Flipkart Gets In-Principle Nod From NCLT For Reverse Flip To India

SUMMARY

In an order dated December 12, the principal bench of the NCLT gave its sanction for a “Scheme of Merger by Amalgamation”

Flipkart Health Pvt Ltd, QuickRoutes International Pvt Ltd, and Flipkart Marketplace Pvt Ltd are among Flipkart’s Singapore-based subsidiaries which will now be merged with its Indian entity

Earlier this year, Flipkart’s board approved the reverse flip to India. In September, the company received in-principle approval from a Singapore court to reverse flip

Ecommerce giant Flipkart has received in-principle approval from the National Company Law Tribunal (NCLT) to shift its domicile back to India from Singapore, ahead of the company’s anticipated IPO next year.

In an order dated December 12, the principal bench of the NCLT gave its sanction for a “Scheme of Merger by Amalgamation”, allowing merger of Flipkart’s overseas entities into Indian companies.

“In light of the foregoing facts and discussion, particularly the positions taken by the relevant authorities, and upon considering the approval granted by the members and creditors of all the transferee and transferor companies to the proposed scheme, there appears to be no impediment to sanctioning the scheme,” said the NCLT order.

Flipkart Health Pvt Ltd, QuickRoutes International Pvt Ltd, Flipkart Marketplace Pvt Ltd, and FK Myntra Holdings Pvt Ltd are among Flipkart’s Singapore-based subsidiaries which will now be merged with its Indian entity.

The NCLT directed the ecommerce company to place on record the proceedings in Singapore, as the scheme will only come into effect when approved by authorities in Singapore.

“… keeping in view the definition of effective date which is subject to final approval from respective court in Singapore, the scheme shall not come into effect until all the conditions of effective date are met including order from courts and relevant authorities of Singapore,” the order added.

This comes as Walmart-owned Flipkart, last valued at $36 Bn, prepares for its mega IPO. Before filing the draft IPO papers, the company plans to move back its domicile to India, like other new-age tech companies Groww and Meesho, which went public this year.

Earlier this year, Flipkart’s board approved the reverse flip to India. In September, the company received in-principle approval from a Singapore court to reverse flip.

As part of its IPO preparations, Flipkart appointed former Meta executive Dan Neary to its board of directors earlier this month.

On the financial front, the ecommerce major’s marketplace arm, Flipkart Internet, crossed the INR 20,000 Cr revenue mark in FY25. The company’s operating revenue rose 14.4% to INR 20,493 Cr in the fiscal under review compared to INR 17,907 Cr in FY24. Its net losses declined 37% to INR 1,494 Cr in FY25 compared to INR 2,359 Cr in the year ago period.