Adani Ports and Special Economic Zone Limited has entered into a Share Purchase Agreement with Jaiprakash Associates Limited to acquire 100% of the shareholding of Jaypee Fertilizers & Industries Limited for ₹1,500 crore in cash. The transaction is being undertaken as part of the resolution plan approved by the National Company Law Tribunal (NCLT) for Jaiprakash Associates Limited and is expected to be consummated on the 'Effective Date' under the plan, which shall not be later than 90 days from the NCLT approval date of March 17, 2026.

Acquisition Details

The following table summarises the key parameters of the transaction:

The target entity, Jaypee Fertilizers & Industries Limited, is the holding company of Kanpur Fertilizers and Chemicals Limited. This subsidiary holds approximately 243 acres of industrial and commercial land in Kanpur, which is considered strategically ideal for the development of a world-class logistics park and warehousing facilities aligned with Adani Ports' logistics business.

Strategic Rationale

This acquisition is designed to consolidate Adani Ports' inland logistics presence and service capabilities in North India. The move aligns with its ambition to expand its Multi-Modal Logistics Park (MMLP) network from 12 to 16 locations and increase warehousing capacity by approximately four times by 2031.

Regulatory Approvals and Timeline

All necessary regulatory approvals have been secured. The key milestones in the approval process are outlined below:

The Competition Commission of India (CCI) granted its approval on August 26, 2025. The NCLT, Allahabad bench, subsequently approved the resolution plan on March 17, 2026, a decision upheld by the National Company Law Appellate Tribunal (NCLAT) on May 04, 2026. The acquisition is expected to be consummated within 90 days from the NCLT approval date.

Target Entity Overview

Jaypee Fertilizers & Industries Limited was incorporated on June 03, 2010, and operates within the fertilizer and chemicals industry. The entity has a wholly-owned subsidiary, Jaypee Uttar Bharat Vikas Private Limited, and a step-down subsidiary, Kanpur Fertilizers and Chemicals Limited. The target entity does not constitute a related party transaction, and the promoter group does not hold any interest in the entity being acquired.

The financial performance of the target entity is presented below:

Adani Ports and Special Economic Zone Limited has submitted a declaration regarding the encumbrance of shares held by its promoter group for the financial year ended March 31, 2026. The disclosure was made to the National Stock Exchange of India Limited and the Bombay Stock Exchange Limited in compliance with Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The S.B. Adani Family Trust, a promoter group entity, confirmed on behalf of the entire promoter and promoter group that no encumbrance has been created over the shares of adani ports & sez , directly or indirectly, during the financial year. This declaration excludes any encumbrances for which disclosures were already made during the same period under the relevant provisions of the regulations.

Promoter Shareholding Details

The shareholding of the promoter and promoter group stood at 1,56,71,96,238 shares as on March 31, 2026. This represents 68.02% of the total share capital and 68.02% of the total diluted share capital. The detailed breakdown of the holdings across various promoter group entities is provided below.

The declaration was signed by authorised signatories Pritamkumar Shah and Nenmal Shah on April 4, 2026.