Combination Registration No. C-2026/05/1416, Sanlam Emerging Markets (Mauritius) Ltd. (‘SEMM’) and Shriram Life Insurance Company Limited (‘SLIC’)
Proposed Transaction
SEMM forms part of the Sanlam group of South Africa, whose ultimate controlling parent, Sanlam Limited, is entirely publicly held. SLIC provides life insurance in India and is held, inter alia, by Shriram Capital Private Limited (‘SCPL’) and SEMM.
SEMM, already a 49.25% shareholder in SLIC, subscribed to a preferential issue representing 2.80% of SLIC’s expanded equity capital, taking its direct holding past 50%. SLIC remains under the joint management and control of the Shriram group and SEMM. The notice was initially filed by SLIC, the target, rather than by SEMM; SEMM asked the CCI to condone the error, filed the necessary documents, and the CCI treated the notice as filed by the acquirer. On the trigger, the notice followed the SLIC board’s approval of the preferential issue on March 18, 2026, at which SEMM’s nominee director voted in favour, together with SEMM’s application to the Insurance Regulatory and Development Authority of India (‘IRDAI’) on April 10, 2026, for approval of the issuance. A request for information was issued on May 15, 2026, and answered on May 18, 2026, and the CCI approved the transaction on June 9, 2026.
CCI Findings
Horizontal Overlaps: The Order records none. The CCI observed that the change in the degree of control did not appear to affect competition dynamics but examined market dynamics regardless.
Vertical Overlaps: The vertical linkage between SLIC’s provision of life insurance upstream and the distribution activities of subsidiaries of Shriram Capital Private Limited downstream (in which SEMM holds 40.70%). The presence of SLIC in the upstream and SCPL’s subsidiaries in the downstream as reflected in their market shares in less than 1% which is insignificant. Those subsidiaries distribute insurance in India as insurance brokers and corporate agents.
The CCI accordingly found no ability or incentive to engage in input or customer foreclosure and approved the transaction under Section 31(1) of the Act.