BSECompany Update6d ago · 14 Aug 2026, 01:10 pm
Intimation pursuant to Regulation 30 of the SEBI Listing Regulations, 2015, informing regarding receipt of NCLT order allowing the first motion application filed in relation to the Scheme
Go Digit General Insurance Ltd · 544179
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Go Digit General Insurance Ltd has received an order from the National Company Law Tribunal (NCLT) allowing the first motion application filed in relation to the Scheme of Amalgamation of Go Digit Infoworks Services Private Limited with Go Digit General Insurance Limited. The NCLT has directed the company to convene a meeting of its equity shareholders within 90 days to consider and approve the Scheme.
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Go Digit General Insurance Ltd - 544179 - Announcement under Regulation 30 (LODR)-Scheme of Arrangement
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Date: 14th August 2026
To, To,
BSE Limited National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G,
Dalal Street, Fort, Bandra Kurla Complex, Bandra (East),
Mumbai 400 001 Mumbai 400 051
BSE Scrip Code: 544179 NSE Symbol: GODIGIT
Subject: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 in relation to the Scheme of Amalgamation of Go Digit
Infoworks Services Private Limited with Go Digit General Insurance Limited and their respective
shareholders under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013
Dear Sir/Madam,
Further to our disclosure dated 19th December 2025 in relation to the Scheme of Amalgamation of Go Digit
Infoworks Services Private Limited (“Transferor Company”) with Go Digit General Insurance Limited
(“Company” / “Transferee Company”) and their respective shareholders under Sections 230 to 232 and other
applicable provisions of the Companies Act, 2013 and the rules framed thereunder (“Scheme”), we wish to
inform you that the Hon’ble National Company Law Tribunal, Mumbai Bench (“NCLT”), vide its order dated
13th August 2026 (“Order”), uploaded on the website of the NCLT on 13th August 2026, has allowed the first
motion application no. CA(CAA)-125/MB/2026 filed in relation to the Scheme.
The NCLT has, inter alia, directed the Company to convene the meeting of its equity shareholders for
considering and, if thought fit, approving the Scheme within 90 (Ninety) days of the Order being uploaded on
NCLT website in accordance with directions contained in the Order. The NCLT has also issued necessary
directions in relation to notices to be issued/served in connection with the Scheme, as specified in the Order.
A copy of the Order, as uploaded on the website of the NCLT on 13th August 2026, is enclosed herewith. A
certified copy of the NCLT Order is yet to be received by the Company.
The aforesaid disclosure and the enclosed Order will also be made available on the website of the Company
at https://www.godigit.com/investor-relations. The Scheme remains subject to various statutory and
regulatory approvals, inter alia, approval of the IRDAI and the shareholders.
We request you to take the above information on record.
Thanking you,
Yours faithfully,
For Go Digit General Insurance Limited
Tejas Saraf
Company Secretary & Compliance Officer
Encl.: As above
Go Digit General Insurance Limited | Registered Office: 1 to 6 Floors, Ananta One (AR One), Pride Hotel Lane, Narveer Tanaji Wadi, City Survey
No. 1579, Shivajinagar Pune - 411005 Maharashtra | CIN: L66010PN2016PLC167410 | IRDAI Reg. No: 158
Website www.godigit.com Email Id: hello@godigit.com Toll free 1800-258-5956
IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI
COURT-IV
CA(CAA)-125/MB/2026
In the matter of
Sections 230 to 232 of the Companies Act, 2013
In the matter of
Scheme of Amalgamation
Go Digit Infoworks Services Private Limited
(Transferor Company/Applicant Company-1)
with
Go Digit General Insurance Limited
(Transferee Company/Applicant Company-2)
(and their respective Shareholders)
Go Digit Infoworks Services Private Limited ….Applicant Company-1/
[CIN: U74999PN2016PTC167624] Transferor Company
Go Digit General Insurance Limited ….Applicant Company-2/
[CIN: L66010PN2016PLC167410] Transferee Company
Pronounced: 13.08.2026
CORAM:
SHRI ANIL RAJ CHELLAN SHRI K.R. SAJI KUMAR
HON’BLE MEMBER (TECHNICAL) HON’BLE MEMBER (JUDICIAL)
Appearance : Hybrid
For the Applicants : Adv. Hemant Sethi a/w Adv. Tanaya
Sethi i/b Hemant Sethi and J&M Legal.
