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NCLT Clears HUL Ice-Cream Demerger Into Kwality Wall’s (India) Ltd

The decision starts the SEBI-regulated steps toward a public open offer ahead of a planned Q4 FY26 listing.

Overview

  • The Mumbai bench approved the Scheme of Arrangement under Sections 230–232 of the Companies Act and deemed it fair and reasonable.
  • HUL will transfer all ice-cream brands, including Kwality Wall’s, Cornetto, Magnum and Feast, along with related assets and liabilities, to Kwality Wall’s (India) Ltd.
  • HUL shareholders will receive one KWIL share for each HUL share, while Magnum HoldCo will own about 61.9% and must make an open offer to public investors under SEBI rules.
  • KWIL will take over five manufacturing facilities and about 1,200 employees, begin debt-free, and access dedicated funding to expand cold-chain capacity.
  • Following statutory filings, the demerger will become effective, with KWIL expected to list in Q4 FY26 and the overall separation targeted to complete by FY26-end.