US-based MoEngage Inc will now merge into the Indian entity, and all assets, liabilities and operations of the overseas entity will be transferred to MoEngage India

The move follows reports that MoEngage was exploring shifting its headquarters to India for a prospective listing on the D-Street

Founded in 2014, MoEngage offers customer engagement, analytics and messaging tools that cater to marketing and product teams at over 1,350 enterprises

SaaS major MoEngage has received the National Company Law Tribunal’s (NCLT) approval for reverse merger, a key step in its corporate restructuring ahead of its anticipated public listing in India.

The NCLT’s Bengaluru bench cleared the merger of MoEngage Inc, the company’s US-based parent entity, into its Indian arm, MoEngage India Private Limited. The order was passed on January 12, 2026.

Under the amalgamation scheme, MoEngage Inc, which is incorporated in Delaware, will merge into the Indian entity and cease to exist without being wound up. After the merger, all assets, liabilities and operations of the US entity will be transferred to MoEngage India.

The move follows reports that MoEngage was exploring shifting its headquarters to India for a likely listing on the local bourses. The company has been in talks with advisers and bankers to discuss the IPO since at least last year.

Notably, in December 2025, MoEngage raised $180 Mn as part of its extended Series F round, taking the total capital raised during the round to $280 Mn.

Founded in 2014 by Raviteja Dodda and Yashwanth Kumar, MoEngage offers customer engagement, analytics and messaging tools used by marketing and product teams. The Bengaluru and San Francisco-based company claims to serve over 1,350 enterprises across 75 countries.

The development comes at a time when several Indian SaaS startups are reverse flipping to India for an eventual IPO, as domestic capital markets become a more practical option for public listings compared to overseas exchanges.

MoEngage’s move fits a pattern that has become increasingly common among late-stage Indian startups. Several VC backed companies that were originally structured overseas, mostly in the US or Singapore, are now shifting their legal base back to India as domestic public markets become more viable than overseas listings.

According to Inc42 data, more than 40 startups are expected to list over the next 18 months, spanning sectors such as fintech, ecommerce, consumer internet and enterprise SaaS. MoEngage’s reverse merger places it squarely among this cohort, which is preparing early for public market scrutiny.

Why India Makes Sense For MoEngage

MoEngage operates in the enterprise SaaS segment, which has historically leaned towards US listings due to global customer bases and dollar revenues. However, this logic is changing.

Indian public markets are now more comfortable with SaaS and tech-led businesses, especially those with scale, predictable revenue and improving margins. Listed peers such as RateGain, IndiaMART and Zaggle have helped build investor familiarity with SaaS metrics, while domestic institutions are increasingly backing new-age tech IPOs.

For MoEngage, which serves over 1,350 brands across 75 countries, India offers a deep pool of long-term capital without the valuation volatility and regulatory friction associated with US listings.

The timing of the merger also follows the $180 Mn fundraise last month. Late-stage funding followed by domicile restructuring has historically been a strong indicator of IPO intent. With fresh capital in place and the corporate structure now aligned, MoEngage appears to be entering the final phase of its pre-IPO journey.