Cello Group's decides to simplify its corporate structure

Cello World Limited ("CWL" or "Transferee Company") is a company incorporated under the provisions of the Act.

- Anirudha Jain

CWL is engaged in the business of trading of "Consumer Products" namely plastic and rubber products such as water bottles, storage container and jars, tiffin and lunch carriers, glassware, steel flasks and jars. CWL holds 54.92% of equity share capital of WPL. The equity shares of CWL are listed on nationwide bourses.

In 2023, CWL came out with an Initial Public Offer which was conducted through an offer for sale amounting to INR 1900 crore.

The entire offer for sale was of shares held by promoters thus, the entire amount was received by Rathod family (promoter). In 2024, to meet minimum public shareholding, CWL did qualified institutional placement and raised circa INR 737 crore.

Wim Plast Limited ("WPL" or "Transferor Company" or "Demerged Company") is inter alia engaged in the businesses of manufacturing of plastic products such as plastic moulded furniture, extrusion sheets, air coolers, dustbins, industrial pallets and industrial and engineering moulds and investment business. WPL is a subsidiary of CWL. The equity shares of WPL are listed on BSE Limited since October 1994.

Cello Consumer Products Private Limited ("CCPPL" or "Resulting Company") is a company incorporated under the provisions of the Act (as defined hereinafter). CCPPL carries on the Manufacturing Business (as defined hereinafter). CCPPL is a wholly owned subsidiary of CWL.

Proposed transaction

The Board of Directors of CWL, WPL and CCPPL at their respective board meetings, approved a composite scheme of arrangement which inter-alia provides for:

• Demerger of the Demerged Undertaking (as defined hereinafter] from WPL into CCPPL on a going concern basis, and issue of equity shares by CWL (being holding company of CCPPL) to the shareholders of WPL (other than the shares held by CWL), in consideration thereof and