GROWW - Billionbrains
π’ Recent Corporate Announcements
Billionbrains Garage Ventures Limited (Groww) has announced the grant of 6,04,009 stock options to eligible employees under its 2024 Employee Stock Option Scheme. Each option is convertible into one equity share of face value Rs. 2 at a nominal exercise price of Rs. 2 per share. The grant is part of the company's strategy to retain talent and align employee interests with long-term growth, following SEBI's regulatory framework for share-based benefits. This routine disclosure indicates the company's ongoing commitment to its human capital as it scales its fintech operations.
- Grant of 6,04,009 stock options to eligible employees under the ESOP Scheme 2024
- Exercise price is set at a nominal rate of Rs. 2 per stock option
- Each option entitles the holder to one fully paid-up equity share of face value Rs. 2
- Exercise period extends up to 10 years from the date of vesting
- The scheme complies with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
Billionbrains Garage Ventures Limited (Groww) has allotted 10,00,00,000 equity shares to its Employee Welfare Trust to facilitate the ESOP Scheme 2024. This allotment increases the total number of equity shares from 617.36 crore to 627.36 crore, representing a dilution of approximately 1.6%. The face value of these shares is Rs. 2 each, bringing the total paid-up capital to Rs. 1254.72 crore. These shares are intended for long-term employee retention and will be transferred to eligible employees upon the exercise of their options.
- Allotment of 10,00,00,000 equity shares to the Groww Employee Welfare Trust
- Total paid-up share capital increased from Rs. 1234.72 crore to Rs. 1254.72 crore
- Total outstanding equity shares rose to 627,35,96,631 from 617,35,96,631
- Shares issued at a face value of Rs. 2 per share under the ESOP Scheme 2024
Billionbrains Garage Ventures Limited (Groww) has scheduled meetings with institutional investors and analysts at the J.P. Morgan India Forum. The event will take place in Singapore on March 9 and 10, 2026, involving both one-to-one and group sessions. This engagement is part of the company's regular investor relations outreach to discuss business outlook and performance. The company has explicitly stated that no unpublished price sensitive information (UPSI) will be shared during these interactions.
- Investor meetings scheduled for March 9 and 10, 2026, in Singapore.
- Participation in the J.P. Morgan India Forum involving one-to-one and group formats.
- Disclosure made in compliance with Regulation 30 of SEBI (LODR) Regulations, 2015.
- Company confirms no Unpublished Price Sensitive Information (UPSI) will be shared.
Billionbrains Garage Ventures Limited (Groww) has submitted its ESOP Trust Deed to the exchanges, complying with SEBI's Share Based Employee Benefits regulations. The 'Groww Employee Welfare Trust' has been established to manage and implement the 'Employee Stock Option Scheme 2024'. This move formalizes the company's structure for rewarding and retaining talent through equity-based compensation. The trust deed outlines governance, including the appointment of trustees, committee formation, and mandatory annual audit requirements.
- Submission of Trust Deed under Regulation 3(3) of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.
- Establishment of 'Groww Employee Welfare Trust' to administer the 'Employee Stock Option Scheme 2024'.
- Trust accounts to be audited annually by a chartered accountant with records maintained for at least 8 years.
- The Trust is irrevocable and can only be modified or dissolved with prior approval from the Board or Compensation Committee.
Billionbrains Garage Ventures Limited (Groww) has scheduled a series of meetings with institutional investors and analysts in Mumbai. The company will participate in IIFLβs 17th Entrepreneurial India Global Investorsβ Conference on February 24, 2026. This will be followed by attendance at the Kotak Chasing Growth 2026 conference on February 25 and 26, 2026. These interactions will include both one-to-one and group meeting formats to discuss the company's business landscape.
- Participation in IIFLβs 17th Entrepreneurial India Global Investorsβ Conference on February 24, 2026.
- Attendance at the Kotak Chasing Growth 2026 conference on February 25 and 26, 2026.
- Meetings will be conducted in Mumbai through one-to-one and group sessions.
