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Voluntary Announcement - Introduction of a strategic investor into Shriram Finance Limited and transactions update
Sanlam Limited
(Incorporated in the Republic of South Africa)
Registration number 1959/001562/06
JSE share code: SLM
A2X share code: SLM
NSX share code: SLA
ISIN: ZAE000070660
("Sanlam" or the "Company" or the "Group")
Sanlam Life Insurance Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1998/021121/06)
LEI: 378900E10332DF012A23
Bond Issuer Code: BISLI
("Sanlam Life")
VOLUNTARY ANNOUNCEMENT REGARDING THE INTRODUCTION OF A STRATEGIC INVESTOR
INTO SHRIRAM FINANCE LIMITED AND UPDATE ON SANLAM'S INSURANCE BUSINESSES IN
INDIA
1. INTRODUCTION
The board of directors of Sanlam ("Sanlam Board"), through its wholly owned subsidiary Sanlam Emerging
Markets Mauritius Limited, is pleased to make the following announcements in connection with the Group's
investments in India:
i. The Board of Directors of Shriram Finance Limited ("SFL") has approved entering into definitive
agreements with MUFG Bank ("MUFG") whereby MUFG will become a minority investor in SFL via
a preferential allotment and subscription for new equity shares in SFL, representing approximately
20% of the total issued share capital of SFL (on a fully diluted basis), resulting in a capital injection
of approximately USD 4.4 billion (the "MUFG Transaction"). The MUFG Transaction remains
subject to SFL shareholder approval, Indian regulatory clearances, and other customary closing
conditions; and
ii. An update on the acquisition of additional interests in Shriram General Insurance Company ("SGIC")
and Shriram Life Insurance Company ("SLIC") and related matters.
These transactions will significantly strengthen SFL, which is an integral part of the Shriram ecosystem in
India and reinforce Sanlam's strategic leadership position in the Shriram insurance companies.
2. OVERVIEW OF THE MUFG TRANSACTION
MUFG is one of the world's largest diversified financial institutions, headquartered in Tokyo and listed on
the Tokyo, Nagoya, and New York stock exchanges. The group has a market capitalisation of approximately
USD 170 billion and operates in more than 50 countries, with a strong presence in corporate and investment
banking, retail financial services, and asset management.
SFL is listed on the National Stock Exchange of India ("NSE") and the BSE Limited with a market
capitalisation of USD 18 billion and is a leading non-banking financial company ("NBFC") in India offering
credit solutions, including commercial vehicle finance, two-wheeler and car loans, home loans, gold loans,
personal loans, and small business loans.
Sanlam, Shriram Ownership Trust ("SOT") and Shriram Capital Private Limited ("SCPL") are members of
the promoter group of SFL, with a combined shareholding in SFL of 25.4% (the "Promoter Group"). Sanlam
currently holds a 40.7% stake in SCPL, with SOT and its affiliates holding the other 59.3%. Together with
a direct interest of 0.4% held by Sanlam via Sanlam Life, the Group currently holds an aggregate effective
interest in SFL of approximately 9.5%.
Following the MUFG Transaction, MUFG will hold a 20% equity stake in SFL (on a fully diluted basis), while
Sanlam's effective shareholding will dilute to approximately 7.6%. Together with SOT (which will hold an
effective 12.7% interest post-transaction), the Promoter Group will collectively have an effective interest of
around 20.3% in SFL. The rights proposed for MUFG are consistent with those typically granted to a
significant minority public shareholder, and MUFG will not be classified as part of the Promoter Group as a
result of this transaction.
The MUFG Transaction is expected to significantly enhance SFL's capital adequacy, strengthen its balance
sheet, and provide a foundation for long-term growth. The investment is further anticipated to unlock
synergies in technology, innovation, and customer engagement—driving sustainable growth. It will enhance
access to low-cost funding and potentially improve SFL's credit ratings, while aligning governance and
operational practices with global best standards.
The Board of SCPL has expressed, on an in-principle basis, its intent to explore and evaluate certain
restructuring options involving the separation or reorganisation of the lending / credit business of SCPL
from its other business interests. This could result in the demerger of the SFL shareholding from SCPL,
enabling Sanlam and SOT to hold their shares in SFL directly.
3. UPDATE ON SANLAM'S INSURANCE BUSINESSES IN INDIA
3.1 UPDATE ON TRANSACTIONS ANNOUNCED IN APRIL 2024
In April 2024 Sanlam announced its intention to acquire additional interests in SGIC and SLIC from TPG
India Investments II Inc ("TPG") and SOT (the "Insurance Transactions") subject to regulatory approvals.
The Insurance Transactions have taken longer than anticipated, primarily due to regulatory considerations.
On 18 November 2025, the Insurance Regulatory and Development Authority of India ("IRDAI") withdrew
its appeal regarding the proposed structure. Sanlam now expects the Insurance Transactions to be
reviewed by IRDAI and anticipates regulatory approval in due course.
The Insurance Transactions will result in Sanlam increasing its effective economic stakes in SGIC and SLIC
to 50.99% and 53.69% respectively.
3.2 PIRAMAL TRANSACTION
Sanlam has also entered into a share purchase agreement with Piramal Finance Limited ("Piramal") for the
acquisition of an additional 14.72% in SLIC (the "Piramal Transaction") on terms consistent with the
Insurance Transactions. The Piramal Transaction is subject to receipt of requisite regulatory approvals.
Upon completion, the Group's effective economic shareholding in SLIC will increase to 68.41% including
the Insurance Transactions.
Both the Insurance Transactions and the Piramal Transaction are expected to close in Q1 2026 and will be
funded by the Group from discretionary capital.
India remains a core market and strategic pillar for Sanlam's long-term growth and value creation. Post
implementation of these transactions, Sanlam will deepen its involvement in the insurance businesses,
driving growth and operational excellence. The Piramal Transaction will position Sanlam as the controlling
shareholder in SLIC. A new shareholders' agreement with SOT, aligned with both regulatory and
commercial requirements, is expected to be finalised by the time the Piramal Transaction closes.
Shriram remains Sanlam's strategic partner in India, supporting execution on the ground.
4. JSE CATEGORISATION
In terms of the JSE Listings Requirements, the transactions described in this announcement fall below the
Category 2 threshold and therefore this announcement is made on a voluntary basis.
5. SFL ANNOUNCEMENT
SFL published an announcement on the stock exchange news service of the NSE regarding the MUFG
Transaction today. A copy of the announcement can be found at the following link:
https://www.bseindia.com/xml-data/corpfiling/AttachLive/4c1a5020-9f83-4ba7-832d-52eb4554a51f.pdf
6. CONFERENCE CALL
A teleconference for analysts and investors will take place at 15h30 (South African time) on 12 January
2026. Investors and analysts who wish to participate in the conference call should follow the link as indicated
below to register:
Webcast:
https://www.corpcam.com/Sanlam12012026
Chorus Call:
https://services.choruscall.eu/DiamondPassRegistration/register?confirmationNumber=2368250&linkSecu
rityString=5c418b5ea
Bellville
22 December 2025
For media enquiries:
Sanlam Investor Relations (ir@sanlam.co.za)
Financial Advisor to Sanlam
Goldman Sachs International
Legal Advisors to Sanlam
A&O Shearman
Khaitan & Co
Webber Wentzel
JSE Equity Sponsor to Sanlam
The Standard Bank of South Africa Limited
JSE Debt Sponsor to Sanlam Life Insurance Limited
The Standard Bank of South Africa Limited
Date: 22-12-2025 08:00:00
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