PayU, iFood and MIH India: holdings, regulators and results

analysisIn a Schedule 13G on Remitly Global, Inc. filed with the US SEC and dated 10 February 2022, PayU Fintech Investments B.V. ('PayU'), Prosus and Naspers reported that PayU held 37,341,745 Remitly shares (22.8% of the class) and described its ownership chain: PayU is a wholly owned subsidiary of MIH Fintech Holdings B.V., which is wholly owned by MIH e-Commerce Holdings B.V., which is wholly owned by MIH Internet Holdings B.V., a wholly owned subsidiary of Prosus, which is a majority-owned subsidiary of Naspers. Naspers's portfolio web page states that PayU's local operations span seventeen growth markets across Asia, Central and Eastern Europe, Latin America, the Middle East and Africa and unlock access to more than 2.3 billion consumers in its regions. On its corporate website PayU describes itself as a PCI Level 1-certified payment processor that offers merchants ways to reduce their PCI scope, limit responsibility and risk, and remain compliant. ^{1 2 3}

analysisNaspers's summary of its integrated annual report for the year to 31 March 2026 states that PayU India grew revenue by 13% (11% in local currency excluding M&A) to US$781m and reached positive aEBITDA of US$18m in FY26, processed US$90bn of total payment volume, and had an aEBIT loss of US$10m, an 80% (63%) improvement; its payments segment grew 10% (6%) to US$577m, 74% of revenue. The same report states that PayU's credit business grew revenue 19% (26%) to US$204m and turned to aEBITDA of US$6m in FY26 from a loss of US$28m in FY25, after shifting to a partnership-led, digital-only lending model, and that its net loss rate fell from 5% in FY25 to 4% in FY26. ⁴

analysisA news report of 13 May 2025 states that in January 2023 the Reserve Bank of India (RBI) asked PayU to reapply for a payment aggregator licence, one of the reasons cited being the company's complex corporate structure; no PayU or Naspers statement on the reasons the report says the RBI cited was found in the retained record. Naspers's 2024 annual report states that, after an embargo of 15 months, PayU received in-principle authorisation from the RBI on 23 April 2024 to operate as a payment aggregator, allowing PayU India to onboard new merchants; the same report states that PayU's core PSP and credit businesses delivered strong revenue and increased scale 'despite pending regulatory approvals in the Indian PSP business'. According to the May 2025 report, PayU Payments Pvt. Ltd. then received final authorisation from the RBI to operate as an online payment aggregator under the Payment and Settlement Systems Act, 2007, which a PayU spokesperson welcomed in a statement; the report's summary line places the approval 'over a year after in-principle clearance and corporate restructuring'. Naspers's FY2026 report states that PayU has received all three payment aggregator licences (online, offline and cross-border). ^{1 2 3}

analysisA news report of 24 January 2025 states that PayU was among eight payment gateways, including Razorpay, Easebuzz and Paytm, that 'have come under investigation' by India's Enforcement Directorate (ED), which had frozen about Rs 500 crore in the gateways' virtual accounts over two years in connection with ten Chinese nationals running what it calls one of the biggest cryptocurrency scams, HPZ Token, from India. According to the report, the frozen money was part of the alleged proceeds that the accused collected from people in 20 states and was held with the gateways for a day or two during bulk payments; a senior official said Rs 130 crore of the Rs 497 crore frozen was with PayU, and the ED was checking whether the gateways had generated suspicious transaction reports and alerted the RBI and the Financial Intelligence Unit. The report cites the ED and an unnamed official; it describes the scheme's operators as the accused and the gateways as holders of frozen funds whose reporting was being checked, and it reports no charge against PayU, although its summary line refers to the gateways' 'alleged involvement'. A related-article headline on another news site reads 'HPZ Token scam: Fintechs deny reports of ED probe, freezing of accounts'; that article is not in the retained record and the headline does not say which companies denied. No statement by PayU itself, and no later outcome concerning PayU, was found in the retained record. ^{4 1}

analysisNaspers's 2024 annual report states that in August 2023 PayU announced the sale of its Global Payments Organisation (GPO), excluding Iyzico (Turkey) and Red Dot Payments (south-east Asia), to Rapyd, with closing then expected in 2024: in one passage in the second quarter of calendar 2024 and in another in the second half of calendar 2024. A news report of 13 May 2025 states that PayU sold this part of its business to Israel's Rapyd for US$610 million and that the deal excluded PayU's operations in India, Turkey and Southeast Asia; the price appears only in the news report, as the annual report passages in the record do not state one. Naspers's FY2025 results release states that the sale of GPO's Latin America and Africa operations was completed in March 2025 while the GPO Europe sale was ongoing, and its FY2026 report states that the sale of PayU GPO operations in Europe closed in November 2025, with eight months of results included in FY26 (revenue US$167m, aEBITDA US$12m, aEBIT US$10m). ^{1 2 3 4}

