1. Svatantra Holdings Private Limited 2. Svatantra Microfin Private Limited 3. Chaitanya India Fin Credit Private Limited

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Page 1 of 4 COMPETITION COMMISSION OF INDIA Combination Registration No. C-2024/12/1226 18th February 2025 Notice under Section 6(2) of the Competition Act, 2002 jointly given by Svatantra Microfin Private Limited, Svatantra Holdings Private Limited, and Chaitanya India Fin Credit Private Limited CORAM: Ms. Ravneet Kaur Chairperson Mr. Anil Agrawal Member Mr. Deepak Anurag Member Order under Section 31(1) of the Competition Act, 2002 1. On 26th December 2024, the Competition Commission of India (Commission) received a notice under Section 6(2) of the Competition Act, 2002 (Act), jointly given by Svatantra Microfin Private Limited (Svatantra Microfin), Svatantra Holdings Private Limited (Svatantra Holdings), and Chaitanya India Fin Credit Private Limited (Chaitanya). 2. The notice relates to proposed amalgamations of Chaitanya and Svatantra Holdings into Svatantra Microfin (collectively, ‘Parties’), with Svatantra Microfin being the surviving entity, pursuant to the Scheme of Amalgamation entered between the Parties and their respective shareholders under Sections 66, 230 to 232 of The Companies Act, 2013 (as amended) and as approved by the board of directors of Parties on 6th November 2024 (Scheme) [Proposed Combination]. 3. In accordance with Regulation 14(2) of the Combination Regulations, vide letter dated 7th January 2025 (RFI 1), certain information and clarifications were sought from the Parties. Combination Registration No. C-2024/12/1226 Page 2 of 4 The Parties submitted their response on 14th January 2025 (Response 1). As certain defects and discrepancies were observed on examination of Response 1, vide letter dated 16th January 2025, issued in terms of Regulation 14 of the Combination Regulations, in continuation of RFI 1 and Response 1 (RFI 2), the Parties were again asked to remove defect(s), explain discrepancies and furnish requisite information. The Parties filed their reply on 29th January 2025, after seeking extension of time (Response 2). 4. Svatantra Holdings is presently held by IGH Holdings Private Limited (IGH) (99.99%) and certain individuals [including Ms. Ananyashree Birla (Ms. Birla)] who hold the residual 0.01% shareholding. It is an unregistered Core Investment Company, in terms of Core Investment Companies (Reserve Bank) Directions, 2016 and is engaged in the business of making investments in equity shares, preference shares and other securities. As submitted, Svatantra Holdings is not engaged in any independent business activity other than holding shares in Svatantra Microfin and Svatantra Micro Housing Finance Corporation Limited (SMHFCL). 5. Svatantra Microfin, is presently held, inter alia, by: (a) a shareholder block comprising of Svatantra Holdings, Ms. Birla and IGH (through its representative Ms. Birla) (Svatantra Group); (b) Advent (i.e., Violicina Limited)1; and (c) the Multiples Group (comprising Multiples Private Equity Fund III, Multiples Private Equity Fund IV, Multiples Private Equity GIFT Fund IV)2. It is a middle layer non-deposit taking Non-Banking Financial Company-Micro Finance Institutions (NBFC-MFI). It is engaged in the business of providing micro finance loans and personal loans to low-income individuals and households in rural/ semi-urban areas. Chaitanya is a wholly owned subsidiary of Svatantra Microfin and is also a NBFC-MFI engaged in the business of providing micro finance loans and personal loans to low-income individuals and households in rural/ semi-urban areas. 1 Advent acquired shareholding/rights in Svatantra Microfin as a part of combination notified to the Commission (Comb. Regn. No. C-2024/03/1126) and approved by the Commission vide order dated 21st May 2024 (Advent Transaction). 2 The Multiples Group acquired shareholding/rights in Svatantra Microfin as a part of combination notified to the Commission (Comb. Regn. No. C-2024/03/1127) and approved by the Commission vide order dated 21st May 2024 (Multiples Transaction). Combination Registration No. C-2024/12/1226 Page 3 of 4 6. SMHFCL is a wholly owned subsidiary of Svatantra Holdings3 and is a registered Non- deposit Taking Housing Finance Company (NBFC-HFC) (Middle Layer). It is engaged in the business of providing secured housing loans to the financially excluded rural and urban low-income families, loans to individuals against property and loans to corporations/institutions for construction/real estate projects. 7. The Commission observed that Svatantra Holdings is a holding company with no independent business activity and therefore only Chaitanya and SMHFCL amalgamations are relevant for competition assessment of the Proposed Combination. Further, even the competition assessment is required to be undertaken considering the structural links between Svatantra Holdings and SMHFCL with Svatantra Microfin and Chaitanya as noted above. 8. As regards amalgamation of Chaitanya into Svatantra Microfin, the Commission observed that the same is not likely to cause any significant change in control/competition dynamics given the fact that Chaitanya is presently a wholly owned subsidiary of Svatantra Microfin and that Svatantra Holdings shareholders i.e., IGH and Ms. Birla are already a part of governance framework of Svatantra Microfin directly and/or through Svatantra Holdings along with Advent and the Multiples Group. 9. As regards amalgamation of SMHFCL, the Commission observed that pursuant to the Proposed Combination, SMHFCL will be held by Advent and the Multiples Group apart from shareholders of Svatantra Holdings and Svatantra Microfin. However, considering that Advent and the Mutiples Group are already a part of the governance framework of SMHFCL (due to rights acquired as part of the Advent and Multiples Combination respectively), the amalgamation of SMHFCL into Svatantra Microfin is not likely to cause any significant change in the control/competition dynamics. 10. As regards the market presence of entities forming part of the Proposed Combination is concerned, the Commission observed that their presence is insignificant in the broader 3 However, Advent and the Multiples Group shareholders presently hold certain governance rights in SMHFCL which were acquired by them as part of the Advent Transaction and Multiples Transaction. Combination Registration No. C-2024/12/1226 Page 4 of 4 segment of loans and lending services and narrower sub-segment of retail loans and the Proposed Combination is not likely to cause any significant change in operational/competition dynamics of any of the plausible markets that can be delineated as being affected by the Proposed Combination. Accordingly, the Commission decides to leave precise delineation of the relevant market(s) open. 11. Considering the material on record including the details provided in the Notice and the assessment of the Proposed Combination based on the factors stated in Section 20(4) of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have appreciable adverse effect on competition in India. Therefore, the Commission approves the Proposed Combination under Section 31(1) of the Act. 12. This order shall stand revoked if, at any time, the information provided by the Parties is found to be incorrect. 13. The information provided by the Parties shall be treated as confidential in terms of and subject to provisions of Section 57 of the Act. 14. The Secretary is directed to communicate to the Parties accordingly.