- The company confirmed that no Unpublished Price Sensitive Information (UPSI) will be shared during these meets.
Billionbrains Garage Ventures Limited (Groww) has announced its participation in two major investor conferences in Mumbai. The company is scheduled to meet with analysts and institutional investors at the Nuvama India Conference on February 9, 2026, and the Axis Capital Flagship India Conference on February 10, 2026. These interactions will consist of one-to-one and group meetings to discuss the company's business environment. The management has explicitly stated that no unpublished price sensitive information (UPSI) will be shared during these sessions.
- Participation in Nuvama India Conference 2026 scheduled for February 9, 2026
- Participation in Axis Capital Flagship India Conference scheduled for February 10, 2026
- Meetings will be conducted in Mumbai in both one-to-one and group formats
- Disclosure made in compliance with Regulation 30 of SEBI (LODR) Regulations, 2015
Billionbrains Garage Ventures Limited (Groww) has incorporated a new wholly-owned subsidiary named Groww Foundation on February 02, 2026. This entity is established as a Section 8 Not-for-Profit company under the Companies Act, 2013, and is limited by guarantee. The foundation will focus on social development, education, environmental sustainability, and other philanthropic initiatives. As a non-profit entity, it is not expected to contribute to the commercial revenue of the parent company.
- Incorporation of Groww Foundation as a 100% wholly-owned subsidiary on February 02, 2026
- Registered as a Section 8 Not-for-Profit company limited by guarantee
- No cash consideration or share swap involved in the incorporation process
- Focus areas include social development, education, environmental sustainability, and community engagement
- The move follows an initial board proposal dated December 19, 2025
Billionbrains Garage Ventures Limited, the parent entity of Groww, has officially updated its Corporate Identification Number (CIN) with the Ministry of Corporate Affairs. The CIN prefix has changed from 'U' (Unlisted) to 'L' (Listed) following the company's listing on NSE and BSE on November 12, 2025. The company reported a paid-up capital of Rs 1,234.72 crore and an authorized capital of Rs 5,000 crore. This is a standard administrative procedure to align regulatory records with its current status as a public listed company.
- CIN changed from U72900KA2018PLC109343 to L72900KA2018PLC109343
- Company status officially updated from 'Unlisted' to 'Listed' by the Ministry of Corporate Affairs
- Paid-up capital stands at Rs 1,234.72 crore as per the latest MCA master data
- Authorized capital for the entity is set at Rs 5,000 crore
- The update follows the company's successful listing on November 12, 2025
Billionbrains Garage Ventures (Groww) reported steady growth in Q3 FY26, highlighting a strategic partnership with State Street to scale its AMC business with global expertise. The newly launched commodities segment has seen rapid adoption, reaching 0.26 million active users and contributing 4% to the total top line. While net profit increased on a quarter-on-quarter basis, management clarified that year-on-year declines were due to a one-off accounting reversal in the previous year. The company remains in a high-growth phase, prioritizing reinvestment of capital into wealth management and new products over dividend distributions.
- Commodity derivatives segment reached 0.26 million active users, now contributing 4% to total revenue.
- Strategic stake sale and partnership with State Street aimed at enhancing AMC capabilities and global product access.
- Wealth management segment (Fisdom integration) contributed approximately INR 29 crores in revenue for the quarter.
- Management confirmed a double-digit notional market share in the commodities segment since its September launch.
- Company maintains a 'no dividend' policy to reinvest IPO proceeds and internal accruals into scaling new business verticals.
Billionbrains Garage Ventures (Groww) has received shareholder approval via special resolution to amend its Articles of Association (AOA). The amendment grants Peak XV Partners the right to nominate a non-executive director provided they hold at least 10% of equity and remain the largest shareholder. Furthermore, each of the four founders (Lalit Keshre, Harsh Jain, Ishan Bansal, and Neeraj Singh) maintains the right to nominate one director each as long as they remain promoters. This move formalizes the governance structure and ensures long-term representation for key institutional and promoter interests.
