Veefin Solutions543931Subsidiary merged

Boards approve proposed scheme to amalgamate Nityo Tech into White Rivers Media, both step-down subsidiaries

Boards of Nityo Tech Private Limited (transferor) and White Rivers Media Solutions Limited (transferee), both step-down subsidiaries of Veefin Solutions, approved a proposed scheme on 22 October 2026.

By ScoutQuest · Fri 23 Oct 2026, 6:24 PM IST · 2 min read

Share Exchange Ratio: 1,975 equity shares of face value INR 10 each for every 10 equity shares of face value INR 10 each held in NTPL
Consideration Type: No cash consideration
Board Approval Date: 22 October 2026

A proposed scheme of amalgamation is being taken up inside the group, one level below the listed company.

What is being proposed

Nityo Tech Private Limited (NTPL) is the transferor company.
White Rivers Media Solutions Limited (WRM) is the transferee company.
Both are step-down subsidiaries of Veefin Solutions Limited (VSL).
The boards of both companies considered and approved the proposal on 22 October 2026.
NTPL will amalgamate into WRM, and WRM will issue equity shares to the shareholders of NTPL as consideration.

Size of the two entities (unaudited financials as on 30 June 2026)

WRM: total assets of INR 18,466.48 lakhs, net worth of INR 11,535.71 lakhs, turnover (total revenue) of INR 5,704.67 lakhs.
NTPL: total assets of INR 7,290.68 lakhs, net worth of INR 3,509.91 lakhs, turnover (total revenue) of INR 1,428.11 lakhs.

What shareholders get

No cash consideration is being paid under the Scheme.
WRM will issue and allot 1,975 equity shares of face value INR 10 each fully paid up for every 10 equity shares of face value INR 10 each fully paid up held in NTPL, to shareholders recorded in NTPL's register of members on the Record Date.

What it means for VSL shareholders

There will be no change in the shareholding pattern of VSL, as the scheme involves the amalgamation of two step-down subsidiaries and VSL is not a party to the Scheme. The transaction moves ownership of the two businesses one level within the same group structure rather than bringing in new money.

What the two businesses do

NTPL is in IT services, business management and consultancy, human resource consultancy, recruitment, staffing, talent management, workforce solutions, and API-driven solutions for banks, NBFCs and other clients, including analytics, document intelligence, credit automation and fraud and risk management.
WRM provides integrated media, advertising and digital marketing solutions, including brand building, creative and content development, social media management, media planning and buying, performance marketing, technology-driven campaigns, search engine optimisation and online reputation management.

Why the companies say they are doing it

Operational efficiencies, simplification of corporate structure, administrative synergies, optimum utilisation of resources and better alignment of operations.

Related party angle

NTPL and WRM are step-down subsidiaries of VSL and sit under common management and control. The update states that transactions arising out of compromises, arrangements and amalgamations under the Companies Act, 2013 do not attract the requirements of Section 188, and that the consideration is determined in accordance with applicable valuation principles and on an arm's-length basis.

What still has to happen

The Scheme is subject to statutory, regulatory and customary approvals, including from the Regional Director (Central Government) and from the shareholders and creditors (as applicable) of the companies involved.

In short, this is a group-internal reorganisation of two subsidiaries. It changes how the businesses sit inside the structure, not how much of VSL a shareholder owns.

Also from Veefin Solutions