HUL Ice Cream Demerger: Cost Apportionment Guidance Issued to Shareholders

2 min read     Updated on 13 Dec 2025, 09:36 PM
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Reviewed by
Ashish TScanX News Team
Overview

Hindustan Unilever has successfully completed the demerger of its ice cream business to Kwality Wall's (India) Limited, with 234.96 crore shares allotted to eligible shareholders. The company has provided detailed guidance on cost apportionment, allocating 98.09% to HUL shares and 1.91% to KWIL shares based on net worth calculations as of November 30.

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*this image is generated using AI for illustrative purposes only.

Hindustan Unilever Limited (HUL), a leading FMCG company in India, has successfully completed the demerger of its ice cream business to Kwality Wall's (India) Limited (KWIL). Following the completion, the company has issued detailed guidance to shareholders regarding the apportionment of acquisition costs for their shareholdings.

Demerger Completion Details

Kwality Wall's (India) Limited has officially completed the share allotment process following the approved demerger scheme. The Board of KWIL, at its meeting held on December 12, approved the allotment of shares to eligible HUL shareholders.

Parameter: Details
Total Shares Allotted: 234.96 crore equity shares
Face Value: ₹1.00 per share
Allotment Date: December 12
Record Date: December 5
Share Entitlement Ratio: 1:1 (One KWIL share for every HUL share)
Share Form: Dematerialized form only
Effective Date: December 1
Appointed Date: December 1

Cost Apportionment Guidelines

HUL has provided shareholders with specific guidance on apportioning their total cost of acquisition between HUL and KWIL shares post-demerger. The apportionment ratio has been determined based on the net worth of HUL and the net assets of the Ice Cream Business Undertaking as of November 30.

Entity: Cost Apportionment Percentage
Hindustan Unilever Limited: 98.09%
Kwality Wall's (India) Limited: 1.91%

Practical Example

For shareholders who purchased 1,000 HUL shares at ₹400.00 per share (total cost ₹4,00,000.00), the cost apportionment would be:

Component: Amount
Original Total Cost: ₹4,00,000.00
KWIL Shares Cost (1.91%): ₹7,640.00
Remaining HUL Shares Cost: ₹3,92,360.00
KWIL Shares Received: 1,000 shares

Regulatory Compliance and Tax Implications

The demerger has been structured in accordance with Section 2(19AA) of the Income Tax Act, 1961. Under Section 47(vid) of the Act, the allotment of KWIL equity shares will not be regarded as a transfer. Additionally, as per explanation 1(i)(g) to Section 2(42A) of the Act, the date of acquisition of HUL equity shares will be deemed to be the date of acquisition for KWIL equity shares.

Corporate Structure Changes

As part of the demerger process, KWIL's Board has approved the cancellation and reduction of its entire pre-scheme paid-up share capital comprising 5.00 crore fully paid-up equity shares of ₹1.00 each, which was entirely held by HUL. Consequently, KWIL has ceased to be a wholly-owned subsidiary of Hindustan Unilever with effect from December 12.

Listing and Governance Structure

KWIL will take necessary steps to obtain listing and trading permission for the allotted equity shares from BSE Limited and National Stock Exchange of India Limited. The newly allotted equity shares will remain frozen until listing and trading permission is granted by the stock exchanges. The company has established statutory committees required for a listed company and appointed senior managerial personnel to support its operations as an independent entity.

Historical Stock Returns for Hindustan Unilever

1 Day5 Days1 Month6 Months1 Year5 Years
-2.72%-2.79%-8.86%-17.50%-4.01%-8.66%

Hindustan Unilever Reports Company Secretary Resignation at Kwality Walls Subsidiary

1 min read     Updated on 10 Dec 2025, 10:13 PM
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Reviewed by
Suketu GScanX News Team
Overview

Hindustan Unilever Limited disclosed the resignation of Ms Vidhi Sanghvi as Company Secretary and Compliance Officer of subsidiary Kwality Walls (India) Limited, effective December 9, 2025. The disclosure was made in compliance with stock exchange observation letters and SEBI regulations requiring continuous reporting of material information about KWIL during the ongoing scheme of arrangement process between HUL and KWIL under the Companies Act, 2013.

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*this image is generated using AI for illustrative purposes only.

Hindustan Unilever Limited has informed stock exchanges about a key personnel change at its subsidiary Kwality Walls (India) Limited (KWIL) as part of ongoing compliance requirements related to their scheme of arrangement. The disclosure was made on December 10, 2025, following communication from KWIL regarding material updates.

Key Personnel Change at Kwality Walls

Ms Vidhi Sanghvi, who served as Company Secretary and Compliance Officer of KWIL, submitted her resignation on December 9, 2025. The resignation details are outlined below:

Parameter: Details
Position: Company Secretary and Compliance Officer
Resignation Date: December 9, 2025
Effective Date: Close of business hours on December 9, 2025
Reason: To pursue other opportunities
Communication Date: December 10, 2025

KWIL acknowledged Ms Sanghvi's contributions and expressed good wishes for her future endeavours. The resignation letter was signed by Prashant Premrajka, Additional (Executive) Director and Chief Financial Officer of KWIL.

Regulatory Compliance Framework

This disclosure forms part of Hindustan Unilever's compliance obligations under the scheme of arrangement between HUL and KWIL. The company is required to continuously disclose material information about KWIL to stock exchanges as per:

  • Observation letters from NSE (NSE/LIST/46775 dated May 14, 2025) and BSE (DCS/AMAL/TS/R37/3581/2025-26 dated May 14, 2025)
  • SEBI Listing Obligations and Disclosure Requirements Regulations, 2015
  • SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024

Scheme of Arrangement Context

The disclosure relates to the ongoing scheme of arrangement between Hindustan Unilever Limited and Kwality Walls (India) Limited under Sections 230 to 232 of the Companies Act, 2013. As part of this process, stock exchanges have mandated continuous disclosure of material events and updates concerning KWIL.

Kwality Walls (India) Limited, incorporated in 2025 with CIN U10505MH2025PLC437886, operates from its registered office at Oberoi Commerz II, International Business Park, Oberoi Garden City, Goregaon East, Mumbai. The company falls under the regulatory oversight requirements established for the scheme of arrangement proceedings.

The resignation represents a routine corporate governance matter that requires disclosure due to the specific compliance framework established for the scheme of arrangement between the two entities.

Historical Stock Returns for Hindustan Unilever

1 Day5 Days1 Month6 Months1 Year5 Years
-2.72%-2.79%-8.86%-17.50%-4.01%-8.66%

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1 Year Returns:-4.01%