O R D E R
1. This is an Application filed under Sections 230 to 232 of the Companies Act, 2013
(Act), seeking necessary directions of this Tribunal for notices and convening
meetings/dispensation of meetings with respect to the Scheme of Amalgamation
of Go Digit Infoworks Services Private Limited (Transferor Company) with Go
IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI
COURT-IV
CA(CAA)/125/MB/2026
Digit General Insurance Limited (Transferee Company) and their respective
shareholders (Scheme).
2. The Applicant Companies stated that the Board of Directors of the Applicant
Companies, in their respective meetings held on 19.12.2025, have approved the
Scheme. The relevant copy of the resolutions is part of the Application. The
Appointed Date for the Scheme is fixed as ‘Effective Date’.
3. Nature of Business: It is submitted by the Applicant Companies that –
(i) The Transferor Company is authorised to carry out the business of providing
consultancy and advisory services in all areas of information technology and
facilitation management services as per Clause A of its Memorandum of
Association. The Transferor Company is the promoter and holding company
of the Transferee Company.
(ii) The Transferee Company is engaged in the business of providing all kinds of
general and health insurance business, and holds a certificate of registration
bearing Registration No. 158 issued by the Insurance Regulatory and
Development Authority of India.
4. Rationale of the Scheme: The Applicant Companies stated that the rationale
and purpose of the Scheme is as follows:
a) The amalgamation would lead to simplification of the structure and reduction
of shareholding tiers. This will ensure that the shareholders’ interests are
fostering an environment that enhances overall value. The holding of shares
directly in the Transferee Company will enable the shareholders of the
Transferor Company to contribute to the Transferee Company’s capital
infusion needs, and growth objectives, thereby creating a much stronger
entity with greater access to capital and resources for expansion. It will
enable the business to achieve much larger scale and coverage and enable
it to harness its true potential.
b) Simplifies the corporate structure, reducing administrative overheads,
formalities and compliance requirements associated with maintaining
Page 2 of 14
IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI
COURT-IV
CA(CAA)/125/MB/2026
multiple companies. This can lead to lower operational costs and streamlined
decision-making processes.
c) The amalgamation pursuant to this Scheme would also demonstrate the
Transferor Company’s shareholders’ direct commitment to and engagement
with the Transferee Company.
d) The amalgamation will further strengthen the Transferee Company’s
ownership structure and serve to enhance investor confidence.
e) Eliminate the complexity of the holding company structure, and result in a
simplified structure of holdings, which will also be in line with the regulatory
intent to move towards leaner holding structures in the insurance business,
with fewer layers.
5. The Applicant Companies stated that the Authorised, Issued, Subscribed and
Paid-up Share Capital of the Applicant Companies as on 31.03.2026 are as
under:
First Applicant Company:
Particulars Amount (Rs.)
Authorised Share Capital
46,50,000 Equity Shares of Rs.10/- each 4,65,00,000
1,39,53,500 Preference Shares of Rs.1000/- each 13,95,35,00,000
TOTAL 14,00,00,00,000
Issued Share Capital
46,29,331 equity shares of Rs.10/- each 4,62,93,310
78,00,000 Preference Shares of Rs.1000/- each 7,80,00,00,000
Subscribed and Paid-up Share Capital
10,22,934 equity shares of Rs.10/- each 1,02,29,340
78,00,000 Preference Shares of Rs.1000/- each 7,80,00,00,000
TOTAL 7,81,02,29,340
Page 3 of 14
IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI
COURT-IV
CA(CAA)/125/MB/2026
Second Applicant Company:
Particulars Amount (Rs.)
Authorised Share Capital
1,00,00,00,000 Equity Shares of Rs. 10/- each 10,00,00,00,000
TOTAL 10,00,00,00,000
Issued Share Capital
92,44,99,031 Equity Shares of Rs. 10/- each 9,24,49,90,310
Subscribed and Paid-up Share Capital
92,44,99,031 Equity Shares of Rs. 10/- each 9,24,49,90,310
TOTAL 9,24,49,90,310
The Applicant Companies further stated that subsequent to 31.03.2026, the
Transferee Company/Applicant Company-2 has allotted equity shares pursuant
to exercise of empl
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