NCLT Chennai Approves First Motion In Niyogin Fintech, Niyogin Finserv Composite Scheme
The National Company Law Tribunal at Chennai has allowed the first motion application filed by Niyogin Fintech Limited, Niyogin Finserv Limited and iServeU Technology Private Limited in relation to a proposed Composite Scheme of Arrangement.
The shares of Niyogin Fintech Limited are listed on the Bombay Stock Exchange.
A coram of Judicial Member Sanjiv Jain and Technical Member Venkataraman Subramaniam passed the order.
The companies submitted that the Scheme proposes to demerge Niyogin Fintech's NBFC business into Niyogin Finserv to enable focused growth and unlock value for shareholders. Following the demerger, Niyogin Fintech proposes to consolidate its remaining business with iServeU, thereby simplifying the corporate structure and reducing multiple shareholding layers.
The Tribunal noted that the Board of Directors of the companies have approved the proposed Scheme on June 1, 2026.
The Tribunal also noted that, upon the Scheme coming into effect, Niyogin Finserv's shares held by Niyogin Fintech would be cancelled without any further payment or share issuance. Niyogin Fintech would continue to hold and manage its 51% stake in iServeU, which would remain outside the demerged business.
It further observed that, upon the amalgamation taking effect, iServeU would issue 56,107,380 fully paid-up equity shares of Re. 1 each to the equity shareholders of Niyogin Fintech, in proportion to their existing shareholding in Niyogin Fintech.
BSE and the Reserve Bank of India have submitted no-objection letters to the proposed Scheme.
Accordingly, the Tribunal directed meetings of the equity shareholders and secured and unsecured creditors of Niyogin Fintech to be convened on October 30, 2026. Meetings of the secured and unsecured creditors of iServeU were also directed to be convened.
It dispensed with the meetings of Niyogin Finserv's equity shareholders and unsecured creditor, as consent affidavits were placed on record. The meetings of iServeU's equity and preference shareholders were also dispensed with.
Accordingly, the application was allowed.
For Applicants: Advocate Pawan Jhabakh