Walmart owned e-commerce major Flipkart has received approval from the National Company Law Tribunal (NCLT) to shift its holding company domicile from Singapore back to India, according to people familiar with the matter. The development marks a key milestone in the company’s preparations for a potential domestic initial public offering (IPO).
The approval follows Flipkart’s disclosure earlier this year that it was working towards relocating its legal base to India to better align its corporate structure with its largely domestic operations and business footprint. At the time, the company said the move was aimed at simplifying its structure ahead of a public listing, without committing to a specific IPO timeline.
With the NCLT nod in place, Flipkart can now proceed with the remaining legal and regulatory steps required to complete the so-called “reverse flip”. This process involves transferring ownership from the overseas holding entity to an Indian entity and consolidating the group structure locally.
Flipkart had shifted its headquarters to Singapore in 2011, a move commonly adopted by Indian startups then to access global capital and benefit from regulatory clarity. However, deeper Indian capital markets and a stronger push for domestic listings have prompted several large startups to reverse this structure.
Unlike smaller startups that have executed relatively simple domicile shifts, Flipkart’s reverse flip is more complex due to its scale and layered ownership. While Walmart controls nearly 80% of the company, Flipkart also counts global investors such as Google, SoftBank, Qatar Investment Authority, Microsoft and Tencent among its shareholders.
As per the NCLT approved plan, multiple Singapore incorporated entities spanning fashion, logistics and payments will first be merged into Flipkart Internet, the Bengaluru headquartered operating entity. In the next phase, the Singapore-based holding company itself will be merged into Flipkart Internet, which will then become the group’s principal holding company in India.
Flipkart’s move mirrors similar actions by startups such as Meesho, Groww and Razorpay, which together reportedly paid around $600 million in taxes this year to relocate their domiciles. It also follows Walmart-owned PhonePe’s shift to India in 2022, which involved a $1 billion tax outgo.
The domicile shift signals renewed momentum around Flipkart’s IPO ambitions, as market conditions stabilise and investor appetite for large consumer internet platforms improves.
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