Axis Bank To Acquire Additional 6.23% Stake In Max Life

Private sector lender Axis Bank Ltd. has agreed to purchase an additional 6.23% stake in Max Life Insurance Co. for Rs 1,612 crore.

The proposed transaction will be conducted through preferential allotment of shares, according to an exchange notification.

In its notification, parent Max Financial Services Ltd. said that Axis Bank's stake in the life insurance company would go up to 16.22%, as compared with 9.99% pre-acquisition. The bank will acquire 14.25 crore shares of face value Rs 10 each and market value of Rs 113.06 apiece.

The valuation was arrived at via fair market value determined through discounted cash flow mechanism.

The cumulative stake of all Axis entities will rise to 19.02%. Axis Capital Ltd. and Axis Securities Ltd. currently hold 2% and 1%, respectively, in Max Life. It will drop to 1.86% and 0.93% respectively. The transaction is expected to be concluded over the next four to six months.

"The proposed infusion also highlights Axis Bank's commitment towards building a stronger franchise," the exchange notice said.

This is the second attempt by Axis Bank to take over additional stake in Max Life. A similar attempt last year had faced regulatory opposition from the Insurance Regulatory and Development Authority of India over valuation of shares.

In October 2022, IRDAI had imposed a Rs 3 crore fine on Max Life and a Rs 2 crore fine on Axis Bank. In case of Max Life, the insurance regulator had said that the company had misrepresented facts to avail approval on the transaction, while Axis Bank was fined for flouting directions and making undue gains in the deal.

In January, Axis Bank had informed exchanges that it has entered a fresh purchase agreement with Max Financial where it will value the additional shares through the DCF methodology, rather than Rule 11UA of the Income Tax Act.

As part of the proposed transaction, five nominees from Axis entities will be part of the life insurer's board, while three will be from Max Financial. Axis entities will have the right to appoint a chairman on the board of Max Life. For now, Analjit Singh continues as chairman.

On any matter of affirmative voting items, Max Financial has the right to initiate discussions with Axis Bank on issues it does not agree with. If no decision is arrived at after two rounds of discussions, Axis Bank will have the right to proceed in the matter.

The shares held by Axis Bank in Max Life will be subject to regulatory lock-ins and with transferability restrictions to certain identified persons.

The deal is subject to receipt of all corporate and regulatory approvals, including from the IRDAI, the Pension Fund Regulatory and Development Authority and the Competition Commission of India.