Startup & Business

Demerger — Meaning

Transfer of a business undertaking to another company that issues shares to the original shareholders.

What is Demerger?

In a demerger, an undertaking of one company moves to a resulting company under an NCLT-approved scheme, and the resulting company issues shares to the demerged company's shareholders. If the Section 2(19AA) conditions are met — all assets and liabilities of the undertaking transfer at book value, holders of at least 75% of shares become shareholders of the resulting company, and the undertaking continues as a going concern — it is tax-neutral for the company and shareholders.

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