- Special Resolution passed on January 18, 2026, to amend Clause 156 of the Articles of Association.
- Peak XV Partners Investments VI-1 granted board nomination rights subject to a minimum 10% equity threshold.
- Each of the four founders retains individual board nomination rights contingent on promoter status.
- The amendment follows SEBI (LODR) Regulations and recent circulars regarding governance rights.
Shareholders of Billionbrains Garage Ventures Limited (Groww) have approved five key special resolutions via postal ballot, primarily focused on the company's 2024 Employee Stock Option Scheme. The approved measures include the ratification of the ESOP 2024 scheme, extension of grants to subsidiaries, and the secondary acquisition of shares by the Groww Employee Welfare Trust. Additionally, the company received a mandate to provide funding to the trust for share purchases and to alter its Articles of Association. All resolutions were passed with a significant majority, with approximately 90% of votes cast in favor across all items.
- Resolution for ESOP Scheme 2024 ratification passed with 90.06% votes in favor out of 5.22 billion votes polled.
- Approval granted for the Groww Employee Welfare Trust to acquire equity shares via secondary market acquisition.
- Shareholders approved the provision of funds to the trust for purchasing company shares for employee benefits.
- Alteration of the Articles of Association (AoA) received the highest support with 90.27% of votes in favor.
- Total voting turnout was high, with approximately 84.69% of outstanding shares participating in the postal ballot.
Groww (Billionbrains Garage Ventures) reported a strong Q3 FY26 with Total Income reaching βΉ11,874 Mn, a 25% YoY increase. While reported PAT fell 28% YoY to βΉ4,070 Mn, this was due to a one-time accounting reversal in the previous year; adjusted operational PAT actually grew 24% YoY. The company announced a major strategic partnership with State Street Investment Management, which will invest βΉ5,800 Mn for a 23% stake in Groww's AMC business. Additionally, the 100% acquisition of Fisdom was completed this quarter, contributing to a more diversified revenue mix.
- Total Income grew 25% YoY to βΉ11,874 Mn, driven by a 25% increase in transacting users to 20.4 million.
- Total Customer Assets surged 39% YoY to βΉ3.0 Tn, with 80% of the quarterly growth coming from net inflows.
- State Street to invest ~βΉ5,800 Mn for a 23% stake in Groww Asset Management Limited, valuing the subsidiary at ~βΉ25,200 Mn.
- Retail Derivatives market share (Premium ADTO) increased significantly to 28.8% from 21.6% in the same quarter last year.
- Revenue diversification improved as Stocks and Equity Derivatives contribution fell from 81% to 72% due to growth in MTF, Commodities, and Credit.
Groww reported a strong Q3 FY26 with Total Income rising 26% YoY to βΉ12,611 Mn, driven by a 25% increase in transacting users to 20.4 million. While reported PAT fell 34% YoY to βΉ3,091 Mn due to a one-time provision reversal in the previous year, Adjusted EBITDA grew 26% YoY to βΉ7,565 Mn. The company announced a major strategic partnership with State Street Investment Management, which will invest βΉ5,800 Mn for a 23% stake in Groww AMC. Additionally, Groww successfully integrated Fisdom following its 100% acquisition in October 2025.
- Total Income grew 26% YoY to βΉ12,611 Mn, while Adjusted EBITDA rose 26% YoY to βΉ7,565 Mn.
- Total Customer Assets reached βΉ3.0 Tn, up 39% YoY, with 80% of quarterly growth coming from net inflows.
- Mutual Fund SIP inflow market share increased significantly to 28.8% from 21.6% in Q3 FY25.
- State Street to acquire ~23% stake in Groww Asset Management for ~βΉ5,800 Mn, subject to regulatory approvals.
- New products (Commodity Derivatives, MTF, LAS, and Fisdom) accounted for 49% of the sequential growth in Total Income.
