and is also engaged in the business of
	private equity funds management and also the holding company for
	several ofits subsidiaries.

JM Financial Limited

Corporate Identity Number : L67 l 20MH l 986PLC038784

Regd. Office: 7th Floor. energy, Appasaheb Marothe Marg. Prabhadevi. Mumbai 400 025.

T: [phone] F: [phone] www.jmfl.com