The Reverse Merger Republic: Piramal Finance, DHFL, and the Architecture of Cunning Capitalism
The Reverse Merger Republic: Piramal Finance, DHFL, and the Architecture of Cunning Capitalism Posted on 15th November, 2025 (GMT 04:55 hrs) ABSTRACT This article examines the DHFL resolution and Piramal Group’s subsequent restructuring as a paradigmatic case of contemporary financial consolidation in India, tracing how regulatory design, corporate strategy, and state-enabled mechanisms converged to produce an outcome that is legally final yet institutionally opaque. It analyses the RBI’s supervisory–administrative dual role, the CoC’s opacity, the judiciary’s tendency toward implied finality, and the structural conflicts that limited independent scrutiny during the insolvency process. The paper then situates Piramal’s rare reverse merger—where the listed parent (PEL) was absorbed into its regulated lending subsidiary (PFL)—as a decisive act executed amidst pending appeals, effectively embedding DHFL-acquired assets inside a newly listed NBFC-ICC. The listing-by-merger, driv...