Billionbrains Garage Ventures Limited, the parent company of Groww, has informed stock exchanges about the disclosure of its Key Performance Indicators (KPIs). This filing is in compliance with SEBI ICDR and LODR Regulations following its recent listing. The KPIs are based on the definitions provided in the company's Prospectus dated November 7, 2025. While the specific data points were not included in the letter, they have been made available on the company's investor relations website for public review.
- Compliance with SEBI (ICDR) and (LODR) Regulations for periodic reporting.
- KPIs are aligned with the framework established in the Prospectus dated November 7, 2025.
- Detailed performance metrics are hosted on the official investor relations portal at groww.in.
- The announcement ensures transparency for shareholders regarding operational metrics post-IPO.
Groww (Billionbrains Garage Ventures) reported a strong Q3 FY26 with Total Income growing 26% YoY to βΉ12,611 Mn, driven by a 25% increase in transacting users to 20.4 million. Total Customer Assets reached a milestone of βΉ3.0 trillion, marking a 39% YoY growth. While reported PAT declined 28% YoY to βΉ3,091 Mn, this was due to a high base effect from a one-time incentive reversal in Q3 FY25; operational PAT actually grew 24% YoY. The company also announced a strategic βΉ5,800 Mn investment from State Street for a 23% stake in its AMC business.
- Total Income grew 26% YoY to βΉ12,611 Mn with an Adjusted EBITDA of βΉ1,521 Mn (12.8% margin).
- Market share in Mutual Fund SIP inflows surged to 28.8% from 21.6% in the previous year.
- Total Customer Assets hit βΉ3.0 Trillion, with 80% of the quarterly growth driven by net inflows.
- State Street Investment Management to invest βΉ5,800 Mn for a 23% stake in Groww Asset Management Limited.
- Completed 100% acquisition of Fisdom on October 3, 2025, and scaled Commodity Derivatives to 4.6% of broking orders.
Financial Performance
Revenue Growth by Segment
Revenue from operations declined 9% YoY in Q2 FY26. Product revenue mix shifted with Stocks increasing by 4pp, Margin Trading Facility (MTF) increasing by 4pp, and Interest-based income (led by LAS) increasing by 2pp, while Derivatives share decreased by 10pp. Revenue per broking order grew 10% YoY from INR 18.0 to INR 19.8.
Geographic Revenue Split
Not disclosed in available documents; however, the company operates as a pan-India digital platform with 11.9 million NSE active clients.
Profitability Margins
Profit After Tax (PAT) margin was 44% in Q2 FY26, showing a 4.1pp expansion QoQ. PAT grew 12% YoY, primarily aided by the reversal of a one-time long-term incentive provision of INR 159.3 Cr from previous quarters.
EBITDA Margin
The company utilizes Adjusted EBITDA Margin as a key metric, though the specific percentage for Q2 FY26 is not explicitly stated. Management notes that 90% of costs are indirect, allowing incremental revenue to flow directly to the bottom line, improving leverage as revenue outpaces costs.
Capital Expenditure
The group has deployed equity investments of over INR 1,700 Cr in subsidiaries as of March 2025, including INR 568.9 Cr in Groww Invest Tech (GIT), INR 678.2 Cr in Groww CreditServ (GCS), and INR 349.5 Cr in Groww Asset Management.
Credit Rating & Borrowing
ICRA maintains a positive outlook based on a healthy cash buffer of INR 3,016 Cr in unencumbered liquid funds and INR 1,016 Cr net proceeds from the IPO. Borrowing costs for MTF are managed against a lending yield of 14.95%.
Operational Drivers
Raw Materials
As a digital platform, 'raw materials' consist of 'Cost to Serve' components: (a) Software, server, and technology costs and (b) Transaction and other related charges.
Key Suppliers
Not applicable; the company relies on technology infrastructure and exchange connectivity (NSE/BSE).
Capacity Expansion
Current capacity is defined by 11.9 million NSE active clients (down from 13.2 million peak). The MTF book capacity grew 61% QoQ to INR 1,668.3 Cr in Q2 FY26 from INR 1,035.8 Cr in Q1 FY26.
