Future Consumer Limited (FCL) has announced a strategic move to address the financial challenges faced by two of its wholly-owned subsidiaries. The company's Board of Directors has approved the conversion of outstanding dues into optionally convertible debentures for The Nilgiri Dairy Farm Private Limited (NDFPL) and Aadhaar Retailing Limited (ARL).

Key Details of the Transaction

Business Overview of Subsidiaries

The Nilgiri Dairy Farm Private Limited (NDFPL)

• Engaged in manufacturing, marketing, and distribution of dairy and bakery products
• Operates under the brand name 'Nilgiris 1905'
• Distributes fast-moving consumer goods and staples to retail outlets

Aadhaar Retailing Limited (ARL)

• Focuses on distribution of fast-moving consumer products
• Utilizes wholesale distribution and franchisee models

Financial Performance

NDFPL Turnover (Rs. in Lakhs)

ARL Turnover (Rs. in Lakhs)

Rationale and Impact

The primary objective of this transaction is to alleviate the interest burden that these subsidiaries are currently unable to manage. By converting the outstanding loans into optionally convertible debentures, Future Consumer Limited aims to provide financial relief to NDFPL and ARL, both of which are reporting negative net worth.

Transaction Timeline and Approvals

• The proposed conversions are expected to be completed by March 31, 2026.
• The transactions are subject to necessary approvals and consents under applicable provisions.

Regulatory Compliance

This decision was disclosed in compliance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

Future Consumer Limited's move to convert outstanding dues into convertible securities for its struggling subsidiaries reflects the company's efforts to manage financial challenges within its group. As these subsidiaries play crucial roles in FCL's business ecosystem, particularly in the FMCG and retail sectors, this financial restructuring may help in stabilizing their operations.

Future Consumer Limited (FCL), a key player in India's consumer goods sector, continues to navigate legal proceedings at the National Company Law Tribunal (NCLT) in Mumbai. The company has provided an important correction regarding the ongoing case filed by Resurgent India Special Situations Fund, clarifying a date error in its previous disclosure.

Date Correction and Latest Update

In a follow-up disclosure dated December 10, 2025, Future Consumer Limited issued a correction to its earlier communication regarding the NCLT proceedings. The company clarified that the next hearing date was mistakenly reported in the previous disclosure.

The correction was necessary to ensure accurate information is available to all stakeholders and regulatory authorities regarding the timeline of the legal proceedings.

Case Background and Timeline

The legal proceedings have followed a structured timeline with multiple hearings and submissions:

During the December 10, 2025 hearing, counsel Mr. Shyam Kapadia represented Future Consumer Limited and successfully submitted Additional Affidavit and Written Submissions, which were taken on record by the Tribunal.

Current Proceedings Status

The case involves Resurgent India Special Situations Fund as the Financial Creditor and Future Consumer Limited as the Corporate Debtor. Despite document submissions during the December 10 hearing, arguments could not be taken up due to the Tribunal's scheduling constraints, leading to the adjournment to January 16, 2026.

Regulatory Compliance

In adherence to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Future Consumer Limited has maintained transparency by promptly correcting the disclosure error and informing BSE Limited and the National Stock Exchange of India Limited. Managing Director Samson Samuel continues to oversee the regulatory filings and stakeholder communications.

The January 16, 2026 hearing is expected to be significant as the Tribunal will consider the submitted documents and hear arguments from both parties in this ongoing corporate legal matter.