NCLT approves merger of Tata Motors Finance with Tata Capital

Tata Motors Ltd. has officially completed the merger of its step-down subsidiary, Tata Motors Finance Ltd. (TMFL), with Tata Capital Ltd., following approval from the National Company Law Tribunal (NCLT), Mumbai Bench.

In a stock exchange filing on Thursday, Tata Motors confirmed that the merger scheme, originally announced in June 2024, became effective on May 8, 2025, after a certified copy of the NCLT order dated May 6, 2025, was filed with the Registrar of Companies. As a result, TMFL is no longer a subsidiary of Tata Motors.

This strategic transaction is part of Tata Motors' objective to exit non-core businesses and redeploy capital into emerging technologies and core product development. The merger allows Tata Capital—a diversified non-banking financial company (NBFC) with assets under management (AUM) of ₹1.6 lakh crore—to strengthen its position in the commercial and passenger vehicle financing space, where TMFL had established a notable presence with an AUM of ₹82,500 crore.

According to Tata Motors, the transaction involved a share exchange in which shareholders of TMFL received 37 equity shares of ₹10 each in Tata Capital for every 100 equity shares of ₹100 each held in TMFL. After the merger, Tata Motors holds an effective 4.7% stake in Tata Capital.

Advisers to the transaction included E&Y, ICICI Securities, and Wadia Ghandy & Co. for Tata Capital, and PwC, Axis Capital, and AZB & Partners for TMFL.​

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