1) What is the rationale behind the acquisition?
As of September 2022, L&T Investment Management (LTIM) was the 14th largest asset management company in India1 based on the quarterly average asset under management data (Source: www.amfiindia.com) and it has quarterly average assets under management (QAAUM) of INR 71,703 Cr (~US$8.89 billion)* and around 22 Lac customers as of September 2022. The Proposed acquisition will help HSBC as follows:
- LTIM offers 29 open ended funds (16 equity and 13 fixed income). Upon completion of the deal, our stable of funds will be enhanced by fund categories that we don’t currently offer. Almost all SEBI categorized funds will now be available from our platform
- LTIM has a large distribution network, encompassing access to leading banks, regional distributors, 55,000 mutual fund distributors (MFDs), as well as established digital platforms
- It is present across 55 locations throughout India, enabling HSBC to serve more customers and distributors across the country
1 Source: Association of Mutual Funds in India (Average AUM as of September, 2022
*Considering the rate as INR 81.5522/dollar on September 30, 2022.
2) What does ‘Transaction’ mean in context of the acquisition of L&T Investment Management?
The entire process of transfer of mutual fund schemes of L&T Mutual Fund to HSBC Mutual Fund including the following activities is known as "Transaction”:
- Change in the sponsorship, trusteeship, management and administration of the schemes of L&T Mutual Fund (“L&T MF Schemes”) whereby HSBC Securities and Capital Markets (India) Private Limited (HSCI) will become the sponsor of the L&T MF Schemes, HSBC Trustees will become the trustee of the L&T MF Schemes and HSBC Asset Management (India) Private Limited’ (HSBC AMC) will have the rights to manage, operate and administer the L&T MF Schemes, amongst other changes related to L&T MF Schemes (including the changes to the fundamental attributes to L&T MF Schemes), which will be considered to be an integral part of the HSBC Mutual Fund;
- merger / consolidation of identified L&T MF Schemes with identified schemes of HSBC Mutual Fund (“HSBC MF Schemes”) or vice-versa; and
- the acquisition of the entire share capital of L&T Investment Management Limited by HSBC AMC and its nominees from L&T Finance Holdings Limited (LTFHL) and its nominees.
Please note that in order to effect this transaction, the Trust Deed of the HSBC Mutual Fund is being modified and the details of the same has been provided to the unitholders via a separate communication.
3) When is the effective date of transaction?
4) What will happen on the effective date?
On the effective date the following activities will be undertaken:
- The schemes of ‘L&T MF' will be transferred to 'HSBC MF' and will be under the management of 'HSBC AMC’
- As part of the acquisition, the following changes will be made to the schemes of HSBC MF and L&T MF:
- Some of the identified HSBC MF and L&T MF schemes will undergo changes in fundamental attributes of the schemes
- Some of the identified L&T MF schemes will merge with identified HSBC MF schemes and vice versa
- Some of the identified schemes of both Mutual Funds will undergo changes in their names
- HSBC Tax Saver Equity Fund will be closed for subscription. Unitholders will be allowed to redeem their investments as per the current terms and conditions. On the other hand, L&T Tax Advantage Fund will continue as “HSBC ELSS Fund”
- HSBC Trustees will assume the trusteeship of the L&T MF Schemes from the L&T Trustee
- The shareholding of L&T AMC will be transferred from the L&T Sponsor and it’s nominees to HSBC AMC and it’s nominees
- L&T AMC will cease to act as the asset management company of L&T Mutual Fund
Please click here for details of schemes undergoing merger. Additionally, a communication will be sent to unitholders providing details of the scheme merger along with details of the allocation of units under various plan/options within the surviving scheme.
5) If investors / unit holders of the merging scheme(s) are not KYC (Know Your Customer) Compliant or do not have the PAN updated, will they still be allotted units in Surviving Schemes?
6) What will happen to my investments in ELSS scheme where the units are in the lock-in period?
7) Will there be any change in Face Value of the schemes on account of merger?
8) Who will be the Registrar & Transfer Agent (RTA) post acquisition?
9) Who will be the Fund Accountant and Custodian post acquisition?
10) Will investor / unit holder be allotted a new folio on the Effective Date?
There will be no change in the folio number and the same folio number held with HSBC Mutual Fund and L & T Mutual Fund shall continue post the effective date as well. Please note that effective 26 Jun 2022, the folio numbers for investors with HSBC Mutual Funds have been changed to an 8-digit folio number by pre-fixing 1 followed by ‘0’ / ‘0’s to make it 8 digits (excluding check digits). The following examples illustrate the changes done:
Example 1
Old Folio No – 12345/88
New Folio No – 10012345/88
Example 2
Old Folio No – 1234/99
New Folio No – 10001234/99
11) What action should the Unitholders who do not agree with the changes to Fundamental attributes/merger of schemes take?
12) What is purpose of ballot process for the investors?
