April 7, 2026 : The New Delhi Bench of the National Company Law Tribunal (NCLT) has allowed a first motion application under Sections 230–232 of the Companies Act, 2013 in relation to the proposed amalgamation of four wholly owned subsidiaries into Info Edge (India) Limited, while directing the convening of meetings of the transferee company’s stakeholders.
The application was jointly filed by Allcheckdeals India Private Limited, Axilly Labs Private Limited, Diphda Internet Services Limited, Zwayam Digital Private Limited, and Info Edge (India) Limited. The Tribunal confirmed that all applicant companies have registered offices in Delhi, thereby falling within its territorial jurisdiction.
Dispensation for Transferor Companies
The Tribunal dispensed with meetings of shareholders, debenture holders, and creditors of all four transferor companies. This was based on:
- Filing of consent affidavits from all shareholders and debenture holders, and
- Absence of secured and unsecured creditors in each of the transferor entities.
Meetings Directed for Info Edge
In contrast, the Tribunal declined to waive meetings for the transferee company. It recorded that Info Edge has:
- 1,93,534 equity shareholders,
- 3 secured creditors, and
- 37 unsecured creditors.
Despite the applicants’ submission that no shares would be issued under the scheme and that rights of stakeholders would remain unaffected, the Bench directed that meetings of equity shareholders, secured creditors, and unsecured creditors be convened.
Procedural Directions
The Tribunal appointed:
- Himesh Thakur as Chairperson, and
- Anu Shrivastava as Scrutinizer
to oversee the conduct of meetings. It also:
- Fixed quorum requirements for each class of stakeholders,
- Directed issuance of individual notices and publication of advertisements, and
- Permitted voting through multiple modes including electronic voting, postal ballot, proxy, and in-person participation.
The Chairperson has been tasked with submitting the voting results to the Tribunal within seven days of conclusion of the meetings.
Scheme Rationale
The scheme seeks consolidation of wholly owned subsidiaries into Info Edge to:
- Simplify group structure,
- Eliminate duplication of compliance and administrative functions,
- Improve cash flow management, and
- Enhance operational efficiency and management control.
Case Details
Case Title: In the matter of Allcheckdeals India Private Limited & Ors. with Info Edge (India) Limited
Case No.: C.A. (CAA) No. 62/ND/2025
Order Date: 07 April 2026
Coram: Manni Sankariah Shanmuga Sundaram (Judicial Member) and Atul Chaturvedi (Technical Member)
