NCLT Approves Viacom18-Star Merger Following CCI Nod

SUMMARY

  • NCLT has cleared the Viacom18-Star merger after the Competition Commission of India approved the deal with modifications.
  • The merged entity, with Reliance holding a 63.16% stake and Disney holding 36.84%, will be India’s largest media company, integrating two streaming platforms and 120 TV channels.
  • The merger is expected to generate cost efficiencies, expand content reach to over 750 million viewers, and secure exclusive rights to Disney content distribution in India.

The National Company Law Tribunal (NCLT) has approved the proposed merger between Reliance Industries Ltd.‘s Viacom18 Media Pvt. Ltd. and Walt Disney-owned Star India Pvt. Ltd., marking a significant development in India’s media and entertainment sector. The NCLT’s Mumbai bench, headed by Justices Anu Jagmohan and Kishore Vemulapalli, ruled that “the Scheme appears to be fair and reasonable and is not violative of any provisions of law and is not contrary to public policy.”

The merger, one of the largest in the industry, had earlier received clearance from the Competition Commission of India (CCI), which granted approval after both parties proposed modifications to the original transaction structure. However, the specific modifications have not been disclosed by the CCI.

Reliance Industries is also expected to secure approval from the Ministry of Information and Broadcasting, with plans to commence the integration phase before October, as reported by Mint on August 28. The new entity will become the largest media conglomerate in India, combining two major streaming platforms, JioCinema and Hotstar, and 120 television channels. Reliance and its affiliates will hold a 63.16% stake, while Walt Disney will retain 36.84% of the combined entity.

According to the tribunal’s 22-page order, the merger scheme aims to position Viacom18 as the holding company for Reliance’s media operations by integrating its Media Operations Undertaking and Jio Cinema Undertaking into Viacom18 WOS and merging V18 Undertaking with Star India’s business. The combination is expected to generate cost efficiencies and value for shareholders of Viacom18, Reliance, and Disney groups.

The merger will bring together popular television channels such as Colors, Star Plus, and Star Gold, as well as sports channels like Star Sports and Sports18. It also consolidates content streaming platforms JioCinema and Hotstar, which collectively reach over 750 million viewers across India. Additionally, the joint venture will gain exclusive rights to distribute Disney films and productions in India and a license to use over 30,000 Disney content assets.

Mint previously reported that Reliance Industries would inject ₹11,500 crore ($1.4 billion) into the venture, which would be valued at ₹70,350 crore ($8.5 billion) on a post-money basis.