CCI vide its order dated July 1, 2016 has approved JV
entered between Nestlé and PAI (through Riviera Topco) which
would be jointly controlled by Nestlé and PAI (through
Riviera Topco) and would be principally active in the production,
distribution and sale of ice cream products in certain geographical
areas and to a limited extent in the production and sale of some
other frozen food products in certain European Economic Area
("EEA") countries, as well as chilled dairy products in
the Philippines, pursuant to execution of an Implementation
Agreement entered into among, inter alia , Nestle and Riviera
The following businesses would be transferred to the JV by
Nestlé and PAI respectively: i. Nestlé Contributed
Business: This comprises of (i) Nestlé's ice cream
business located in Europe, Middle East and North Africa (excluding
Israel) and certain other geographical areas, including Argentina,
Brazil, and the Philippines; (ii) some of Nestlé's
frozen food businesses in certain EEA countries; (iii)
Nestlé's chilled dairy business in the Philippines; and
(iv) certain logistics services in Russia, Switzerland and Italy in
relation to frozen pizza. The Nestlé Contributed Business
would be transferred by Nestlé to the JV. ii. R&R Ice
Cream plc ("R&R"): R&R, a subsidiary of PAI, is a
public limited company headquartered in the UK, is engaged in the
ice-cream business in the U.K., certain EEA countries, South
Africa, and Australia. It does not have any business activity or
operations in India. The entire business of R&R would be
transferred by PAI to the JV.
The JV will be operational in India only through export sales of
Nestlé's ice cream brand, Mövenpick of Switzerland
("MoS"). PAI, either directly or through its portfolio
companies, is not present in the ice cream market in India.
Accordingly, apart from MoS export sales, the JV will not be active
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The Ministry of Corporate Affairs notified on June 5, 2015 that certain provisions of the Companies Act, 2013 shall not apply to private limited companies or shall apply with such exceptions or modifications as directed in the notification.
Whilst trade and barter have existed since early times, the modern practice of forming business relationships through the means of contract has come into existence only since the industrial revolution in the West.
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