NCLT Approves Demerger Of Hindustan Unilever's Ice Cream Business Into Kwality Wall's

The National Company Law Tribunal on Thursday approved the demerger of Hindustan Unilever Limited's ice cream business into its wholly owned subsidiary, Kwality Wall's (India) Limited.

The scheme will create a separate, independently listed ice cream company and is part of the global restructuring plan of HUL's parent company, Unilever PLC.

The scheme was approved by a coram of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar. As per the order, the demerger will take effect from the appointed date, which is the first day of the month following the fulfillment of all conditions under the scheme.

Under the scheme, each HUL shareholder will receive one fully paid equity share of Kwality Wall's for every one share they hold in HUL. Shareholders will continue to hold their existing HUL shares while also gaining an equal number of shares in the new ice cream company.

As per HUL, its ice cream business, which includes well-known brands like Kwality Wall's, Cornetto, and Magnum, operates in a high-growth and attractive segment. The demerger is intended to unlock value for shareholders and allow them to continue participating in the growth of the ice cream business

The tribunal directed the companies to protect the interests of creditors and employees. All liabilities and claims related to the ice cream business will be the responsibility of Kwality Wall's, while HUL will ensure the subsidiary can meet these obligations. Creditors transferred to Kwality Wall's will not have any claims against HUL.

Both companies have agreed to comply with accounting standards, tax and GST regulations, and stock exchange compliances. The NCLT directed them to file the sanctioned scheme with the Registrar of Companies within 30 days and with Stamp Authorities within 60 days.

Case Title: Hindustan Unilever Limited And Kwality Wall's (India) Limited

Case Number: CP (CAA) NO. 201/MB/2025

For the Applicant: Senior Advocate Gaurav Joshi with Advocate Tapan Deshpande and Advocate Aekaanth Nair instructed by Amarchand Mangaldas

Click here to read/download order.