Revised Disclosure - Scheme of Arrangement and Amalgamation of GlobeTF Solutions Limited and Estorifi Solutions Limited, both subsidiaries of Veefin Solutions Limited with Veefin Solutions ....
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The Board of Veefin Solutions has approved a revised Scheme of Amalgamation to merge its two subsidiaries — GlobeTF Solutions (Trade Finance software) and Estorifi Solutions (embedded finance) — into the listed parent company. No cash is being paid; the swap ratios are 2,731 shares of Veefin for every 10 shares of GlobeTF, and 7,673 shares of Veefin for every 10 shares of Estorifi, based on valuations by BDO Valuation Advisory and a fairness opinion from Socradamus Capital. The merger will expand Veefin's total share count from around 2.57 crore to about 3.64 crore, and as part of the scheme, 21 lakh shares held by identified promoters will be cancelled at nil consideration to rationalise the capital structure. Post-merger, promoter holding in Veefin will rise from 34.52% to 39% while public holding will drop to 61%. The appointed date is 1 April 2026, and the scheme is subject to NCLT, BSE, shareholder and creditor approvals.
In the short term, existing public shareholders face dilution as the share base grows by roughly 42%, while the promoter group consolidates control. In the longer term, the merger simplifies the group structure, eliminates duplicate compliance costs, and brings subsidiary revenue and assets (combined turnover around ₹458 lakhs and net worth over ₹1,010 crore across the two units) directly onto Veefin's books.