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Poonawalla Finance has obtained approval from the National Company Law Tribunal (NCLT) to demerge its lending and real estate operations. Under the scheme, the NBFC will continue its core lending business, while commercial real estate leasing and related assets will move to two new entities, Rising Sun Holdings and Synergist Realtors. The plan was deemed fair and compliant with laws, with no objections from shareholders, creditors, or regulators.
Poonawalla Finance has secured approval from the National Company Law Tribunal (NCLT) for a composite scheme of arrangement that separates its lending business from its real estate operations. The Mumbai bench of the tribunal sanctioned the demerger under Sections 230 to 232 of the Companies Act, allowing specific undertakings to be transferred to two new entities Rising Sun Holdings and Synergist Realtors. The tribunal confirmed that the plan was fair, reasonable, and fully compliant with applicable laws, and received no objections from shareholders, creditors, or regulators. Advertisement
Under this approved structure, Poonawalla Finance will continue as a non-banking financial company focusing on lending, while its commercial real estate leasing assets and related operations will be housed in Rising Sun Holdings and Synergist Realtors. Each of the new entities will have separate management and strategic focus, allowing them to attract investors and lenders suited to their business. The arrangement also ensures clarity in operational and financial governance for both lending and real estate verticals.
The tribunal noted that the scheme had received unanimous board approval along with the required consent from shareholders and creditors. The Income Tax Department and Ministry of Corporate Affairs raised no objections after receiving undertakings that all ongoing tax proceedings and statutory liabilities would remain enforceable after the demerger. It was also clarified that the approval does not provide any exemptions from stamp duty or taxes, and authorities retain the right to examine liabilities arising from the restructuring. The demerger dates were set for October 1, 2024, and January 1, 2025.
By establishing standalone entities for real estate operations, management teams gain operational autonomy and accountability, enabling investors to assess risk and performance more accurately. The restructuring also allows Poonawalla Finance to concentrate on expanding its lending portfolio and strengthening its core business, while the new real estate entities can independently explore growth opportunities in leasing and commercial property markets.
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