Religare Enterprises Approves Demerger of Financial Services Unit
Filing Summary
Religare Enterprises Limited (REL) has announced a strategic demerger of its financial services business into Religare Finvest Limited (RFL). The demerger, approved by the board on February 14, 2026, involves transferring lending, broking, and investment activities to RFL. Shareholders of REL will receive one fully paid-up equity share of RFL for each share held. The demerger requires approvals from regulatory bodies and aims to list RFL on BSE and NSE. The move is designed to streamline operations and create focused entities in financial services and insurance.
Religare Enterprises Limited (REL) has announced the approval of a strategic demerger involving the separation of its financial services business into Religare Finvest Limited (RFL). The decision was made during a board meeting on February 14, 2026. The demerger will involve the transfer of the financial services business, including lending, broking, and investment activities, from REL to RFL. This move is structured under a Scheme of Arrangement in accordance with Sections 230 to 232 of the Companies Act, 2013.
The financial terms of the demerger specify that RFL will issue and allot equity shares to the shareholders of REL. Each shareholder of REL will receive one fully paid-up equity share of RFL for every share held in REL. The turnover of the demerged undertaking for the year ended March 31, 2025, was INR 457 Crores, representing 6.2% of REL’s total consolidated turnover for the same period. No cash consideration is involved in this transaction.
Operationally, the demerger will result in the creation of two independent entities. REL will retain its stake in Care Health Insurance Limited, focusing on insurance, while RFL will concentrate on financial services. The demerger aims to streamline business operations, allowing each entity to focus on its core activities and attract investors specific to their sectors. The Scheme of Arrangement includes the cancellation of the existing shareholding of REL in RFL, aligning RFL’s post-scheme shareholding pattern with REL’s pre-demerger pattern.
The timeline for the demerger involves several regulatory approvals, including those from shareholders, creditors, the Securities and Exchange Board of India, the Reserve Bank of India, and the National Company Law Tribunal. The company plans to complete the demerger process and list RFL on the BSE and NSE by the first quarter of the financial year 2028. The board meeting discussing the demerger commenced at 07:30 p.m. IST and concluded at 07:54 p.m. IST.
The entities involved in this demerger are Religare Enterprises Limited and its wholly-owned subsidiary, Religare Finvest Limited. REL will continue to operate its insurance business, while RFL will manage the financial services segment. The demerger is designed to create focused entities that can pursue distinct growth opportunities and improve regulatory compliance and risk management.
The market context for this demerger involves the strategic separation of financial services from insurance operations. This separation is intended to create independent entities that can attract different investor profiles and enhance operational efficiency. The demerger is expected to unlock value for shareholders by creating two publicly listed companies with distinct business focuses.
Religare Enterprises Limited is a diversified financial services group offering a range of services through its subsidiaries, including loans to SMEs, affordable housing finance, health insurance, and retail broking. The company is listed on the BSE and NSE in India and serves a wide market segment from mass retail to mid-size corporates.