Paytm seeks shareholder nod for merchant payment business transfer

One 97 Communications Limited (OCL) is seeking shareholder approval through a postal ballot to transfer its Offline Merchants Payment Business to Paytm Payments Services Limited (PPSL), a wholly-owned subsidiary. This strategic move aims to consolidate online and offline merchant payment businesses within a single regulated entity, enhancing efficiency and synergy for the group. The transfer, effective November 30, 2025, will be executed as a slump sale for a lump sum cash consideration equivalent to the book value of the assets and liabilities, estimated at approximately INR 960 Crores as of March 31, 2025.

The transfer is necessary to comply with new Reserve Bank of India (RBI) Master Directions on Regulation of Payment Aggregators. Given that the Transferred Undertaking generated approximately 47% of OCL’s total standalone revenue for FY 24-25, exceeding the 20% threshold, it requires a special resolution from shareholders under Section 180(1)(a) of the Companies Act, 2013. The board, acting on the audit committee's recommendation, believes this transfer is in the best interest of the company and its stakeholders.

The remote e-voting period for this resolution will commence on Saturday, October 25, 2025, at 9:00 A.M. (IST) and conclude on Sunday, November 23, 2025, at 5:00 P.M. (IST). The results of the postal ballot are expected to be announced no later than Tuesday, November 25, 2025.