In re Ford Motor Private Private Limited (NCLT Chennai)
The National Company Law Tribunal (NCLT), Chennai Bench, allowed company applications filed by Ford Motor Private Limited (Transferor Company) and Ford India Private Limited (Transferee Company) under Sections 230 to 232 of the Companies Act, 2013 seeking directions in relation to a Scheme of Arrangement (Amalgamation). The Scheme proposes the merger of the Transferor Company into the Transferee Company as a going concern, with the Transferor Company to be dissolved without winding up upon the Scheme becoming effective.
The Tribunal noted that the Transferor Company and the Transferee Company are part of the Ford Group and have identical shareholding, with Ford Motor Company, USA holding 90% and Ford International Services LLC, USA holding 10% in both companies. According to the Scheme, the amalgamation is intended to consolidate business operations, simplify the organizational structure, improve operational and financial efficiencies, centralize management of resources, reduce administrative and compliance costs, strengthen the financial position of the Transferee Company, improve cash flows, optimize utilization of human and financial resources, and reduce dependence on the global office for capital support. The Board of Directors of the Transferor Company approved the Scheme on 5 March 2026, while the Transferee Company approved it on 10 March 2026.
