Empower and Milliman, Inc. have entered into a definitive agreement for Empower to acquire Milliman’s retirement administration business for $340 million. The transaction strengthens Empower’s defined benefit administration capabilities and advances its strategy of delivering integrated workplace benefits solutions. The acquisition is subject to customary regulatory approvals and closing conditions, with an expected closing in the second half of 2026.

The deal includes the transfer of more than 800 employees to Empower. At closing, Empower expects to acquire approximately 400 defined benefit plans representing approximately 790,000 plan participants and approximately $80 billion in assets under administration. Additionally, Empower will acquire more than 1,100 defined contribution plans representing approximately 750,000 participants and more than $50 billion in client assets. The transaction also includes 100 health and welfare administration clients with approximately 100,000 plan participants.

Strategic Expansion

The acquisition expands Empower’s footprint in the defined benefit marketplace and bolsters its defined contribution and health and welfare benefits administration capabilities. By integrating these specialized administrative expertise and capabilities, Empower aims to create a more comprehensive suite of workplace financial solutions for employers, plan sponsors, advisors, and individual investors.

Future Partnership

Following the close of the transaction, Milliman and Empower expect to establish a strategic relationship for actuarial services and defined benefit plan administration. Under this arrangement, the firms would become preferred service providers in select actuarial services and defined benefit administrative opportunities generated by each firm’s respective business activities. Milliman will retain its retirement and healthcare actuarial consulting business.

Transaction Details

Empower administers over $2.0 trillion in assets for more than 20 million individuals. Eversheds Sutherland is serving as legal counsel to Empower, while K&L Gates is serving as legal counsel and Chesky Partners is serving as exclusive financial advisor to Milliman.

Empower India Ltd has initiated a postal ballot process to seek shareholder approval for the appointment of Mr. Rajesh Chavan as Managing Director and M/s. Nagadheep Sathyanarayana and Co. as statutory auditors. The resolutions, passed by the Board on June 19, 2026, aim to regularise the leadership position and fill a casual vacancy in the audit firm. The e-voting period is scheduled from June 25, 2026, to July 24, 2026, with a cut-off date of June 12, 2026, for determining shareholder eligibility.

The Board approved the appointment of Mr. Rajesh Chavan (DIN: 07011994) as Managing Director for a term of five years effective from April 27, 2026. His remuneration is capped at ₹5,00,000 per annum on a cost-to-company basis, inclusive of salary, perquisites, and commissions, subject to the limits under the Companies Act, 2013. Additionally, the directors appointed M/s. Nagadheep Sathyanarayana and Co., Chartered Accountants (FRN: 008003S), as statutory auditors for the financial year 2025-26 to fill the vacancy caused by the resignation of M/s. Rishi Sekhri & Associates.

M/s. Hemang Satra & Associates, Company Secretaries, have been appointed as the scrutinizer to oversee the postal ballot and remote e-voting process. The company has engaged National Securities Depository Limited (NSDL) to facilitate the e-voting facility. Shareholders can cast their votes electronically or via postal ballot form, with the facility closing at 5:00 P.M. on July 24, 2026.

Key Meeting Details