analysisNaspers's leadership page states that Fabricio Bloisi founded Movile Group in 1998 and that Naspers made its initial investment in iFood through Movile in 2013. Its portfolio page describes Movile, headquartered in São Paulo, as a Latin American investor and growth accelerator for technology companies employing more than 4,000 specialists, whose group companies include iFood, Sympla, MovilePay, Zoop, PlayKids and Mensajeros Urbanos. A Brazilian business news report of 25 August 2022 states that Movile, iFood's largest shareholder, had on 19 August 2022 announced the purchase of 100% of iFood through its partner Prosus, in a deal that valued iFood at €5.4 billion (almost R$28 billion). Naspers's FY2026 report states that iFood reduced the contribution of core food delivery from 83% of revenue in FY25 to 67% in FY26, grew revenue 40% (28%), increased aEBITDA from US$256m to US$400m and grew aEBIT by 51% in local currency, excluding acquisitions and disposals, to US$358m. ^{1 2 3 4}

analysisAccording to the Brazilian business news report of 25 August 2022, the Brazilian competition authority Cade decided in March 2021, in a proceeding still being judged, that iFood could not sign new exclusivity contracts; the report describes this as a decision within a proceeding that had not been concluded, and the Cade decision itself is not in the retained record. On 22 August 2022, the report states, Rappi and other companies filed a new representation with Cade accusing iFood of not respecting Cade's decision against new exclusivity contracts and asking for an end to exclusivity contracts in the Brazilian market; citing a study by the restaurant association Abrasel, which signed the petition with Rappi, iFood's competitors said its app held 80% of the market. These are the complainants' accusations as reported, and the report contains no Cade finding on the new representation. iFood chief executive Fabricio Bloisi told the publication that iFood was certain that what it does is legal, that the share of exclusive restaurants had fallen from 11% to 8% since the first complaint and that iFood had only renewed existing contracts; he said iFood worked weekly with Cade, supplying data, but could not discuss an ongoing process. iFood vice-president Diego Barreto said the 80% share was not true, as 40% of food delivery orders are placed by WhatsApp, and that the company would not be irresponsible enough to sign exclusivity contracts informally. No final Cade decision in the proceeding, and no Cade decision on the August 2022 representation, was found in the retained record. ³

analysisNews reports of 18 June 2008 state that MIH India Global Internet, the holding company for Indian internet properties including ibibo, dwaar and onefamily, had agreed with Tencent Holdings that Tencent would invest at least US$7.5 million in it over three years and could subscribe for new shares up to a holding of 50% less one share, subject to conditions including the assumption of certain loans. One report adds that Tencent granted MIH India Global Internet a perpetual, royalty-free licence to use certain Tencent software, content and trademarks in India for nil consideration and describes Naspers as the promoter of MIH India holding substantial equity in Tencent; the other refers to a Tencent filing with the Hong Kong Stock Exchange. Naspers's 2014 financial statements describe the licence instead as granted in consideration for MIH India granting Tencent an option to subscribe for new shares, exclusive for an initial seven years. One of the reports estimated, assuming that MIH India started operations around August 2006, a net loss of US$18.947 million over 23 months (an average of US$1.114 million a month, which rests on that assumption), and stated that some of the money had been spent on acquiring a 30% stake in ACL Wireless for US$12.3 million in July 2007 and on acquiring Bixee and Pixrat. The other report gave MIH India Global Internet's consolidated total assets as approximately Rs 320.82 million, its net liabilities at the end of FY08 as Rs 741.58 million, and its consolidated net losses as approximately Rs 585.45 million and Rs 196.88 million for the years ended 31 March 2008 and 31 March 2007; these are the publication's figures, and the underlying filing is not in the retained record. ^{1 2 3}

analysisThe report that gave the loss estimate also suggested that the Tencent deal 'may be considered to be an internal company transaction', because MIH India's parent company Naspers owned a 35.5% stake in Tencent. This is the publication's own assessment, and no Naspers, MIH India or Tencent statement responding to it was found in the retained record. Naspers's annual financial statements for the year to 31 March 2014 present the licence-and-option transaction under 'Other transactions with related parties': they state that MIH India Global Internet Limited, a joint venture of the group during 2013, received from Tencent a licence to use Tencent's technology and content in India in consideration for granting Tencent an option to subscribe for new MIH India shares; that Tencent did not exercise the option, which lapsed in June 2013; and that after an IFRS 10 assessment the group consolidated MIH India as a subsidiary and recognised a non-controlling interest for the 19.9% held by Tencent. The same statements report an amount of R208m payable at 31 March 2014 to Tencent Technology (Shenzhen) Company Limited, relating to the 6% stake in MIH India Global Internet Limited that Tencent bought in December 2008, which resulted in a shareholder loan payable to Tencent bearing simple interest at 300 basis points above three-month LIBOR with no fixed terms of repayment. ^{1 3}