TVS Motor Company Intimates Composite Scheme of Amalgamation Involving Subsidiaries TVS Credit Services and TVS Housing Finance
TVS Motor Company Limited has intimated stock exchanges of a Composite Scheme of Amalgamation involving subsidiaries TVS Credit Services Limited and TVS Housing Finance Private Limited, along with Home Credit India Finance Private Limited and STPL Trading and Services Private Limited, with board approvals received on 5th August 2026. The scheme involves a two-stage amalgamation, with STPL Trading merging into Home Credit India Finance, followed by the merger of Home Credit India Finance and TVS Housing Finance into TVS Credit Services. Share exchange ratios have been determined by registered valuer M/s. Bansi S Mehta Valuers LLP, with a fairness opinion issued by JM Financial Services Limited. The scheme remains subject to approvals from the RBI, CCI, SEBI, NCLT, and other relevant authorities, and will not result in any change in the shareholding pattern of TVS Motor Company Limited.

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TVS Motor Company Limited has intimated the stock exchanges of a Composite Scheme of Amalgamation involving its subsidiaries TVS Credit Services Limited (TVS CS) and TVS Housing Finance Private Limited (TVS HF), pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosures Requirements) Regulations, 2015. The intimation was received by the company on 5th August 2026 at 3:01 PM (IST), following approval of the scheme by the respective boards of directors of all entities involved.
Structure of the Composite Scheme
The scheme is structured as a two-stage amalgamation under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. In the first stage, STPL Trading and Services Private Limited (Transferor Company 1) will amalgamate into Home Credit India Finance Private Limited (Transferee Company 1 / Transferor Company 2). In the second stage, Home Credit India Finance Private Limited and TVS Housing Finance Private Limited (Transferor Company 3) will amalgamate into TVS Credit Services Limited (Transferee Company 2).
Financial Profiles of Entities Involved
The following table presents the key financial details of all entities participating in the scheme, as on 30 June 2026 (Rs. in Cr):
| Entity: | Total Assets | Net Worth | Turnover |
|---|---|---|---|
| STPL Trading and Services Private Limited: | 387.26 | 279.37 | - |
| Home Credit India Finance Private Limited: | 8367.07 | 2957.81 | 619.70 |
| TVS Housing Finance Private Limited: | 0.02 | 0.02 | - |
| TVS Credit Services Limited: | 35,683.36 | 6272.64 | 1918.11 |
Business Areas of the Entities
The entities involved in the scheme operate across distinct business segments:
- STPL Trading and Services Private Limited: Incorporated with the main objects of carrying on the business of buying, selling, and dealing in all types of goods.
- Home Credit India Finance Private Limited: A Non-Banking Financial Company (NBFC) registered with the Reserve Bank of India, primarily engaged in the business of retail financing.
- TVS Housing Finance Private Limited: Incorporated with the main objects of carrying on housing finance activities; however, the company is yet to commence operations.
- TVS Credit Services Limited: An NBFC registered with the Reserve Bank of India, primarily engaged in providing automobile finance, consumer durable loans, and small business loans.
Share Exchange Ratios
The consideration for the amalgamation has been determined by independent registered valuer M/s. Bansi S Mehta Valuers LLP (Registration No. IBBI/RV – E /06/2022/172) on an arm's length basis. The applicable share exchange ratios are as follows:
| Transaction: | Share Exchange Ratio |
|---|---|
| STPL Trading into Home Credit India Finance: | 155.79 equity shares of INR 10 each of Transferee Company 1 for every 200 equity shares of INR 10 each of Transferor Company 1 |
| Home Credit India Finance into TVS Credit Services: | 9.94 equity shares of INR 10 each of Transferee Company 2 for every 180 equity shares of INR 10 each of Transferor Company 2 |
| TVS Housing Finance into TVS Credit Services: | No consideration to be issued (TVS Housing Finance is a wholly owned subsidiary of TVS Credit Services) |
The share exchange ratio has been arrived at based on estimated values of shares of the parties as of 31 March 2027, and will be updated and revised by the registered valuer based on the fair value of shares determined as on the end of the financial quarter immediately preceding the Effective Date. A fairness opinion on the share exchange ratio has been issued by JM Financial Services Limited, an independent SEBI Registered Merchant Banker.
Rationale and Regulatory Approvals
The parties to the scheme are under common control, and the amalgamation is proposed to simplify the group structure and consolidate these entities. The stated rationale includes:
- Streamlining of the group corporate structure and consolidation of assets and liabilities, leading to synergies of operations and long-term sustainable growth
- Simplification of corporate structure by reducing the multiplicity of legal and regulatory compliances through rationalization
- Reduction of administrative responsibilities, multiplicity of records, cost savings, and elimination of duplicate expenses
- Optimal and efficient utilization of capital, and enhancement of operational and management efficiencies
- Consolidating the NBFCs within the group in terms of RBI directions
The scheme is subject to receipt of approvals from the Reserve Bank of India, the Competition Commission of India, the National Stock Exchange of India Limited, the Securities and Exchange Board of India, the jurisdictional National Company Law Tribunal, and the shareholders and creditors (as applicable) of the companies involved. TVS Motor Company Limited is not a party to the Composite Scheme of Amalgamation, and consequently, there will be no change in the shareholding pattern of TVS Motor Company Limited.
Historical Stock Returns for TVS Motors
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| +2.18% | +11.56% | +20.25% | +19.53% | +51.41% | +683.40% |
How might the consolidation of Home Credit India Finance into TVS Credit Services impact TVS Motor's overall auto-finance market share and lending capabilities?
What are the potential regulatory hurdles or timelines associated with obtaining RBI and CCI approvals for this multi-stage amalgamation scheme?
Could the simplification of the corporate structure lead to measurable cost savings or improved operational efficiency metrics for the group in the next fiscal year?


































