Kwality Wall's (India) Limited has appointed Mr. Abhijit Bhattacharya and Mr. Tahir Toloy Tanridagli as Non-Executive Non-Independent Directors following approval from shareholders through a postal ballot. The resolutions were passed with a requisite majority, securing over 99% of the votes polled in favour of the appointments. The remote e-voting process, which concluded on June 28, 2026, saw significant participation from both promoter and public shareholders.

The postal ballot sought approval for two ordinary resolutions. The first resolution was for the appointment of Mr. Abhijit Bhattacharya (DIN: 11638966), and the second was for the appointment of Mr. Tahir Toloy Tanridagli (DIN: 11164403). Both individuals were appointed to the board in the Non-Executive Non-Independent capacity. The scrutinizer's report confirmed that the resolutions were passed with the requisite consent of the members.

The voting results indicated strong support across shareholder categories. For the resolution appointing Mr. Bhattacharya, 99.75% of the total votes polled were in favour, with 1,762,941,504 shares supporting the motion against 43,23,945 shares opposing it. Similarly, the resolution for Mr. Tanridagli received 99.80% approval, with 1,763,765,558 shares voting in favour and 3,501,103 shares voting against.

Voting Details

The remote e-voting period commenced on May 30, 2026, and concluded on June 28, 2026. The process was managed by KFin Technologies Limited, acting as the Registrar to an Issue and Share Transfer Agent. Mr. Nitesh Latwal, a Practicing Company Secretary, was appointed as the scrutinizer to oversee the e-voting process and ensure transparency.

The total number of members eligible to vote as on the record date was 1,127,570. The promoter and promoter group cast all their votes in favour of both resolutions, while public institutions and non-institutional shareholders also showed high levels of support. The company announced the results of the postal ballot on June 30, 2026.

Kwality Walls has entered into a three-year intellectual property agreement with Magnum IP Holdings B.V., setting a royalty rate of 0% until 31st March 2027 to support planned investments and stabilisation efforts following the demerger of its ice cream business. The agreement, ending on 31st March 2029, stipulates a royalty rate of 1% of turnover, defined as the net sale of licensed products plus applicable taxes, for FY 2027-28 and FY 2028-29 respectively. The royalty moratorium is intended to aid the company's revised strategic direction and financial position as it navigates the competitive landscape post-demerger.

The Board of Directors approved the proposal during its meeting held on 29th June 2026. The agreement restricts Kwality Walls' use of the licensed intellectual property to the sale of products within the Indian jurisdiction and mandates the maintenance of agreed standards for trademarks and product quality. Magnum IP Holdings B.V. and Kwality Walls form part of The Magnum Ice Cream Company group, classifying the transaction as a Related Party Transaction negotiated on an arm's length basis. The Board determined the arrangement aligns with arm's length principles based on an independent external assessment and oversight from the Audit Committee.

In personnel changes, the Board announced the cessation of Mr. Rohit Jhunhunwala as Senior Management Personnel of the company, effective from 1st July 2026, consequent to his assuming a new leadership role. Separately, the Board appointed Ms. Dimple Lalwani as the Internal Auditor of the company for FY 2026-27, effective from the same date. Ms. Lalwani brings over 13 years of global experience in integrated audits and regulatory compliance, holding certifications as a Certified Internal Auditor and Certified Information Systems Auditor.

Key Agreement Terms

The new Intellectual Property Agreement supersedes the trademark and technology arrangement previously novated to Kwality Walls pursuant to the Scheme of Demerger. It also replaces the transitional sub-licensing arrangement granted by Unilever IP Holdings B.V. to Kwality Walls. The Board meeting commenced at 04:30 P.M. (IST) and concluded at 05:32 P.M. (IST).