Key Event Details

The Board of Directors of both Nityo Tech Private Limited (NTPL) and White Rivers Media Solutions Limited (WRM) considered and approved the scheme of arrangement on 22 October 2026. The scheme provides for the amalgamation of NTPL with WRM under Section 233 and other applicable provisions of the Companies Act, 2013.

Financial Metrics of Entities (as of 30 June 2026, unaudited)

White Rivers Media Solutions Limited (Transferee Company):

  • Total assets: INR 18,466.48 lakhs
  • Net worth: INR 11,535.71 lakhs
  • Turnover (Total Revenue): INR 5,704.67 lakhs

Nityo Tech Private Limited (Transferor Company):

  • Total assets: INR 7,290.68 lakhs
  • Net worth: INR 3,509.91 lakhs
  • Turnover (Total Revenue): INR 1,428.11 lakhs

Business Areas

Nityo Tech Private Limited: Engaged 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.

White Rivers Media Solutions Limited: Engaged in providing 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.

Consideration Structure

No cash consideration is being paid under the Scheme. The Transferee Company (WRM) shall issue and allot equity shares to each shareholder of the Transferor Company (NTPL) whose name is recorded in the register of members as on the Record Date. The share exchange ratio is:

  • 1,975 (One Thousand Nine Hundred and Seventy-Five) equity shares of WRM (face value INR 10 each fully paid up)
  • For every 10 (Ten) equity shares held in NTPL (face value INR 10 each fully paid up)

Rationale for Amalgamation

The amalgamation will result in operational efficiencies, simplification of corporate structure, administrative synergies, optimum utilization of resources and better alignment of operations.

Regulatory Status and Approvals

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

Related Party Transaction Classification

The transaction is classified as a related party transaction since NTPL and WRM are step-down subsidiaries of VSL, form part of the same group and are under common management and control. However, in terms of General Circular No. 30/2014 dated July 17, 2014 issued by Ministry of Corporate Affairs, transactions arising out of compromises, arrangements and amalgamations under the Companies Act, 2013 will not attract the requirements of Section 188 of the Act. The consideration for the amalgamation is determined in accordance with applicable valuation principles and on an arm's-length basis.

Shareholding Impact

There will be no change in the shareholding pattern of Veefin Solutions Limited, as the scheme involves the amalgamation of two step-down subsidiaries and VSL is not a party to the Scheme.

Intimation Details

Veefin Solutions Limited received intimation of this approval on 23 October 2026 at 10:00 a.m.