Mizuho Securities Co., Ltd. Acquisition of Avendus Capital Private Limited

COMPETITION COMMISSION OF INDIA Combination Registration No. C-2026/03/1395

28th April 2026

Notice under Section 6(2) of the Competition Act, 2002 given by Mizuho Securities Co., Ltd. and Redpoint Investments Pte. Ltd.

CORAM: Ms. Ravneet Kaur Chairperson

Mr. Anil Agrawal Member

Ms. Sweta Kakkad Member

Mr. Deepak Anurag Member

Order under Section 31(1) of the Competition Act, 2002

1. On 6th March 2026, the Competition Commission of India (Commission) received a Notice under Section 6(2) of the Competition Act, 2002 (Act) given by Mizuho Securities Co., Ltd. (Mizuho Securities/Acquirer). Later, Redpoint Investments Pte. Ltd. (Redpoint/Seller) became a notifying party by furnishing relevant documents. The Acquirer and Redpoint are collectively referred to as ‘Notifying Parties’.

2. The Notice was filed pursuant to Share Purchase Agreement dated 16th December 2025, executed by and amongst Avendus Capital Private Limited (ACPL/Target), Mizuho Securities and Seller. The Acquirer and the Target are collectively referred to as ‘Parties’.

3. In accordance with Regulation 14 of the Competition Commission of India (Combinations) Regulations, 2024 (Combinations Regulations), vide letter dated 19th March 2026 (RFI), certain information and clarifications were sought from the Acquirer. The Acquirer submitted the response to RFI on 6th April 2026, after seeking extension of time (Response).

4. The Proposed Combination relates to the acquisition of up to approximately 78% of the equity share capital of ACPL by Mizuho Securities on a fully diluted basis from the Seller and certain existing shareholders.

5. The Proposed Combination will be effected through: (a) a Share Purchase Agreement (Mizuho SPA) dated 16th December 2025, executed by and amongst ACPL, Mizuho Securities and the Seller; (b) separate share purchase agreements between Mizuho Securities and certain eligible shareholders exercising their tag-along rights; and (c) the linked exit by another existing shareholder of its entire shareholding (of approximately 6% of the equity share capital of ACPL).

6. The Acquirer belongs to the Mizuho Financial Group, Japan (Mizuho Financial Group). Mizuho Financial Group has worldwide presence and offers financial and strategic services through its group companies. The Acquirer is present in India, inter alia, through its subsidiary, Mizuho Securities India Private Limited (Mizuho India) which is a SEBI registered merchant banker. It offers intermediary services relating to overseas financing, mergers and acquisitions (M&A) advisory etc.

7. ACPL is the ultimate holding company of the Avendus Group. The Avendus Group operates in financial services and provides bespoke solutions in the areas of investment banking, institutional equities, wealth management, asset management and credit solutions. ACPL is a SEBI-registered merchant banker. ACPL offers M&A advisory, private equity syndication services and equity capital market solutions to clients across six sectors: (a) digital technology & consumer; (b) enterprise technology & services; (c) financial institutions group; (d) healthcare; (e) industrial; and (f) infrastructure.

8. For the purpose of identifying the relevant areas for competition assessment of the Proposed Combination, the Commission considered the activities of Mizuho Securities including its ultimate controlling person (UCP) and the affiliates thereof (Relevant Mizuho Securities Entities) on the one hand; and ACPL including its affiliates (Relevant ACPL Entities) on the other hand as per the materiality thresholds. Based on the information contained in the Notice, the horizontal overlaps were identified in the following markets and their narrower segments:

I. Provision of investment banking services in India. II. Provision of loans and lending services in India. a. Provision of retail loans in India. i. Provision of loans to MSMEs in India. b. Provision of wholesale loans in India. i. Provision of corporate loans in India.

(Hereinafter, collectively referred to as ‘Horizontal Markets’)

9. The Commission also identified a vertical linkage in the upstream market of provision of loans/credit to financial institutions in India and the downstream market of provision of loans and lending services in India (Vertical Linkage).

10. The Commission decided to leave the delineation of the relevant market open, as it was observed that the Proposed Combination is not likely to cause appreciable adverse effect on competition (AAEC) in any of the plausible relevant market(s) in India.

11. The Commission considered the market presence of Parties in each of the Horizontal Markets and for the vertical linkage and observed that the combined presence of the Parties and increment is [0-5]% except market for provision of investment banking services in India where the combined market share is [5-10]% with an increment of [0- 5]%. Each of the market segment examined is characterised by presence of other significant competitors that will continue to exert strong competitive constraints on the Parties. The presence of Parties is insignificant to cause any significant change in operational/competition dynamics of, or to raise concerns of AAEC, in any of the plausible markets examined.

12. Considering the material on record, including the details provided in the Notice and the assessment of the Proposed Combination based on the factors stated in Section 20(4) of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have AAEC in India. Therefore, the Commission approves the Proposed Combination under Section 31(1) of the Act.

13. The order may be revoked if, at any time, the information provided by the Notifying Parties is found to be incorrect.

14. The information provided by the Notifying Parties shall be treated as confidential in terms of and subject to provisions of Section 57 of the Act.

15. The Secretary is directed to communicate to the Notifying Parties accordingly.