Zepto completes reverse flip from Singapore to India

Zepto had started work on the flip back in June 2024, Palicha had said earlier

Quick commerce unicorn Zepto has now moved its base from Singapore to India ahead of its planned initial public offering (IPO), the company’s chief financial officer (CFO) Ramesh Bafna said on January 28.

Zepto will now be headquartered in India. “Historic scenes on completion of… reverse merger from Singapore to India in the fastest ever timeline,” Bafna wrote on LinkedIn.

“This is a display of understanding of (the) technicals, working with right partners, getting into (the) nuts and bolts on execution, unblocking natural causes of delay and tactical calls real time by an empowered team,” the post said.

This is a good "ghar wapasi" template for the startup ecosystem and overtime, enables a great pipeline towards capital markets, Bafna said.

The move back to India has been in the works for several months now. 

Mumbai-based Kiranakart Technologies Private Ltd could proceed to become the holding company of Zepto in line with the decision of its board of directors and shareholders, the National Company Law Tribunal (NCLT) said in its order on January 9.

Earlier, the Indian entity was a subsidiary of Kiranakart Pte Ltd, which is based in Singapore.

“The board of directors of the petitioner company believes that the scheme is in the best interests of the entity and their respective stakeholders including its shareholders, employees, and creditors,” the NCLT order said.  The companies looking to move back to India have to file an application with NCLT to seeks its apporval for the shift.

The move will simplify the holding structure which will enable future fund raising from Indian as well overseas investors, the order added.

In the run-up to its IPO, the company took several other steps, including raising over Rs 2,900 crore from domestic investors such as Motilal Oswal, to increase its domestic shareholding. 

Apart from easier decision making and fundraise negotiations, the reverse flip will eliminate administrative functions and multiple record keeping, which will help reduce administrative, managerial and other common expenditure, which augur well for the firm’s financial health, the NCLT order read.

The Indian entity will not require a no objection certificate (NOC) from the Reserve Bank of India (RBI), as is the case with some other reverse flips of this nature, the NCLT ruled.

The developments come shortly after Zepto raised a total of $1.35 billion in back-to-back funding rounds to take on larger, publicly listed rivals such as Zomato, which also operates Blinkit, and Swiggy, which runs Swiggy Instamart, in a red-hot quick commerce market.