NCLT Clears Merger Of RedBus India Into MakeMyTrip India

The National Company Law Tribunal (NCLT), Chandigarh Bench, has approved a merger that will bring RedBus India Private Limited into MakeMyTrip (India) Private Limited. The move will allow the MakeMyTrip group to run its main Indian travel and bus ticketing businesses through a single operating company.The order was passed by a coram of Judicial Member Khetrabasi Biswal and Technical Member Shishir Agarwal. The bench noted that shareholders and creditors had already given their consent and that statutory authorities had no objections pending. The scheme was therefore approved, with January 1, 2026 fixed as the appointed date. This came after the companies sought permission to shift it from the earlier proposed date of 1 April 2024. The tribunal accepted the explanation that the revised date would align the merger with a fresh financial year. This, it noted, would help the companies avoid the practical difficulty of repeatedly restating past financial accounts once the scheme is implemented. RedBus India operates the well-known “redBus” platform for online and offline bus ticket bookings across India. The company was originally incorporated as PVJ Ecommerce, later renamed ibibo Group Private Limited, before taking its present name. MakeMyTrip India, on the other hand, runs online travel booking platforms, offering flight tickets, hotel bookings, rail tickets, holiday packages and other travel-related services. Both companies are indirect subsidiaries of MakeMyTrip Limited and operate from the same corporate base at DLF Cyber City in Gurugram. The tribunal recorded that the core objective of the scheme is to consolidate the MakeMyTrip group's key Indian businesses, which are currently split between RedBus India and MakeMyTrip India. The boards of both companies approved the merger to simplify the group structure, unlock commercial synergies and make future fundraising easier. By housing bus ticketing and broader travel services under one company, the group expects smoother operations, cost efficiencies and stronger revenue prospects. The scheme also seeks to reorganize MakeMyTrip India's capital structure. A leaner and more rationalized balance sheet, the tribunal noted, would make it easier for the company to raise funds from banks, financial institutions or capital markets, whether through equity or debt. Under the approved share exchange ratio, MakeMyTrip India will issue 3,333 equity shares of Rs 10 each for every 1,00,000 equity shares of Rs 10 each held in RedBus India. From the appointed date, all assets, liabilities, employees, contracts and pending tax proceedings of RedBus India will stand transferred to MakeMyTrip India. RedBus India will then be dissolved without winding up, once the NCLT order is filed with the Registrar of Companies. Case Title: RedBus India Private Limited with MakeMyTrip (India) Private Limited Case Number: CP (CAA) No. 32/CHD/HRY/2024 For Petitioner: Senior Advocate Munisha Gandhi with Advocates Salina Chalana, Sanjeev Jain and Soumiljit Singh Gill Senior Standing Counsel Varun Issar for the Income Tax Department; Advocate Edward Augustine for OLClick Here To Read/Download Order

NCLT Clears Merger Of RedBus India Into MakeMyTrip India

Shivangi Bhardwaj

Tags