Cello World Limited has scheduled an earnings conference call to discuss the audited financial results for the financial year ended March 31, 2026. The meeting is set for Friday, May 29, 2026, at 09:00 a.m. Indian Standard Time, pursuant to Regulation 30 of the Listing Regulations.

The conference call will be represented by Mr. Gaurav Rathod, Joint Managing Director, and Mr. Atul Parolia, CFO. Investors can access the call via universal access numbers or toll-free lines from various international locations including Hong Kong, Singapore, the UK, and the USA. A transcript of the proceedings will be made available on the company's website.

This announcement follows the company's intimation regarding its board meeting scheduled for Wednesday, May 27, 2026. The board will consider and approve the audited financial results for FY2026, both standalone and consolidated. Additionally, the board will evaluate and recommend a final dividend on equity shares for the fiscal year 2026, subject to shareholder approval at the upcoming Annual General Meeting.

Agenda Details

The board meeting on May 27 will cover the following key points:

• Consideration of audited financial results (Standalone & Consolidated) for FY2026.
• Recommendation of final dividend, if any, for FY2026.
• Taking on record the NCLT order dated May 14, 2026.
• Fixation of the effective date for the sanctioned scheme.

Conference Call Access

Participants can join the discussion using the following contact details:

The trading window for dealing in the company's securities remains closed for all designated persons. Initially closed from April 1, 2026, the window will continue to remain shut until 48 hours after the financial results are uploaded to the stock exchange portals.

Cello World Limited disclosed on May 15, 2026, that the Hon'ble National Company Law Tribunal (NCLT), Ahmedabad Bench, had uploaded an order dated May 14, 2026, sanctioning the Composite Scheme of Arrangement among Wim Plast Limited (WPL), Cello Consumer Products Private Limited (CCPPL), and Cello World Limited (CWL), along with their respective shareholders and creditors. The disclosure was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The joint company petition was filed on December 12, 2025, as the second motion under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013.

Parties to the Scheme

The three petitioner companies involved in the composite scheme are incorporated and registered in Daman and Diu, India. The key details of the parties are summarised below:

The bench comprised Mrs. Chitra Hankare, Hon'ble Member (Judicial), and Dr. Velamur G Venkata Chalapathy, Hon'ble Member (Technical). Mr. Ravi Pahwa appeared for the applicants, Mr. Shivpal Singh represented the Regional Director, and Mr. Aman Mir appeared for the Income Tax Department.

Structure of the Composite Scheme

The scheme envisages a two-step corporate restructuring exercise. The first step involves the demerger, transfer, and vesting of the demerged undertaking (as defined in the scheme) from WPL into CCPPL on a going concern basis. The second step involves the amalgamation of WPL with CWL, with CWL issuing equity shares to the shareholders of WPL (other than shares held by CWL) as consideration for both steps. The scheme also provides for various other matters consequential and incidental to these transactions.

The key stated benefits of the amalgamation, as submitted by the petitioners, include:

• Synergy of operations and economies of scale, with legal and regulatory compliances of both listed entities unified and streamlined
• Consolidation of ownership interests in one listed company instead of two listed entities
• Unified approach on customer engagement, distribution, and supply chain management, leading to operational and financial efficiencies

Regulatory Compliance and Statutory Approvals

Prior to the NCLT order, the petitioner companies obtained no-objection letters from BSE and NSE on July 3, 2025, and July 2, 2025, respectively. The share exchange ratio was determined by KPMG Valuation Services LLP, a registered valuer, vide a report dated November 12, 2024. A fairness opinion dated November 12, 2024, was also obtained from an independent SEBI-registered merchant banker. The boards of directors of the petitioner companies approved the scheme vide separate board resolutions dated November 12, 2024. Stakeholder meetings were conducted as directed by the tribunal, with notices published in Indian Express (English, national edition) and Sandesh (vernacular, Gujarat edition) on November 4, 2025.

The Regional Director, ROC Goa, Official Liquidator, and Income Tax Department filed their respective reports. The ROC noted an ongoing inquiry under Section 206(4) of the Companies Act, 2013, ordered by the office of the Director General (Corporate Affairs) regarding alleged misstatements in Cello World's RHP and Prospectus. The petitioners clarified that the scheme is a purely corporate restructuring exercise and that all pending proceedings against the third petitioner company shall continue unaffected. The Income Tax Department raised no objection to the scheme, and no-objection letters from the Income Tax Department were received by the first and second petitioner companies.

Key Directions in the NCLT Order

The NCLT, while sanctioning the scheme, issued several key directions to the petitioner companies:

• The petitioner companies must comply with statutory filing requirements sought by the Regional Director and Registrar of Companies
• The transferee company must complete the assessment and payment of dues of the transferor company pertaining to the period prior to the scheme within one year
• The petitioner companies must lodge a certified copy of the order with the concerned Superintendent of Stamps for adjudication of stamp duty, if any, within 60 days from the date of the order
• A copy of the order along with the scheme must be filed with the Registrar of Companies electronically via e-form INC-28, in addition to a physical copy, within 30 days from the date of issuance of the certified copy
• Legal fees and expenses of the office of the Regional Director, Goa, are quantified at Rs. 50,000/- in respect of the petitioner companies, to be paid by the transferee company
• Legal fees and expenses of the office of the Official Liquidator, Goa, are quantified at Rs. 20,000/- in respect of Petitioner No. 1, to be paid by the transferee company

The tribunal also clarified that the order does not grant any exemption from payment of stamp duty, taxes including income tax and GST, or any other charges, and does not waive any ongoing proceedings or enquiries before the Ministry of Corporate Affairs or any other market regulator or statutory authority.

Implications for Employees and Pending Proceedings

All workers and employees of the demerged or amalgamating company shall be deemed to have become workers and employees of Petitioner No. 3 (CWL) from the appointed date, without any break or interruption in service. Their terms and conditions of employment shall not be less favourable than those applicable to them with reference to the transferor company as on the effective date. All proceedings pending against Petitioner No. 1 shall continue by or against Petitioner No. 2 and Petitioner No. 3, as applicable, based on the assets and liabilities transferred under the scheme.