In a significant corporate restructuring, Digitide Solutions Limited has officially become the promoter and majority shareholder of Alldigi Tech Limited (formerly Allsec Technologies Limited). This transition follows the Composite Scheme of Arrangement involving Quess Corp Limited, Digitide Solutions Limited, and Bluspring Enterprises Limited, which was approved by the Hon’ble National Company Law Tribunal (NCLT), Bengaluru bench, on March 4, 2025. The order was subsequently filed with the Registrar of Companies (ROC) on March 31, 2025.

Background of the Transaction

The Composite Scheme of Arrangement was designed to restructure Quess Corp Limited by transferring its investments and businesses into newly created entities. As per this scheme:

• Digitide Solutions Limited (Resulting Company-1) acquired the Demerged Undertaking-1 from Quess Corp, which included its entire shareholding in Alldigi Tech Limited.

• With this transfer, Digitide Solutions Limited replaced Quess Corp Limited as the promoter of Alldigi Tech Limited.

This change was disclosed under Regulation 29(1) of the SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011, in compliance with listing requirements.

Revised Shareholding Pattern of Alldigi Tech Limited

Following the implementation of the scheme, the shareholding of Alldigi Tech Limited has changed as follows:

With this 73.39% stake, Digitide Solutions Limited now holds controlling interest in Alldigi Tech Limited, taking over the role of promoter from Quess Corp Limited.

SEBI Compliance & Exemption from Open Offer

As the transaction was part of a Composite Scheme of Arrangement approved by NCLT, it is exempted from the requirement to make an open offer under Regulation 10(1)(d)(iii) of SEBI Takeover Regulations. This regulation allows share transfers within group entities as part of a court-approved scheme without triggering an open offer requirement.

Impact of the Share Transfer

1. Leadership & Governance Changes

With Digitide Solutions Limited now controlling Alldigi Tech Limited, changes in corporate governance, management structure, and strategic direction may be expected.

2. Market & Investor Sentiment

The transfer of promoter stake in a listed company often influences market perception and investor confidence. Investors may closely monitor upcoming business decisions and potential synergies between Alldigi Tech and its new promoter, Digitide Solutions Limited.

3. Business Synergies & Future Plans

• Alldigi Tech Limited could benefit from Digitide Solutions' expertise in digital transformation and IT solutions, potentially expanding its business operations.

• The financial stability and strategic intent of Digitide Solutions Limited will play a crucial role in shaping Alldigi Tech’s growth trajectory.

Conclusion

With the successful transfer of shares, Digitide Solutions Limited has emerged as the new promoter of Alldigi Tech Limited, holding a 73.39% stake. This transition marks a significant milestone in the corporate restructuring of Quess Corp and its associated entities.

Investors and stakeholders will now look forward to Digitide’s strategic roadmap for Alldigi Tech and how this new partnership will drive business growth and shareholder value in the coming years.

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