Raw Material Costs
Cost to Serve (technology and transaction charges) and Cost to Grow (marketing) are the primary drivers. Cost to Grow increased 23% YoY to INR 125.3 Cr in Q2 FY26 due to branding activities like KBC and Asia Cup.
Manufacturing Efficiency
Operational efficiency is driven by a software-platform model where 90% of costs are fixed/indirect, leading to high profitability as the user base scales.
Logistics & Distribution
Customer Acquisition Cost (CAC) for H1 FY26 was INR 1,374, a 72.6% increase from INR 796 in H1 FY25, reflecting higher discretionary branding spends.
Strategic Growth
Growth Strategy
Growth will be achieved through product diversification beyond broking: scaling the MTF book (currently 0.7% penetration), expanding the NBFC arm (Groww CreditServ) which saw 58% QoQ disbursement growth, and integrating Fisdom to add 3-4% to revenue through AIF, PMS, and insurance distribution.
Products & Services
Stock broking, Mutual Fund distribution, Futures & Options (F&O), Margin Trading Facility (MTF), Personal Loans, Loan Against Shares (LAS), Loan Against Mutual Funds (LAMF), Commodities, and Bonds.
Brand Portfolio
Groww, Groww Credit, Fisdom (Finwizard Technology).
New Products/Services
Launched Commodities, Bonds, and '915' product; Fisdom acquisition expected to contribute 3-4% to total revenue operations.
Market Expansion
Focusing on deepening penetration within the existing 11.9 million active client base for credit and wealth products.
Market Share & Ranking
Groww is India's largest investing platform by active NSE clients (11.9 million), despite a recent 9.8% decline in active users in line with industry trends.
Strategic Alliances
Acquisition of Finwizard Technology (Fisdom) completed in October 2025 to bolster wealth management and advisory services.
External Factors
Industry Trends
The industry is seeing a shift from F&O to cash/MTF due to regulatory tightening. Total NSE active users fell from 50.2 Mn to 45.3 Mn (9.7% decline) in 2025, reflecting a cooling period in retail participation.
Competitive Landscape
Intense competition from traditional brokers and other fintechs, particularly in MTF pricing where competitors offer rates as low as 7.99% compared to Groww's 14.95%.
Competitive Moat
Moat is built on a massive user base (11.9 Mn active) and a low-cost digital-first delivery model. Sustainability depends on successfully cross-selling credit and wealth products to reduce dependence on volatile F&O brokerage.
Macro Economic Sensitivity
Highly sensitive to capital market cycles; 90% of Net Operating Income is derived from retail broking, making revenue vulnerable to market volatility.
Consumer Behavior
Shift toward 'high-quality' users who place more orders; average order per user grew 10-20% despite a decline in total active user count.
Geopolitical Risks
Indirect impact through global market volatility affecting Indian capital market volumes and investor sentiment.
Regulatory & Governance
Industry Regulations
Impacted by SEBI's 'true-to-label' circular which reduced F&O revenue per order, uniform exchange charges, and increased STT (Securities Transaction Tax) which impacts trading volumes.
Environmental Compliance
Minimal impact as a digital service provider; ESG costs not specifically disclosed.
Taxation Policy Impact
Standard corporate tax rates apply; PAT margins are reported net of tax, with Q2 FY26 PAT at 44%.
Risk Analysis
Key Uncertainties
Regulatory risk in the F&O segment (80% of broking income) and asset quality risks in the nascent lending business (Groww CreditServ).
Geographic Concentration Risk
Concentrated in the Indian retail market; no international geographic diversification.
Third Party Dependencies
High dependency on Stock Exchanges (NSE/BSE) and Depository Participants for core operations.
Technology Obsolescence Risk
Continuous investment required in app/web interface to maintain the 'simple and transparent' user experience against new fintech entrants.
Credit & Counterparty Risk
MTF and Personal Loan books (INR 1,668.3 Cr MTF book) introduce credit risk; however, MTF is secured by underlying stocks.