Flipkart’s Homecoming: NCLT Nod Marks a Major Step Towards IPO and a Return to Indian Roots

For years, Flipkart has been one of the most defining symbols of India’s startup journey — a homegrown idea that took on global giants, scaled at breakneck speed, and eventually became part of the Walmart empire. Now, in a move that feels both strategic and symbolic, the ecommerce major is formally bringing its corporate home back to India.

Flipkart has received approval from the National Company Law Tribunal (NCLT) to shift its domicile from Singapore to India, a development that significantly clears the runway for the company’s long-anticipated initial public offering (IPO). The nod marks one of the most consequential structural changes in Flipkart’s journey since Walmart acquired a majority stake in 2018.

At its core, this move is about alignment — aligning where Flipkart does business, builds products, employs people, and generates value with where it is legally headquartered.

What the NCLT Approval Means for Flipkart IPO

According to the NCLT order, the approval allows the amalgamation of eight Singapore-incorporated entities with the India-based Flipkart Internet. Once the merger is completed, the unified entity will continue to operate under the name Flipkart Internet.

Importantly, this combined Indian entity will house all of Flipkart’s core businesses, including:

• Myntra, its fashion and lifestyle marketplace

• Ekart, its in-house logistics and supply chain arm

In effect, Flipkart’s most critical revenue-generating and operational businesses will now sit under a single India-domiciled corporate structure — a key requirement for listing on Indian stock exchanges.

A “Natural Evolution” of the Business

The NCLT nod follows Flipkart’s earlier decision this year to relocate its legal entity from Singapore to India. At the time, the Kalyan Krishnamurthy-led company described the move as a “natural evolution” of its structure — one that better reflects where its operations, customers, and long-term ambitions lie.

The company’s board of directors approved the re-domiciling process in April 2025, setting in motion months of regulatory filings, approvals, and restructuring.

For a company that serves millions of Indian consumers every day and employs thousands across the country, the shift signals a renewed commitment to its Indian identity — not just in brand storytelling, but in legal and financial terms.

The Press Note 3 Hurdle — And Why Flipkart Isn’t Worried

While the NCLT approval is a major milestone, Flipkart still requires clearance from the Indian government under Press Note 3 of India’s foreign direct investment (FDI) rules.

This requirement arises because Tencent, the Chinese technology giant, holds around 5% stake in Flipkart. Under pandemic-era regulations, any investment from a country sharing a land border with India into an Indian company requires government approval.

However, according to reports, including one by The Economic Times, Flipkart does not see this as a significant roadblock. The reasoning is straightforward: the company is majority-owned by US-based Walmart, which holds controlling stake and decision-making power.

Flipkart’s cap table also includes a strong lineup of global investors such as:

• Google

• SoftBank

• Qatar Investment Authority

• Microsoft

This diversified and largely non-China-linked ownership is expected to work in Flipkart’s favour as it navigates regulatory clearances.

Strengthening the Board Ahead of IPO

Flipkart’s IPO readiness is also visible in how it has been reshaping its boardroom.

Earlier this month, the company appointed Dan Neary, a former senior executive at Meta, to its board of directors. The move is widely seen as part of efforts to strengthen governance, compliance, and global credibility ahead of a public listing.

This follows another key board addition last year, when Dan Bartlett, Walmart’s Executive Vice President and Head of Corporate Affairs, joined Flipkart’s board in November 2024.

Together, these appointments reflect a clear pattern: Flipkart is bolstering its leadership bench with seasoned global executives who bring deep experience in public markets, regulation, and corporate governance.

Growth Engines Still Firing: Flipkart Minutes Takes Off

While the corporate restructuring grabs headlines, Flipkart’s business momentum continues to build — especially in quick commerce.

Its rapid-delivery vertical, Flipkart Minutes, has emerged as a major growth driver. The segment recorded a 16x growth in the second half of the year and now boasts 53 million unique transacting customers, underscoring rising consumer appetite for faster deliveries beyond metros.

The strong performance of Flipkart Minutes not only strengthens the company’s growth narrative but also adds a compelling layer to its IPO story — one that blends scale, innovation, and evolving consumer behaviour.

A Landmark Moment for India’s Startup Ecosystem

Flipkart’s decision to re-domicile to India is more than a corporate restructuring exercise. It reflects a broader shift underway in India’s startup ecosystem, where mature unicorns are increasingly choosing Indian listings and aligning their corporate structures with domestic markets.

As regulatory clarity improves and public markets deepen, Flipkart’s “ghar wapsi” could set a powerful precedent for other large Indian startups preparing for life as publicly traded companies.

For now, with the NCLT nod in hand and IPO preparations gathering pace, Flipkart stands at a pivotal moment — closing one chapter of its global journey and opening another, firmly rooted back home.