The National Company Law Tribunal (NCLT) has sanctioned the scheme of amalgamation between Maruti Suzuki India Limited and its wholly-owned subsidiary, Suzuki Motor Gujarat Private Limited. The approval, dated November 6, 2025, facilitates the merger aimed at streamlining operations and improving efficiencies. All assets and liabilities of Suzuki Motor Gujarat will now be integrated into Maruti Suzuki.
Amalgamation Scheme Sanctioned
Maruti Suzuki India Limited announced that the Hon’ble NCLT has approved the amalgamation of Suzuki Motor Gujarat Private Limited into Maruti Suzuki. This decision was formalized through an order dated November 6, 2025, following the company’s initial announcement on June 11, 2025. The merger is expected to optimize business operations and enhance shareholder value.
Benefits of the Merger
According to the company statement, the amalgamation aims to consolidate the business operations of both entities, leading to:
- Focused growth and enhanced business synergies.
- Simplification of the group structure.
- Improved agility in decision-making.
- Elimination of administrative duplications, reducing operational costs.
- Better utilization of facilities and sharing of best practices.
Additionally, the merger will pool financial, managerial, and technical resources, leading to rationalization of costs and maximizing shareholder value.
Transfer of Assets and Liabilities
As part of the amalgamation, all movable and immovable assets of Suzuki Motor Gujarat, including land, buildings, and structures, will be transferred to Maruti Suzuki. The transfer includes all related rights and interests. Furthermore, all debts, borrowings, liabilities, and obligations will also be transferred to Maruti Suzuki.
Intellectual Property and Contracts
All trademarks, trade names, service marks, domain names, copyrights, patents, and other intellectual property of Suzuki Motor Gujarat will be transferred to Maruti Suzuki without any further action required. All existing contracts, purchase orders, agreements, and licenses will remain in full force and effect, benefiting Maruti Suzuki.
Employees and Legal Proceedings
All employees of Suzuki Motor Gujarat will become employees of Maruti Suzuki on and from the effective date of the scheme. Any pending legal or taxation proceedings related to Suzuki Motor Gujarat will be enforced by or against Maruti Suzuki after the effective date.
Share Capital Restructuring
Upon the scheme taking effect, all shares of Suzuki Motor Gujarat held by Maruti Suzuki will be canceled. No new shares will be issued in lieu of this cancellation. The authorized share capital of Maruti Suzuki will be adjusted to INR 168,755,000,000, divided into equity shares of INR 5 each. The object clause of Maruti Suzuki will be amended to include providing technical support and specialized after-sales services in India and abroad.
Dissolution
Upon the scheme becoming effective, Suzuki Motor Gujarat will be dissolved without being liquidated, becoming an integral part of Maruti Suzuki. The appointed date for the scheme is April 1, 2025.
Source: BSE
