Ease of business: Digit Insurance to absorb holding company

MUMBAI: Go Digit General Insurance board has approved a scheme to merge its holding company, Go Digit Infoworks Services, with the listed insurer, making it the first case of an insurance company merging with a non-insurance holding company after amendments to insurance laws allowed such transactions.

In an exchange filing, the insurer said the board approved the scheme of amalgamation under Sections 230 to 232 of the Companies Act, subject to approvals from shareholders, creditors and regulators, including Insurance Regulatory and Development Authority of India, Securities and Exchange Board of India, stock exchanges and the National Company Law Tribunal.

The scheme involves the merger of Go Digit Infoworks Services, the unlisted holding entity, into the operating insurance company.

The insurer said the move will remove the holding company layer and directly align shareholders with the insurance business.

The insurer said this will lower compliance and administrative costs and aligns with the regulatory intent of leaner holding structures in the insurance sector.

No cash consideration is payable under the scheme. Shareholders of the holding company will receive equity shares of the insurer based on a specified exchange ratio. The additional shares will be issued at Rs 375.1 per share, at a premium to the current market price. After the merger, promoter shareholding will rise marginally to 72.2% from 72.17% on a fully diluted basis, an increase of around 0.03%. The share exchange ratio is based on a valuation report, and a fairness opinion has also been obtained.

Founded in 2016, the insurer is a listed non-life insurance company with businesses spanning motor, health, travel and property insurance. Go Digit Infoworks Services, which earlier carried out IT consultancy and facilitation activities, has ceased operations. As of Sept 30, 2025, it reported total assets of Rs 1,081 crore and net worth of Rs 1,076 crore. The insurer reported assets of Rs 23,289 crore, net worth of Rs 4,290 crore and turnover of Rs 5,649 crore.