PB Fintech Limited — Board/Management Information 2021

Dec 13, 2021

December 13, 2021

To Department of Corporate Services/ Listing Department of Corporate Services/ Listing National Stock Exchange of India Limited BSE Limited Exchange Plaza, 5" Floor, Phiroze Jeejeebhoy Towers, Plot No. C/1, G Block, Dalal Street, Fort, Bandra-Kurla Complex, Mumbai — 400001 Bandra (East), Mumbai — 400051 Scrip Code: 543390 Symbol: POLICYBZR

Sub: Outcome of Board Meeting held today i.e. December 13, 2021 pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligation and__Disclosure Requirement) Regulations, 2015

Dear Sir

This is to inform you that pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company at its Meeting held today ie. Monday, December 13, 2021, at 01:30 P.M. and concluded at 02:15 P.M. has inter alia considered and approved the following:

• (i) Incorporation of the wholly owned subsidiary to carry on the business of an Account Aggregator ("AA"). The AA has to be licenced by the Reserve Bank of India (RBI). The incorporation will leverage the facility without external dependency on another Account Aggregators for information gathering, cost saving / revenue housing and offer seamless solutions.
• (it) Investment in MyLoanCare Ventures Private Limited, a company incorporated under the provisions of the Companies Act, 2013.

Further, the disclosure as required under Regulation 30 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 read with events specified in Part A of Schedule III and SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 is annexed herewith.

You are requested to kindly take the same in your records.

Thanking you

Yours Sincerely For PB Fintech Limited (Formerly PB Fintech Private Limited/ Etechaces Marketing and Consulting Private Limited)

s t Oe Mem. No.: F8032

Enel.: A/a

(Formerly Known As Etechaces Marketing And Consulting Private Limited) Registered Office Address : Plot No. 119, Sector-44, Gurugram-122001 (Haryana) Telephone No. : 0124-4562900, Fax : 0124-4562902 E-mail : enquiry@policybazaar.com Website : www.pbfintech.in CIN : U51909HR2008PLC037998

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 read with the events specified in Part A of Schedule II] and SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 relating to Continuous Disclosure Requirements for Listed Entities:

(i) Disclosure regarding incorporation of wholly owned subsidiary:

			Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 read with the events specified in Part A of Schedule II] and SEBI Circular No. CIR/CFD/CMD/4/2015
(i)		dated September 9, 2015 relating to Continuous Disclosure Requirements for Listed Entities: Disclosure regarding incorporation of wholly owned subsidiary:
	SI. No. 1.	Particulars name of the target entity, details in brief such as size, turnover etc.	Details Name: Account "PB Aggregators Private Limited" "PB Information Financial or Services Private Limited" or any other name as may approved Registrar by be the of Companies, NCT of Delhi and Haryana Proposed Authorised Share Capital: % 5,00,00,000 (Rupees Five Crore Only)
		whether the acquisition w ould within fall and whether the related party transaction(s) — promoter group/ —s group promoter/ companies have any interest in the entity re of interest and being acquired? If yes, natu the same is done details thereof and whether at "arms length"	owned — subsidiary wholly The once incorporated related party of the will be a Company. Company professionally Further, the a is Company managed with identifiable no _ promoter promoter, promoter/ group hence, interest is not involved.
		industry to which the entity being acquired belongs	NBFC (Financial Services sector)
		objects and effects of acquisition (including but not limited to, disclosure of reasons for if its business is acquisition of target entity, business main outside of the the of line listed entity)	owned — subsidiary proposed wholly The company to be incorporated in India shall carry on the business of an "Account Aggregator", thereby undertaking the activity of retrieving or information collecting financial pertaining to its customers and consolidating, organizing and presenting such information to the customer or any other person as per the instructions of the customer The (consent based infrastructure). financial information of the customer cannot be Account other purpose used for any by the Aggregator.
		overnmental Brief any details of or g approvals regulatory required for the acquisition	The proposed company on incorporation will apply to RBI for AA License and conduct the AA business once RBI licence is received.
		ompletion of the indicative time period for c acquisition	Within 9 (nine) months
		consideration whether nature cash of - consideration or share swap and details of the same	100% subscription to the share capital in cash
		cost of acquisition or the price at which the shares are acquired	Not Applicable

