The National Company Law Tribunal (NCLT), Mumbai Bench, has passed an order dated November 4, 2026, admitting the application for a composite scheme of arrangement amongst Thomas Cook (India) Limited, Sterling Holiday Resorts Limited, TC Visa Services (India) Limited, Jardin Travel Solutions Limited, and Borderless Travel Services Limited. This procedural order is a crucial step forward in the proposed corporate restructuring, subject to shareholder approvals and final sanction by the NCLT.
NCLT Admits Composite Scheme of Arrangement for Thomas Cook India Group
Thomas Cook (India) Limited announced on November 5, 2026, that the Hon’ble National Company Law Tribunal (NCLT), Mumbai Bench, has passed a significant order dated November 4, 2026. This order admits the application pertaining to a composite scheme of arrangement involving several group companies. The scheme was initially filed in accordance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Key Entities Involved in the Scheme
The composite scheme of arrangement involves the following entities:
- Thomas Cook (India) Limited (referred to as ‘Demerged Company’ or ‘Transferee Company’ – TCIL)
- Sterling Holiday Resorts Limited (referred to as ‘Resulting Company’ – SHRL)
- TC Visa Services (India) Limited (referred to as ‘Transferor Company 1’ – TCVSL)
- Jardin Travel Solutions Limited (referred to as ‘Transferor Company 2’ – JTSL)
- Borderless Travel Services Limited (referred to as ‘Transferor Company 3’ – BTSL)
The application was made under Sections 230 to 232, 61, 66, and other applicable provisions of the Companies Act, 2013, read with relevant rules. The scheme aims for a comprehensive restructuring of these entities and their respective shareholders.
Procedural Nature and Next Steps
The order passed by the NCLT is described as procedural in nature, providing necessary directions and fulfilling statutory formalities for the proposed scheme. The arrangement remains subject to the approval of shareholders and any other required regulatory approvals, including the final sanction from the Hon’ble NCLT.
A copy of the NCLT’s order, as uploaded on the tribunal’s website, has been provided for the information and records of the stock exchanges.
Source: BSE
