One 97 Communications Limited , popularly known as Paytm, has completed its strategic group structure simplification process and formally disclosed the developments to stock exchanges. The company filed a regulatory disclosure on December 31, 2025, confirming the completion of acquisitions that transform three subsidiaries into wholly owned entities.

Regulatory Disclosure Details

Paytm submitted its disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, to both BSE Limited and National Stock Exchange of India Limited. The disclosure, signed by Company Secretary and Compliance Officer Sunil Kumar Bansal, references previous company disclosures dated October 15, 2025, and November 28, 2025.

Key Acquisitions Completed

The company has successfully acquired the remaining stakes in three of its subsidiaries, making them wholly owned subsidiaries effective November 28, 2025:

Extended Group Structure Impact

Following the PFSL acquisition, four additional entities have become step-down wholly owned subsidiaries of Paytm through direct and indirect shareholdings:

• Admirable Software Limited
• Mobiquest Mobile Technologies Private Limited
• Urja Money Private Limited
• Fincollect Services Private Limited

Strategic Implications

This structural consolidation aligns with Paytm's ongoing efforts to streamline operations and improve synergies across its various business segments. The move provides the company with greater control over its diverse financial service offerings and technology solutions.

Financial Position Context

Paytm's consolidated balance sheet demonstrates strong financial health, with total assets reaching ₹21,447.70 crore as of March 2025, representing a 14.74% increase from the previous year. The company's total equity stood at ₹14,997.10 crore in March 2025, marking a 12.77% year-over-year increase.

The disclosure has been made available on the company's investor relations website at https://ir.paytm.com/ , ensuring transparency and compliance with regulatory requirements.

One 97 Communications Limited (Paytm) has issued a postal ballot notice seeking shareholder approval for the appointment of a new Independent Director and associated remuneration arrangements. The notice outlines two key resolutions requiring member approval through remote e-voting.

Director Appointment Proposal

The company proposes to appoint Ms. Manisha Raj Raisinghani (DIN: 06798956) as a Non-Executive Independent Director. The Board of Directors, based on recommendations from the Nomination and Remuneration Committee, initially appointed her as an Additional Director.

Ms. Raisinghani brings extensive experience as the Founder and CEO of SiftHub, an AI-native platform for revenue teams. She previously co-founded LogiNext, a leading logistics automation and optimization SaaS platform used by global enterprises. Her educational background includes a Master's in Information Systems Management from Carnegie Mellon University.

Remuneration Framework

The second resolution seeks approval for Ms. Raisinghani's remuneration framework for three years. The proposed compensation structure follows the framework approved by members at the 24th Annual General Meeting.

The remuneration will be paid on a pro-rata basis based on actual committee memberships and meeting attendance, with a minimum 75% attendance requirement for attendance-linked fees.

Voting Process and Timeline

The company has implemented a fully electronic voting process in compliance with Ministry of Corporate Affairs circulars. Physical postal ballot forms will not be distributed to members.

The notice has been sent electronically to all members whose email addresses are registered with the company, registrar MUFG Intime India Private Limited, or depositories as of the cut-off date.

Regulatory Compliance

The appointment requires special resolution approval under Regulation 25(2A) of SEBI Listing Regulations. The company has engaged VAPN & Associates as scrutinizers, with Mr. Prabhakar Kumar (ICSI M. No. F5781) as the primary scrutinizer and Mr. Ashok Kumar (ICSI M. No. A55136) as the alternate.

Ms. Raisinghani has provided all required declarations, including confirmation of independence criteria under Section 149(6) of the Companies Act, 2013, and Regulation 16(1)(b) of SEBI Listing Regulations. She has also registered with the Independent Directors' databank and completed the mandatory online proficiency assessment.

Financial Context

The proposed remuneration exceeds statutory limits under Section 197(1) of the Companies Act due to the company's current loss position but remains within Schedule V limits based on effective capital as of March 31, 2025. One 97 Communications achieved profitability milestones in Q1FY 2026 with EBITDA of ₹717.00 million and PAT of ₹1,226.00 million, continuing the trend in Q2FY 2026 with improved EBITDA of ₹1,422.00 million.