Strong positioning in the PoSP landscape driving scalable pan India distribution.
Diversified and granular Digital Partner network enabled by tech-driven training.
Long-term partnerships with multiple Insurer Partners;
Consistently strong earnings and high Digital Partner retention drive favourable unit economics and
operating leverage
Self-reinforcing flywheels driving strong network and learning effects.
Promoter led company with an experienced management team backed by marquee investors.
The company has incurred loss for the period/ year of (Rs.1,873.89) million, (Rs.1,546.63) million, (Rs.1,941.05)
million, (Rs.1,933.48) million and (Rs.2,881.83) million on a restated basis in the nine months period
ended December 31, 2025 and December 31, 2024, and Fiscals 2025, 2024 and 2023, respectively, and
proforma loss for the year of (Rs.2,025.62) million, (Rs.1,869.90) million and (Rs.2,837.56) million on a
proforma basis, in Fiscals 2025, 2024 and 2023, respectively. The company has also witnessed negative cash
flows from operations (net cash flow (used) in operating activities was (Rs.1,753.07) million, (Rs.1,634.10)
million, (Rs.2,158.08) million, (Rs.2,416.66) million and (Rs.2,859.16) million on a restated basis in the nine
months period ended December 31, 2025 and December 31, 2024, and Fiscals 2025, 2024 and 2023,
respectively). The company Net Worth has decreased from as of March 31, 2023 to December 31, 2025 and its
had negative Return on Net Worth and negative EPS in the nine months period ended December 31,
2025 and December 31, 2024 and Fiscals 2025, 2024 and 2023. If the company is unable to generate adequate
revenue growth and manage its expenses and cash flows, the company may continue to incur losses and its
business, financial condition, results of operations and cash flows may be adversely affected.
The company derives majority of revenue from general insurance companies (contributing 93.27% and 87.20%
of its revenue from operations in the nine months period ended December 31, 2025 and December
31, 2024, respectively, and 88.21%, 79.35% and 71.07% of the company proforma revenue from operations in
Fiscals 2025, 2024 and 2023, respectively), primarily from the sale of motor insurance products. Any
loss of relationships with general insurance companies, constraint on sale of general insurance
products, particularly motor insurance, offered by them or any inability to diversify its portfolio mix,
could has a material adverse effect on the company business, prospects, financial condition, results of
operations and cash flows.
The company derived almost all its revenues from commissions, rewards and fees received from Insurer
Partners and other financial service providers in the nine months period ended December 31, 2025
and December 31, 2024, and Fiscals 2025 and 2024 (income from distribution of financial products
accounted for 98.91% and 96.96% of its revenue from operations in the nine months period ended
December 31, 2025 and December 31, 2024, respectively, and proforma income from distribution of
financial products accounted for 97.99%, 90.75% and 29.56% of the company proforma revenue from
operations in Fiscals 2025, 2024 and 2023, respectively). Any reduction in these fee rates may has
an adverse effect on the company business, financial condition, results of operations and cash flows.
The Company acquired Turtlemint Insurance Broking Services Private Limited with effect from May
8, 2024 from one of its Promoters, Dhirendra Nalin Mahyavanshi, and accordingly, the company does not has
a long consolidated operating history through which its overall performance may be evaluated.
Further, the Unaudited Proforma Financial Information prepared for this Red Herring Prospectus is
presented for illustrative purposes only to illustrate the impact of the TIB Acquisition on the company results
of operations as if the acquisition had been consummated on April 1, 2024, April 1, 2023 and April 1,
2022 and may not accurately reflect its future results of operations.
The company depends heavily on its Digital Partners and incur significant costs in recruiting, activating,
managing and retaining them. Cost of acquiring and retaining Digital Partners accounted for 77.45%
and 67.50% of its total expenses in the nine months period ended December 31, 2025 and December
31, 2024, respectively, and 69.98%, 66.61% and 69.59% of the company proforma total expenses in Fiscals
2025, 2024 and 2023, respectively. Attracting, managing and retaining Digital Partners is critical to
its business, and failures to does so in a cost-effective way may has an adverse effect on the company business,
prospects, financial condition, results of operations and cash flows.
The company revenue from operations has experienced significant changes dues to certain regulatory
developments and the acquisition of TIB, which has and may continue to affect the comparability of
its past and future financial performance. Income from marketing fees constituted 53.62% and
88.05% of the company revenue from operations in Fiscals 2024 and 2023, respectively, however, it ceased to
be a major source of revenue in Fiscal 2025 and the nine months period ended December 31, 2025
and December 31, 2024 following certain regulatory developments in Fiscal 2024, which resulted in
changes in terms of engagement with Insurer Partners. Conversely, following the TIB Acquisition in
Fiscal 2025 (after which it became the company Subsidiary), income from distribution of financial products,
which constituted 8.83% and 0.58% of our revenue from operations in Fiscals 2024 and 2023,
respectively, increased significantly to 97.63%, 98.91% and 96.96% of its revenue from operations in
Fiscal 2025 and the nine months period ended December 31, 2025 and December 31, 2024,
respectively.
The company earned nil/minimal income from marketing fees in the nine months period ended December 31,
2025 and December 31, 2024 and Fiscal 2025, and income from marketing fees as a percentage of
proforma revenue from operations declined from 66.41% in Fiscal 2023 to 7.13% in Fiscal 2024,
which led to an adverse affect on its business, financial condition, results of operations and cash
flows. Further, the company experienced a significant decrease in its revenue from operations by 81.27% from
Rs.4,199.17 million in Fiscal 2023 to Rs.786.42 million in Fiscal 2024 primarily dues to the decrease in
income from marketing fees.
The company has in the past entered into related party transactions and will continue to does so in the future and
its cannot assure you that the company could not has achieved more favorable terms if such transactions had
not been entered into with related parties.
The company success depends significantly upon its Promoters, Key Managerial Personnel, Senior
Management and certain other employees and the company inability to attract, train and retain such persons
could harm its ability to maintain and grow the company business and given its employee benefits expense
accounted for 24.70% and 39.83%, of the company revenue from operations in the nine months period ended
December 31, 2025 and December 31, 2024, respectively, and proforma employee benefits expense
accounted for 33.63%, 49.67%, and 48.99% of its proforma revenue from operations in Fiscals 2025,
2024 and 2023, respectively, any significant increase in the company employee benefits expense could adverse
its financial condition, results of operations and cash flows.
The company growth depends on broader adoption of internet and mobile applications as an effective platform
for disseminating insurance products and content.