In order to give effect to the Proposed Transaction, the trust deed dated February 7, 2002 constituting HSBC Mutual Fund and appointing the HSBC Trustees (“HSBC Trust Deed”) will have to be amended to authorize the HSBC Trustees to transfer the schemes of L&T Mutual Fund to the HSBC Mutual Fund, merge such schemes with the existing schemes of the HSBC Mutual Fund or vice-versa, such that they form part of HSBC Mutual Fund, and authorize the HSBC Trustees to assume trusteeship of such schemes and also undertake certain other amendments necessary for operational convenience.
As per the provisions of the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, consent of the unitholders of the schemes of the HSBC Mutual Fund would be required to amend the HSBC Trust Deed. Consent of the unit holders of the HSBC Mutual Fund whose names appear in the Register of Unit holders as at the close of business hours on the date of publication of the notice (regarding the acquisition) will be sought.
Please note that in case a Unitholder does not give his/her approval/consent in the manner and within the time frame specified in the communication sent in this regard, it shall be deemed that the Unitholder has consented to the amendments to the HSBC Trust Deed and the same would stand approved and be binding on the Unitholders of the HSBC Mutual Fund.
13) Does the investor / unit holder have to do anything if they have ‘‘No objection‘‘ to the Transaction?
14) Is the option to exit given to all the unit holders?
15) When is the exit option period?
Exit option period is for a period of at least 30 (thirty) days from 21 October 2022 to 21 November 2022 (both days inclusive, unto 3.00PM on 21 November 2022). The relevant unitholders who do not agree to the proposed merger are given an option to exit without any exit load during the exit period.
16) If I do not exercise the exit option or respond to the letter, what will happen to my investments after the Transaction date?
17) Will investors who redeem partial investment during the exit option period be charged any exit load?
18) Is PAN/KYC mandatory for redemption/ switch out during the exit period?
19) What is the alternate option available to investor who do not wish to visit AMC branch to submit redemption/switch-out request?
Investor can use the following Digital transaction options or contact their registered Mutual Fund Distributor for any assistance in this regard:
- HSBC Online transaction Portal
- CAMS online transaction platforms
- MF Utilities India Pvt. Ltd.
- MFCentral
- Stock Exchange Platform
- Distributor (Channel) Platforms
20) How can investor holding units in demat form submit redemption/switch-out request during the exit window?
21) If an investor / unit holder holds units in demat mode with the DP (Depository Participant), will the change in scheme details reflect in their client account held with the DP?
22) Can an existing investor / unit holder of both Mutual Funds consolidate both the folios?
As part of the merger, folio of common investor of both Mutual Funds will not be consolidated and the folios in HSBC MF and L & T MF will continue to exist separately. An investor may submit a request for consolidation of his folios at any of the AMC branches or CAMS investor service centres post the effective date for such an action. Alternatively, online request can be placed from MF Central (www.mfcentral.com).
Kindly note that consolidation of folios will be processed if all the parameters are same across the folios (such as name of the unitholder and joint holders in same order, address, mode of holding, tax status, bank details, nominee, dividend option in case the folio is under dividend scheme).
23) If investor / unit holder has invested on any date until the Effective Date, will they be eligible to redeem from the Scheme without deduction of any exit load?
- For investments made on or before the date of publication of the notice (regarding the acquisition), and redeemed/switched during the Exit Option Period, exit load will not be applicable
- For investments made post close of business hours on the date of publication of the notice regarding the acquisition, by new / existing investors, exit load will be charged as applicable
24) Post-merger, which exit load provisions will apply, exit load as on date of initial purchase in transferor (source) scheme or exit load in transferee (surviving) scheme post-merger?
25) Will investor / unit holder be charged STT (Securities Transaction Tax) for redemption/switch out of units during the Exit Option Period?
26) When will investors / unit holders receive the redemption proceeds, if they exercise the Exit Option?
27) What will happen to the unclaimed dividend/redemption amount of the schemes of L&T MF post the effective date?
Investors / unit holders may claim the unclaimed amount by updating the bank mandates for changes, if any, in the folio and submit a redemption request at any of the Investor Service Center of HSBC AMC/RTA. The unclaimed amount will be paid from HSBC MF post the effective date. Investors can visit the AMC website to know the details of their unclaimed amounts.
Please note, prior to the effective date, such redemption requests will need to be submitted at the respective AMC or CAMS service centres.
28) If investor / unit holder is holding dividend/redemption warrant issued by either AMC and if it is not banked, whom can they approach post the Effective date?
29) If investors / unit holders who have submitted Form 15G/H for Financial Year 2021-2022 to L & T MF, do they need to resubmit it to HSBC MF?
30) Is there any tax liability if investors / unit holders exit from the Schemes?
31) What will happen to purchases/switch-in made by investors between the end of the exit window period and the Effective Date?
32) If investors / unit holders have pledged / lien marked on units, can they exercise the Exit Option?
33) If there is a pledge / lien marked on any of the units in the Transferor Schemes, will units be allotted under the respective Surviving Scheme on Effective Date?
34) What will be the impact of scheme merger on Capital Gains?
35) Will the ISIN of the schemes remain same post the scheme merger?
36) Will applicable TDS (Tax Deducted at Source) be waived off to the investors/unit holders redeeming/switching out during the exit window?