9.	control 100% percentage shareholding of / acquired and / or number of shares acquired
10.	in terms of products/line of acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief)	brief background about the entity acquired Not applicable since the company is yet to be business incorporated
Disclosure regarding investment in MyLoanCare Ventures Private Limited: (ii)

(ii) Disclosure regarding investment in MyLoanCare Ventures Private Limited:

	acquired and / or number of shares acquired
10.	terms products/line in of of acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief)	brief background about the entity acquired Not applicable since the company is yet to be business incorporated
(ii)	Disclosure regarding investment in MyLoanCare Ventures Private Limited:
	Particulars
SI. No. 1.	such as size, turnover etc.	Details name of the target entity, details in brief Name: MyLoanCare Ventures Private Limited Registered Office: 405 Starlite Apartment, Sector 14, Ext Rohini, New Delhi — 110085
		Authorised Capital: Rs. 30,00,000/- (Rupees Thirty Lakh Only) Issued and paid up capital: (Rupees Lakh 6,35,840/- Thirty Five Six % Thousand Eight Hundred Forty Only) Turnover: = 6,99,81,489/- (Rupees Six Crore Ninety Nine Thousand Hundred Lakh One Eighty Four Eighty Nine Only) as on 31 March, 2021. an
2. bo	whether the acquisition would fall within Post related party transaction(s) and whether associate promoter/ promoter group/ the companies have any interest in the entity being acquired? If yes, nature of interest Further, and details thereof and whether the same managed is done at "arms length" industry to which the entity acquired belongs	be investment Myloancare would company of the Company and group accordingly a related party. professionally the Company is a Company with no __ identifiable promoter, hence, promoter/ promoter group interest is not involved. being NBFC-ND (ICC)
4.	and effects of objects (including but not limited to, disclosure engaged in the business of: of reasons for acquisition of target entity, (gy if its business is outside the main line of business of the listed entity)	Limited Ventures Private acquisition MyLoanCare sourcing and servicing of various financial products, gencrating leads for financial __ institutions, banks and developing software providing and _ services in relation to data processing, financial data analysis, information systems and data communication systems and providing such services to lending companies, banks _and__ financial

		institutions ("Marketplace Business"); making lending, offering and credit (b) investments and all or any such activities permitted by the RBI from time to time ("NBFC Business")
5.	governmental Brief of any details approvals regulatory required for acquisition	company 24.93% or The acquire will initially the stake in MyLoanCare under due intimation by MyLoanCare to Reserve Bank of India ("RBI") and subsequently after obtaining prior approval Company MyLoanCare, of RBI by the will increase its stake in Myloancare to 70.10%.
6.	indicative time period for completion of Within 6 (six) months the acquisition
7.	nature of consideration - whether cash Cash consideration consideration or share swap and details of the same
8.	the shares are acquired	cost of acquisition or the price at which About % 40.41 Crore in one or more tranches
9.	percentage shareholding control > of / number acquired shares and of or / acquired	24.93% acquisition Stage of Initial I: (19.50% secondary through transaction from existing shareholders of Myloancare and 5.43% through primary subscription of shares of Myloancare).
		Stage Il: Increase in stake in Myloancare to > 70.10% through primary allotment.
10.	background about brief the acquired terms of products/line of in business acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief)	entity MyLoanCare Ventures Private Limited (CIN: U65100DL2013PTC258637), company a incorporated limited shares and India by in of the Companies under the provisions Act, 2013 having 405 registered office its at Starlite Apartment, Sector 14, Ext Rohini, New ("Myloancare") 110085 Delhi and — is it engaged in the business of:
		sourcing servicing various and of (c) generating products, financial leads for banks financial and institutions, developing providing software and processing, services relation data in to information financial analysis, data systems and data communication systems and providing lending such services to companies, banks financial and institutions ("Marketplace Business");
		making offering lending, and credit (d)

'= g % ! BY ty/ \o. wood RO

investments and all or any such activities permitted by the RBI from time to time ("NBFC Business")
Turnover of Myloancare: F.Y. 2020-21: ₹ 6,99,81,489/- F.Y. 2019-20: ₹ 11,11,44,580/- $F.Y. 2018-19$ : ₹8,08,84,610/-

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