Reliance to transfer all consumer business from Retail to New RCPL

Reliance Retail is transferring its consumer goods business to a new entity, New Reliance Consumer Products Ltd (New RCPL), under its internal restructuring of the business.

According to the scheme filed before the NCLT, Reliance is transfering and vesting the FMCG brands business from Reliance Retail Ltd (RRL) to a new entity named New Reliance Consumer Products Ltd (New RCPL).

The Mumbai bench of the National Company Law Tribunal (NCLT) on June 25 asked to convene a meeting for approval of the internal restructuring process, under which its consumer business is transferred as a going concern on Slump Sale.

Explaining the reasons, Reliance firms said the Consumer Brands Business is one of building brands, managing the entire product lifecycle from research, development, manufacturing, distribution and marketing.

"This is a large business by itself, requiring specialised and focused attention, expertise and different skill sets as compared to retail business. This business also entails large capital investments on an ongoing basis and can attract a different set of investors," it said.

This composite scheme, part of the internal restructuring of companies in the RIL group to house the Consumer Brands Business in New RCPL and will have RIL and other investors of RRVL holding the same percentage shareholding as in RRVL, they said.

The scheme proposes transfering and vesting the FMCG brands business from Reliance Retail Ltd (RRL) to the parent firm RRVL as a going concern on Slump Sale, merger of RCPL with RRVL and demerger of consumer goods business from RRVL to New RCPL in the third stage. Both RRL and RCPL are wholly owned arms of RRVL.

Presently, Reliance's consumer goods business is spread in three verticals - RRL, Reliance Retail Ventures Ltd (RRVL) and RCPL. The boards of directors of these companies on April 25, 2025, passed a resolution to transfer the FMCG Brands Business Undertaking from RRL to RRVL.

Reliance Industries Ltd, the parent entity, holds 83.56% in RRVL while other investors hold 16.44%.

NCLT directed that a meeting of the unsecured creditors of RRL, RRVL and RCPL be convened and held within 70 days from the date of the order being uploaded on its website, for the purpose of considering and approving the Scheme.

RRVL primarily carries on the business of supply chain and logistics management for the retail business of Reliance, while RCPL is engaged in manufacturing, distribution, selling and marketing of multiple products under the FMCG category and investments in subsidiaries and joint ventures engaged in the FMCG category

retail business.

Earlier, Reliance had said its consumer business revenue touched Rs 11,500 crore in FY25, becoming the company's fastest growing vertical in India.

Reliance, which is present in the fast-moving consumer goods (FMCG) segment with Independence, Campa and other brands, is scaling up its presence across the country.

Reliance had entered into the FMCG market in 2022 and has subsequently launched brands such as Independence and acquired several as Campa Cola.

RRVL had reported a consolidated turnover of Rs 3.30 lakh crore for the year ended March 31, 2025.