Outcome of the Board Meeting held on 24th April 2025
The Company has informed BSE and NSE that the Board of Directors of the Company at its meeting held on 24th April 2025, inter alia, considered and approved the following:
1. Audited Financial Results (standalone and consolidated) for the financial year 2024-25 (“AFRs”). Enclosed are the AFRs along with the Report of the Auditors thereon; the declaration in respect of Audit Reports with unmodified opinion for the financial year 2024-25; and Press Release relating to the results. The AFRs shall be published in the newspapers as required under the Listing Regulations. The above are also being uploaded on the Company’s website at www.nestle.in.
2. Audited Financial Statements (standalone and consolidated) for the financial year 2024-25 including Balance Sheet as on 31st March 2025 and Statement of Profit and Loss and the Cash Flow Statement for the financial year ended on that date.
3. Recommended final dividend of Rs. 10/- (Rupees ten only) per equity share of the face value of Re. 1/- (Rupee one only) each for the financial year 2024-25 on the entire issued, subscribed and paid-up share capital of the Company of 964,157,160 equity shares of face value of Re. 1/- (Rupee one only) each.
4. On the recommendation of the Nomination and Remuneration Committee, re-appointment of Mr. Prathivadibhayankara Rajagopalan Ramesh (DIN: 01915274) [Mr. PR Ramesh] as an Independent Non-Executive Director of the Company for a second term of five consecutive years with effect from 1st July 2025, subject to approval of members at the ensuing 66th AGM. Details in accordance with the Listing Regulations read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November 2024 is given in Annexure - I to this letter.
5. On the recommendation of the Nomination and Remuneration Committee, recommended the appointment of Mr. Manish Tiwary (DIN: 02572830) as Managing Director of the Company for a period of five consecutive years with effect from 1st August 2025, subject to the approval of the members at the ensuing 66th AGM. Details in accordance with the Listing Regulations read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November 2024 (earlier SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13th July 2023) were previously disclosed by the Company vide its letter no. PKR:SG 90:24 dated 17th October 2024.
During the transition period as Managing Director (Designate), the Board of Directors, on the recommendation of the Nomination and Remuneration Committee, also appointed Mr. Manish Tiwary as Key Managerial Personnel of the Company with effect from 24th April 2025. Details in accordance with the Listing Regulations read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November 2024 is given in Annexure - II to this letter.
6. On the recommendation of the Audit Committee, appointment of M/s. S.N. Ananthasubramanian & Co., Practicing Company Secretaries (Firm Registration Number: P1991MH040400) as Secretarial Auditor of the Company for a period of five consecutive years commencing from financial year 2025-26 till financial year 2029-30, subject to approval of members at the ensuing 66th AGM. Details in accordance with the Listing Regulations read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November 2024 is given in Annexure - III to this letter.
7. Convening of 66th AGM of the Company on Thursday, 26th June 2025, through Video Conferencing/ Other Audio-Visual Means (VC/ OAVM) and fixed Friday, 4th July 2025 as Record Date for the purpose of determining entitlement of the members to the final dividend for the financial year 2024-25, if approved by the members at the ensuing 66th AGM, which shall be paid on and from Thursday, 24th July 2025. Enclosed is the intimation of the Record Date. The same shall also be uploaded on the Company’s website at www.nestle.in. Soft copy of the Annual Report and Notice of the 66th AGM shall be sent in due course.
