Axis Bank Limited — Capital/Financing Update 2021

Mar 14, 2021

AXIS/CO/CS/600/2020-21

14th March 2021

The Chief Manager (Listing & Compliance) National Stock Exchange of India Limited Exchange Plaza, 5th Floor Plot No. C/1, "G" Block Bandra-Kurla Complex Bandra (E), Mumbai – 400 051

NSE Code: AXISBANK

The Senior General Manager (Listing) BSE Limited 1st Floor, New Trading Ring, Rotunda Building P. J. Towers, Dalal Street Fort, Mumbai – 400 001

BSE Code: 532215

Dear Sir(s),

SUB: PROPOSED INVESTMENT IN FETTLE TONE LLP

REF: REGULATION 30 READ WITH PARA A OF PART A OF SCHEDULE III OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS & DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

We wish to inform you that Axis Bank Limited has entered into definitive agreements with Fettle Tone LLP and the other partners of Fettle Tone LLP on 13th March 2021 in connection with Axis Bank Limited's proposed acquisition of 9.90% of the aggregate partnership interest of Fettle Tone LLP pursuant to a contribution by Axis Bank Limited in Fettle Tone LLP's partnership capital.

The details as required under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015 are provided in Annexure A.

You are requested to take note of above and arrange to bring the same to the notice of all concerned.

Thanking you,

Yours faithfully, For Axis Bank Limited

GIRISH VASUDEVA N KOLIYOTE Digitally signed by GIRISH VASUDEVAN KOLIYOTE Date: 2021.03.14 16:54:33 +05'30'

Girish V. Koliyote Company Secretary

Encl: As above.

Details which a listed entity needs to disclose for the events that are deemed to be material as specified in Para A of Part A of Schedule III of Listing Regulations.

1. Acquisition(s) (including agreement to acquire), Scheme of Arrangement (amalgamation/ merger/ demerger/restructuring), or sale or disposal of any unit(s), division(s) or subsidiary of the listed entity or any other restructuring:

1.1. Acquisition (including agreement to acquire):

S. No.	Particulars	Details
a.	Name of the target entity, details inbrief such as size, turnover etc.	Fettle Tone LLP
		Networth as of 31st March 2020 = Rs 607crTurnover for financial year ended 31st March2020= Rs. 0.16cr
b.	Whethertheacquisitionwouldfallwithin related party transaction(s) andwhetherthepromoter/promotergroup/ group companies have anyinterest in the entity being acquired? Ifyes, nature of interest anddetailsthereof and whether the same is doneat "arm's length"	The transaction does not constitute a relatedparty transaction. Axis Bank Limited's promoter/ promoter group does not hold any interest inFettle Tone LLP.AxisBank Limited and its subsidiaries mayhavebusiness dealings with Fettle Tone LLPin theordinary course of business and on an arm'slengthbasis.
c.	Industry to which the entity beingacquired belongs	Fettle Tone LLP is a special purpose vehicle(SPV) set up by True North Fund VI LLP underthe IRDAI (Investment by Private Equity Fundsin Indian Insurance Companies) Guidelines,2017.Fettle Tone LLP is currently a promoter of MaxBupa Health Insurance Company Limited("MBHI")and holds~55.6% of the total sharecapital of MBHI. MBHI is a standalone healthinsurancecompanyregisteredwiththeInsuranceRegulatoryandDevelopmentAuthority of India.
d.	Objectsandeffectsofacquisition(including but not limited to, disclosureof reasons for acquisition of targetentity, if its business is outside the mainline of businessof the listed entity)	To strengthen Axis Bank Limited's position in theinsurance sector, pursuant to its investment inFettle Tone LLP.As mentioned above, Fettle Tone LLP iscurrently a promoter of MBHI and MBHI is astandalonehealthinsurancecompanyregistered with the Insurance Regulatory andDevelopment Authority of India.
e.	Brief details of any governmental orregulatory approvals required for theacquisition	None

f.	Indicative time period for completion ofthe acquisition	The definitive agreements in connection withtheproposedacquisitionhavebeenexecuted by Axis Bank Limited on March 13,2021 and the acquisition is proposed to becompleted on or before March 17, 2021.
g.	Nature of consideration -whether cashconsideration or shareswap and detailsof the same	Cash consideration
h.	Cost of acquisition or the price at whichthe shares are acquired	Contribution of Rs90.8 croresby Axis BankLimited (in cash) in the partnership capital ofFettle Tone LLP for acquiring 9.90% of theaggregate partnership interest of Fettle ToneLLP
i.	Percentage of shareholding / controlacquired and / or number of sharesacquired	9.90%of the aggregate partnership interest ofFettle Tone LLP
j.	Briefbackgroundabouttheentityacquired in terms of products/line ofbusinessacquired,dateofincorporation, history of last 3 yearsturnover, country in which the acquiredentity has presence and any othersignificant information (in brief)	Line of business: Fettle Tone LLP is a specialpurpose vehicle (SPV) set up by True NorthFund VI LLP under the IRDAI (Investment byPrivateEquityFundsinIndianInsuranceCompanies) Guidelines, 2017. It is currently apromoter of MBHI and holds ~55.6% of the totalshare capital of MBHI. MBHI is a standalonehealth insurance company registered with theInsuranceRegulatoryandDevelopmentAuthority of India.Date of Incorporation: Fettle Tone LLP wasincorporated on 23 May 2019 as a limitedliability partnership under the Limited LiabilityPartnership Act, 2008.Turnover:Financial year ended 31st March 2020–Rs.0.16
		croresCountry of operation: India