Flipkart gets NCLT approval to shift domicile from Singapore to India

Flipkart's proposed public offering would be the second by a Walmart-owned entity after PhonePe, which relocated its domicile to India in October 2022

E-commerce giant Flipkart, which is owned by Walmart, has been granted approval by the National Company Law Tribunal (NCLT) to shift its domicile from Singapore to India.

 

With the NCLT nod, the company comes one step closer to filing its draft papers in the next calendar year.

 

“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 principal Bench of the NCLT, in an order dated December 12.

 

The Bench gave its sanction for the proposed ‘Scheme of Merger by Amalgamation.’

 

The tribunal has cleared the way for the phased consolidation of Flipkart’s group structure. Under the scheme, multiple group entities will be merged into Flipkart Internet Private Limited.

 

Initially, seven transferor companies, including Flipkart Health, Flipkart Marketplace, Myntra Holdings, Flippay, Quickroutes International, and others, will first be merged into the transferee company, subject to approvals from courts in Singapore. Thereafter, Flipkart Private Limited will be merged into Flipkart Internet.

 

Flipkart said the scheme will simplify the holding structure, lead to efficient management, and save costs. In its submission, as recorded in the NCLT order, it added, “The scheme will result in simplifying and unifying the holding structure of the group, with reduction of shareholding tiers and also demonstrate the direct commitment to, and engagement of, shareholders in India... The scheme will result in efficient management and decision-making by eliminating duplicate corporate procedures in Singapore due to a streamlined holding structure and simplifying inter-company transactions.”

 

In April, Flipkart had secured internal approvals to shift its domicile from Singapore to India.

 

“The move represents a natural evolution, aligning our holding structure with our core operations, the vast potential of the Indian economy, and our technology and innovation-driven capabilities to foster digital transformation in India,” a Flipkart spokesperson had said earlier.

 

Flipkart’s proposed public offering would be the second by a Walmart-owned entity after PhonePe. The company had relocated its domicile to India in October 2022 and filed its draft initial public offering (IPO) papers via the confidential pre-filing route in September.