Dabur India Ltd

Overview

• NCLT sanctions Scheme of Amalgamation between transferor and transferee.
• Appointed Date: 01.04.2026.
• Scheme binding on transferor, transferee, shareholders, and creditors.
• Effective Date to be determined after conditions are satisfied.

Rationale

• Strategic fit: premium ayurvedic hair care brand strengthens Dabur portfolio.
• Expands growth in hair oil via Dabur's distribution and R&D capabilities.
• Aims for synergies across finance, operations, and marketing.
• Improves cash/debt management and capital efficiency.
• Expected value creation for stakeholders through cost optimizations.

Key Terms & Structure

• Nature of transaction: Amalgamation of transferor into transferee.
• Share exchange: 10 Dabur per 146,779 Class A Sesa.
• Share exchange: 10 Dabur per 244,860 Class B Sesa.
• Share exchange: 10 Dabur per 433 CRPS.
• Approvals: NCLT sanction; equity shareholders and unsecured creditors approved.
• Tax: IT no objection; transferee to discharge future tax liabilities.
• Assets/Liabilities: transferor's undertakings vest in transferee.

Financial Impact

• Share-based consideration; no cash component indicated.
• Valuation-based exchange terms anchored by Finvox Analytics.

Stakeholder Impact

• Shareholders and creditors are bound by the sanctioned scheme.
• Employees of transferor become employees of transferee from Effective Date.
• Contracts, assets, and liabilities transfer to the transferee.
• Tax liabilities to devolve to transferee; compliance obligations remain.

Status & Next Steps

• NCLT order sanction dated 24.09.2026.
• Effective Date upon satisfaction of conditions.
• Scheme binding on both companies and stakeholders.
• SEBI and OL no-objection confirmations received; IT undertakings filed.
• Post-sanction filings with ROC and compliance of conditions.

Overview

• NCLT sanctions Amalgamation between Transferor and Transferee Companies.

Rationale & Benefits

• Integrates premium brand to strengthen Dabur's hair care portfolio and unlock growth.
• Expected revenue and cost synergies from integration.

Key Terms

• Appointed Date: 01-Apr-2026.
• NCLT sanction pronounced on 24-Sep-2026.
• Effective upon completion of statutory filings and other conditions.
• Share exchange ratio/consideration not disclosed.
• Equity shareholders and unsecured creditors approved the scheme on 2-May-2026.

Status & Next Steps

• NCLT sanction received; pending statutory filings and other formalities.
• Merger becomes effective after completion of required filings.

Impact on Operations

• Brand integration expands Dabur's portfolio and distribution reach.
• Integration aimed at revenue and cost synergies post-merger.

Meeting Details

• Date: November 04, 2026

Key Agenda Items

• Consider and approve unaudited standalone and consolidated results for quarter and half-year ended Sep 30, 2026; Limited Review.
• Consider declaration of interim dividend for financial year 2026-27.

Dabur India Limited trading window closed from October 01, 2026 to November 06, 2026 for the quarter and half-year ending September 30, 2026

ESG rating update

• Niche Ninety-Nine rated Dabur ESG at 71.95 score.
• Rating category is 'Leader' reflecting E, S, G performance.
• Dabur did not engage the agency; rating prepared independently from public data.
• Rating published online; Dabur website hosts information.
• Information received September 17, 2026.
• Rating link: niche99.com/niche99-esg-ratings.

CSA/ESG rating update

• S&P Global CSA assigned a CSA score of 85 and an ESG score of 86 for Dabur.
• Dabur voluntarily participated and underwent CSA in the current assessment cycle.
• Information received on September 17, 2026.
• Results published by S&P Global CSA; available on Dabur's website.
• No governance changes or operational actions disclosed.

Meeting Details

• Sept 21, 2026, 11:00 AM–5:00 PM; Anand Rathi G-200 Summit, Mumbai; physical.
• Sept 22, 2026, 11:00 AM–5:00 PM; J.P. Morgan India Group Conference, The St. Regis, Mumbai; physical.

Participants

• Company officials will attend the meetings.
• Key company roles expected: Group Company Secretary and Chief Compliance Officer.

Purpose

• Purpose: investor group conferences for interaction with analysts and institutional investors.

KMPs authorized for disclosures

• Ashok Kumar Jain remains authorized for disclosures to stock exchanges as EVP Finance, GCS, and CCO.
• Other authorized KMPs: Narang (Group Director Corporate Affairs), Malhotra (Global CEO), Jain (CFO), Gupta (Company Secretary).