The Flipkart App Just Became the Parent of Flipkart.

The consumer-marketplace entity you order from used to be a subsidiary.

It is now the parent.

In December 2025, India's National Company Law Tribunal sanctioned a composite Scheme of Arrangement that merged three Singapore-incorporated Flipkart holding companies into Flipkart Internet Private Limited, the Bengaluru-registered entity that runs the Flipkart consumer app. The reverse flip from Singapore to India completed in March 2026.

The entity most people think of as "the Flipkart app" is now, legally, the top of the entire Flipkart group in India.

The structural inversion in one picture

Before the flip, the group architecture at the India layer looked like this:

The FY25 audit shows how the flip was prepared

The reverse flip is a 2025-26 event, not a FY25 event. But the FY25 audit for Flipkart Internet, signed on 11 June 2025 by Walker Chandiok & Co LLP, records the preparatory architecture that made it possible. Three movements are visible inside the audit note on related-party transactions and share capital.

The first is a rights issue of ₹3,249 Cr completed during FY25, with the counterparties being Flipkart Marketplace Private Limited and Flipkart Private Limited (both Singapore). Walmart equity flowed down the holding chain into the India operating entity.

The second is a flow of demand loans. During FY25, Flipkart Internet took ₹24,753 Cr of demand loans from its fellow subsidiary Flipkart India Private Limited (the B2B wholesale layer), of which ₹24,133 Cr was repaid within the year. The gross intercompany flow is large; the net outstanding at year-end is modest. The structural point is that Flipkart Internet was being funded in large volume by Flipkart India throughout the year.

The third is in the post-year-end notes: an allotment of 24.7 million additional Class A equity shares via a further rights issue, and a bonus issue of 2.91 billion Class A shares and 12.4 million Class B shares in a 101:1 ratio, by capitalisation of the securities premium account. That bonus split reset the per-share arithmetic.

Together, these three movements set up what the NCLT would sanction in December.

The operating P&L, separately

Underneath the structural movement, the FY25 operating numbers for Flipkart Internet were also unusually clean.

Revenue grew 14%. Net loss narrowed 37%. Employee cost was actually cut 8% while the top line grew. Three movements in the same direction, in the same year, in favour of operating leverage.

Revenue mix tells the next part. Marketplace services (seller commissions) more than doubled to ₹7,751 Cr, up from ₹3,734 Cr. Advertising services grew 27% to ₹6,317 Cr. Logistics income fell 38% to ₹4,225 Cr, as the Ekart logistics arm absorbed more of that revenue line into its own separately-filed entity. The marketplace is extracting more platform-fee revenue and shedding lower-margin shipping revenue.

That is a defensible operating story for an IPO prospectus. It is also the number that will carry forward into the first post-flip audit, when Flipkart Internet consolidates the entities that used to sit above it.

The second operating entity is now a subsidiary of the first

Flipkart India Private Limited, the B2B wholesale and inventory supplies layer, is still a distinct legal entity. Its FY25 numbers:

Revenue grew 17% to ₹82,787 Cr. Net loss widened 22% to ₹5,189 Cr. Stock-in-trade purchases rose to ₹87,738 Cr. Finance costs rose 57% to ₹454 Cr (predominantly intercompany interest).

Flipkart India is the inventory engine of the group. It buys physical goods at wholesale and supplies them into the marketplace sellers' listings. Loss widening with revenue is the structural norm for an inventory-led wholesale operation, where there is little operating leverage to extract. The FY25 numbers reflect that reality rather than any specific deterioration.

Post-flip, this entity continues to operate under the same CIN. Its position in the group has moved: it now sits as a fellow Indian subsidiary alongside, rather than operationally parallel to, the renamed consumer-marketplace entity above it.

What the Walmart funding model looks like on the register

For a group of Flipkart's scale, posting the combined losses that it posted in FY25, the next line to check would normally be the external debt register.

Across both operating entities, external secured facilities are largely absent through the FY23-to-FY25 loss cycle. The ₹454 Cr of finance cost at Flipkart India is predominantly intercompany interest paid upstream to the Walmart-controlled Singapore entities. The ₹162 Cr of finance cost at Flipkart Internet includes a significant intercompany-interest component (approximately ₹120 Cr) with the remainder being lease and working-capital charges. The combined ₹5,474 Cr of equity reportedly infused by Walmart's Singapore entities into Flipkart Internet during FY25 (including the ₹3,249 Cr rights issue recorded in the audit and additional post-balance-sheet infusions) is the mechanism that absorbs the loss.

That is the parent-funded shape. The trade-off is not on the P&L; the operating entities carry no external debt-servicing obligation. The trade-off is strategic: the business depends on sustained Walmart willingness to deploy equity into the India structure, year after year. The FY25 numbers show that willingness remained intact through the preparatory period for the flip.

The read the FY25 audit gives you

The FY25 audit for Flipkart Internet does three jobs at once.

It records an operating story: revenue up 14%, loss narrowed 37%, employee cost cut 8%, revenue mix shifted toward platform fees. That story reads well as the baseline for an IPO prospectus.

It records a structural preparation: a ₹3,249 Cr rights issue, ₹24,753 Cr of intercompany lending, a 101:1 bonus share split, and the lodgement of a composite Scheme of Arrangement with two courts. That preparation set up the NCLT order that followed in December 2025.

And it records the entity in its last full year as a subsidiary. By the time the next audit lands, Flipkart Internet will be a consolidating holding company for the Flipkart group in India, and the Singapore entities that previously sat above it will be gone.

The consumer app absorbed its own parents. The FY25 numbers are the last snapshot of the Flipkart you knew. The next audit will be the first snapshot of the Flipkart that is listed.