The National Company Law Tribunal (NCLT) has given the green light to the merger of Suzuki Motor Gujarat (SMG) with its parent company, Maruti Suzuki India. The NCLT's Delhi bench approved the amalgamation scheme, paving the way for the consolidation of operations between the two entities. The order formalizing the merger was issued on November 6, 2025.
What the NCLT Said
The NCLT, composed of President Ramlingam Sudhakar and member Ravindra Chaturvedi, stated that the proposed merger is in the best interest of both companies, including their creditors, employees, and shareholders. They found no reason to obstruct the sanctioning of the merger. The tribunal considered the fact that the Income-Tax Department's Northern and Northwestern Region offices and the Official Liquidator, Ahmedabad, did not raise any objections to the scheme. Additionally, no objections or observations were received from statutory authorities like the BSE, NSE, Reserve Bank of India (RBI), and the Securities and Exchange Board of India (SEBI) within the stipulated 30-day period that ended on July 31, 2025.
Benefits of the Merger
Maruti Suzuki has stated that the merger aims to consolidate the business operations of both entities, which will lead to focused growth and enhanced business synergies. The company anticipates a simplification of the group structure and improved agility in decision-making. By eliminating administrative duplications, operational costs are expected to reduce. The merger should also allow for better utilization of facilities and the sharing of best practices. Pooling financial, managerial, and technical resources should lead to cost rationalization and maximized shareholder value.
About Suzuki Motor Gujarat
Suzuki Motor Gujarat was established in 2014 as a wholly-owned subsidiary of Suzuki Motor Corporation, Japan. It was responsible for vehicle production at its Hansalpur plant, supplying cars to Maruti Suzuki India for both the Indian market and for export. Following the merger, the Gujarat facility will operate directly under Maruti Suzuki. All staff and production lines will remain in place under the new structure.
Key Details of the Merger
- Effective Date: April 1, 2025, is the appointed date for the transfer scheme.
- Employee Transition: All employees of Suzuki Motor Gujarat will become employees of Maruti Suzuki India on the effective date.
- Asset and Liability Transfer: All movable and immovable assets of Suzuki Motor Gujarat, including land, buildings, and intellectual property, will be transferred to Maruti Suzuki. Debts, borrowings, liabilities, and obligations will also be transferred.
- Dissolution: Upon the scheme taking effect, Suzuki Motor Gujarat will be dissolved without being liquidated, becoming an integral part of Maruti Suzuki.
- Next Steps: The merger will take effect after the NCLT order is filed with the Registrar of Companies (ROC).
