NCLT Delhi Dispenses with Meetings in Webmob–Kiwi Technologies Amalgamation Scheme

April 7, 2026 : The New Delhi Bench of the National Company Law Tribunal (NCLT) has allowed a first motion application filed jointly by Webmob Software Solutions Private Limited and Kiwi Technologies India Private Limited, seeking approval of a scheme of amalgamation under Sections 230 to 232 of the Companies Act, 2013. The Bench comprising Judicial Member Manni Sankariah Shanmuga Sundaram and Technical Member Atul Chaturvedi dispensed with the requirement of convening meetings of shareholders and creditors of both companies after taking on record their consent affidavits.

The application was filed by Webmob Software Solutions Private Limited as the transferor company and Kiwi Technologies India Private Limited as the transferee company. The Tribunal noted that both companies have their registered offices in the National Capital Territory of Delhi and therefore fall within its territorial jurisdiction.

Webmob Software Solutions Private Limited, incorporated on 9 November 2015, is engaged in software development, IT support, consultancy, web designing and development, and other IT-enabled services. Kiwi Technologies India Private Limited, incorporated on 27 January 2010, provides technological and IT-related services including mobile applications, e-book distribution, publishing technology, and website development.

The Tribunal recorded that the Boards of Directors of both companies had approved the proposed scheme through resolutions dated 6 March 2025. The appointed date for the amalgamation was fixed as 1 April 2025. The scheme aims to achieve operational efficiencies, cost savings, better resource utilisation, consolidation of business operations, and enhanced value creation for the transferee company.

With respect to the transferor company, the Tribunal noted that it had two equity shareholders, both of whom submitted consent affidavits. The company had no secured creditors and its unsecured creditors, representing 98.18% in value, also consented to the scheme. Accordingly, the Tribunal dispensed with the requirement of convening meetings of shareholders and unsecured creditors.

In relation to the transferee company, it was observed that both its shareholders and two secured creditors had given consent affidavits. Additionally, unsecured creditors representing 99.97% in value had also consented. In view of these approvals, the Tribunal dispensed with meetings of shareholders, secured creditors, and unsecured creditors of the transferee company as well.

The Tribunal further recorded that no proceedings for inspection, inquiry, or investigation were pending against either company. It also noted that the companies were not regulated by SEBI, RBI, CCI, or any other sectoral regulator, and therefore issuance of notice to such authorities was not required.

Accordingly, the Tribunal allowed the first motion application and issued directions dispensing with stakeholder meetings in terms of the Companies Act, 2013.

Case Title: Webmob Software Solutions Private Limited & Anr.
Case No.: C.A. (CAA) No. 48/ND/2025