Meesho gets NCLT approval to relocate to India, clearing path for IPO

E-commerce company to combine its US unit with its Indian business in a move that may cost $288 million in taxes; part of a growing trend of startups moving back to India before going public

The National Company Law Tribunal (NCLT) has approved Meesho’s plan to relocate its headquarters from Delaware to India, a key step in the e-commerce platform’s path toward an initial public offering (IPO).

 

The approval enables Meesho to formally separate from its US entity and merge operations under its Indian arm, completing a long-anticipated corporate restructuring. The company is reportedly expected to pay approximately $288 million in taxes related to the so-called reverse flip.

 

“This filing is part of our ongoing transition to re-domicile in India. With the majority of our operations, including customers, sellers, creators and Valmo partners already based here, this step aligns our corporate structure with our day-to-day business footprint,” said a Meesho spokesperson.

 

However, the spokesperson didn’t comment on the amount of tax the company is expected to pay. 

 

Meesho filed for approval with the NCLT in January, shortly after closing a $550 million funding round led by new investors including Tiger Global, Mars Growth Capital, and Think Investments.

 

The move reflects a broader trend among Indian startups seeking to re-domicile in India amid evolving regulatory frameworks and investor interest in local listings.

 

These include Razorpay, PhonePe, Groww, Pine Labs, and Zepto, that have incurred significant tax liabilities as part of efforts to shift their domicile back to India after initially incorporating abroad.

 

Razorpay paid approximately $150 million, while PhonePe and Groww incurred tax liabilities of ₹8,000 crore (about $1 billion at the time) and ₹1,340 crore (roughly $157 million), respectively, to complete their relocations.

 

E-commerce firm Flipkart with an estimated $36 billion valuation, is also in the process of shifting its domicile from Singapore to India.