Nestle India Ltd

Event update

• One-on-one meeting with an institutional investor scheduled for 31 August 2026 at 11:30 IST in Mumbai.
• Intimation uploaded on the company's website.

Public notice for physical share dematerialisation window

• Newspaper advertisement published on 12 August 2026 informs physical-shareholders about SEBI's transfer and dematerialisation window.
• Notice is also uploaded on the Nestlé India website for record.

Growth strategy

• Double-digit volume growth observed in recent quarters.
• Five-year volume CAGR about 4.2%.
• Premium portfolio share rose 11% to 14%, outpacing overall growth.
• Brand penetration is mid-50s across MAGGI, NESCAFÉ, KITKAT.
• Growth supported by direct distribution and rural expansion.

Channel and reach

• Outlet reach expanded by about 500,000 stores in five years.
• Direct distribution emphasizes freshness and shelf life.
• E-commerce and q-commerce grow faster than market average.
• Q-commerce partnerships used as launchpads for innovations like MAGGI Bowl.

Portfolio and innovation

• NESCAFÉ Can and Roastery drive premium coffee experiences.
• KITKAT Delight boosts premiumization, resonates with Gen Z.
• Pro Plan cat nutrition launched with urinary care and hair-fall solutions.
• NESPRESSO four boutique stores across three cities; capsules and espresso range.
• CERELAC introduced ZAS zero-added-sugar alongside standard CERELAC.

Efficiency and technology

• Cost savings accelerated to 2.6% in 2025; prior 1.8–1.9%.
• Advertising spend up ~40% in recent quarters; ROI monitored.
• Digital marketing accounts for 55–60% of spend; ROI uplift expected.
• Capex over Rs 64 billion in five years; MAGGI Rs 170 Cr; Munch Rs 225 Cr.
• SAP S/4HANA ERP migration enables data-driven decisions across value chain.
• Manesar R&D hub links global research with Indian consumer needs.

Macro environment and outlook

• GST tailwinds supported volumes; no GST downside observed in prior year.
• Macro headwinds include inflation and currency volatility; long-term growth remains intact.
• India remains Nestlé's priority market and growth driver for the group.
• Sustained investment behind brands and technology to support growth.

Q&A highlights

• Organic growth focus; no imminent M&A plans; emphasis on existing brands.
• Ad spend rising; ROI tracked; not guaranteed to stay at 40% each quarter.
• E-commerce importance; focus on category share and robust supply-chain partnerships.
• CERELAC ZAS and standard CERELAC both gaining traction after consumer feedback.
• Three new businesses—cereals, pet foods, NESPRESSO; no Drools synergy discussed.
• Milk and nutrition growth driven by execution, science, and affordable price points.

AGM details

• Date: 3 July 2026; Time: 10:30–13:29 IST; Mode: VC/OAVM.
• Deemed venue: Registered office, New Delhi.

Key resolutions

• Ordinary: Adopt standalone and consolidated financial statements for FY 2025-26.
• Ordinary: Confirm interim dividend and declare final dividend.
• Ordinary: Re-appoint Mandeep Singh Chhatwal as Director.
• Ordinary: Ratify remuneration of Cost Auditors for 2026-27.
• Special: Board declared Special Dividend of ₹2 per share, subject to member approval.

Voting results

• All resolutions passed with requisite majority.
• No material dissent reported; outcomes declared by the Scrutinizer.

Dividends

• Final dividend: ₹5 per equity share.
• Interim dividend already declared and paid.
• Special dividend: ₹2 per share proposed by Board, payable with Final Dividend, subject to approval.

Director changes

• Re-appointment of Mandeep Singh Chhatwal as Director (retiring by rotation).

Auditors

• Cost Auditors remuneration for FY2026-27 approved: ₹2,64,000 plus expenses.

Tax assessment details

• Re-assessment order under Tripura VAT Act 2004 and CST Act 1956 received 14 July 2026.
• VAT demand ₹3,41,01,270; interest ₹2,91,56,585.88; and penalty ₹34,10,127.
• No material impact on financials or operations anticipated.
• Company will explore options to challenge the Order.
• Order issued by Superintendent of Taxes Charge-IV, Agartala.

Dematerialisation status

• The securities in the demat certificate have been listed on the stock exchanges.
• Physical certificates received for dematerialisation were mutilated and cancelled after verification.
• The depository's name has been substituted as registered owner in records.

AGM details

• 67th AGM held on 3 July 2026 via VC/OAVM.
• Start time 10:30 IST; end time 01:29 PM IST.
• Record date for voting rights: 26 June 2026.
• Last date for postal ballot forms: 3 July 2026.

Resolutions

• Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Declare final dividend for FY2025-26; interim dividend already paid.
• Re-appoint Mandeep Singh Chhatwal as director, retiring by rotation.
• Ratify remuneration of Ramanath Iyer & Co., Cost Accountants, for 2026-27.

Voting results

• Resolution 1 passed: 99.88% in favour; 0.12% against.
• Resolution 2 passed: 99.99% in favour; 0.01% against.
• Resolution 3 passed: 99.85% in favour; 0.15% against.
• Resolution 4 passed: 99.99% in favour; 0.01% against.

Dividend details

• Final dividend declared on equity shares for FY2025-26.
• Per-share amount not disclosed in filing.

Director and auditor matters

• Director: Mandeep Singh Chhatwal to be re-appointed.
• Cost Auditor remuneration ratified for 2026-27: Ramanath Iyer & Co., Firm No. 000019.

AGM details

• Date: 3 July 2026; Time: 10:30–13:29 IST; Mode: VC/OAVM.
• Remote e-Voting window: 30 June–2 July 2026.
• Deemed venue: registered office, New Delhi.

Key resolutions

• Final dividend for year ended 31 March 2026.
• Re-appointment of director by rotation.
• Remuneration ratification of cost auditors for 2026-27.

Voting results

• Voting results to be submitted to stock exchanges.

Dividend

• Final dividend for year ended 31 March 2026.

Director changes

• Director to be re-appointed by rotation.

Auditor appointments

• Cost Auditor remuneration ratification approved.

Material related party transactions

• No material related party transactions disclosed in this chunk.

Other material approvals

• No other material approvals disclosed in this chunk.

Dividend declaration and AGM condition

• Board declares Special Dividend 2026 of Rs 2 per equity share.
• Dividend paid from balance reclassified amount of Rs 7,410.1 million in retained earnings.
• Record date fixed as 10 July 2026; payment from 30 July 2026 with final FY2025-26 dividend.
• Subject to members' approval at the 67th AGM on 3 July 2026.

Financial context and scheme movements

• Standalone audited FY ended 31 March 2026: Retained earnings Rs 51,070.7 million.
• Rs 8,374.3 million reclassified from General Reserve to Retained Earnings under the NCLT Scheme.
• Rs 964.2 million capitalised via 1:1 bonus issue in August 2025.
• Balance reclassified amount Rs 7,410.1 million included in Total Retained Earnings as at 31 March 2026.