37) What will happen to earlier NRI investments from US/Canada made in L&T Mutual Fund post merger of HSBC?
38) What will happen to the registration of IDCW transfer (Sweep) if either the source or the target scheme undergoes changes due to scheme merger?
39) Can investors / unit holders submit Financial and Non-Financial transactions between the expiry of Exit Option Period and the Effective date? Where should they submit the same?
40) What will happen to any Non-Financial requests which I have submitted with L&T Mutual fund prior to the merger date and is pending to be processed as on the effective date of the merger? Will it be considered and processed post-merger?
41) What will happen to any Financial transactions which I have submitted with L&T Mutual fund prior to the merger date and is pending to be processed as on the effective date of the merger? Will it be considered and processed post-merger?
42) If I wish to, till when can I submit investments in L&T Mutual Fund Schemes, and where should the same be submitted?
43) Will systematic transactions (SIP/STP/SWP) registered in existing Schemes continue after the Effective Date?
All systematic registrations which are active as on the Effective Date of the Transaction will continue. In case of schemes merger, future systematic transactions will be triggered in the surviving schemes.
In case of STP, if either of the source or target scheme is merged, then the transfer from or to, (as the case may be) will happen from/into the surviving scheme.
Please note that in case of STP from HSBC Flexi Debt Fund to HSBC corporate bond fund or vice versa, the same will cease to exist due to both the schemes merging into HSBC Dynamic Bond Fund as per the scheme merger plan.
Please note the following with respect to HSBC Tax Saver Equity Fund:
- From “Effective Date”, Subscriptions/switch-in including SIPs/STP-in registered in HSBC Tax Saver Equity Fund shall be suspended for inflows. However, investors are entitled to redeem or switch out from HSBC Tax Saver Equity Fund subject to the completion of applicable 3 years lock in period for respective units
- Unitholders with SIP/STP-in currently registered in HSBC Tax Saver Equity are being given an option to direct the future instalments to HSBC ELSS Fund (An open ended ELSS with a statutory lock in of 3 years and tax benefit) post the “Effective Date”
- In order to get the units allotted under HSBC ELSS Fund against the SIPs/STP-in registered under HSBC Tax Saver Equity, unitholders are advised to fill in the consent form provided here and submit the same at any HSBC AMC/CAMS Branches on or before the effective date.
- For those investors who submit the consent form by the above due date, future SIP/STP-in instalments falling on or after “Effective Date” shall be processed in HSBC ELSS Fund and the investor will continue to be eligible to claim tax deduction on the future instalments under Section 80C of the Income Tax Act, 1961. It may be noted that the future instalments shall not be processed if the unit holders have not completed PAN/KYC and other mandatory requirements
- For investors who do not provide their consent by the effective date, future SIP/STP-in instalments shall be discontinued w.e.f. the “Effective Date”. However, the units allotted up to the effective date in HSBC Tax Saver Equity will continue to remain invested in HSBC Tax Saver Equity
- Brief description of the scheme features of both the schemes are provided in the letter to unitholders
44) What will happen to the One time mandate (OTM) or NACH auto debit registration submitted by me to L&T Mutual Fund?
45) If I opt for redemption for not agreeing to T&C of merger during exit window, will the systematic transaction registration get cancelled automatically?
46) Will the value of investments go up or down due to issuance of new units in Surviving Schemes?
There will be no change in the value of your investments on account of merger of schemes.
The Transferor Scheme will cease to exist post business hours on the Effective Date. The unitholders of the Transferor Scheme as at the close of business hours on this date will be allotted units, equivalent to the value of their units in the Transferor Scheme under the corresponding option of the Surviving Scheme at the NAV of this day. Please refer to the illustration below:
NAV of Transferor Scheme – Growth Option prior to merger (Rs. per unit) | a | 20.00 |
Units held in Transferor Scheme prior to merger | b | 100.00 |
Investment Value in Transferor Scheme prior to merger (c=a*b) (Rs.) | c | 2,000.00 |
NAV of Transferee Scheme – Growth Option on the date of merger (Rs. per unit) | d | 15.00 |
Number of units allotted in Transferee Scheme on the date of merger (e=c/d) | e | 133.3333 |
Investment Value in Transferee Scheme – Growth, post-merger (f=d*e) (Rs.) | f | 2,000.00 |
Please note that the aforesaid is only an illustration and the actual number of units to be allotted under the Surviving Scheme will be determined by the value of units held in the Transferor Scheme.
47) After Completion of Transaction, how will investor / unit holder know about the NAV and units allotted for their investments?
Post completion of the Transaction, a Statement of Account (SOA) will be sent to the registered email ID and a link will be sent to the registered mobile number of all the investors who hold units as on the Effective Date of the Transaction. Alternatively, investors / unit holders can request for the SOA using the following options:
- Call at our customer service number 1800 200 2434
- Email us at hsbcmf@camsonline.com
- Login to your HSBC Online transaction portal or Use our 24x7 Chatbot service – “ASKME” (invest.assetmanagement.hsbc.co.in)