Demuric Holdings consolidates 21.41% stake in UPL via amalgamation

1 min read     Updated on 22 Jul 2026, 07:05 PM
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Demuric Holdings Private Limited has acquired a 21.41% stake in UPL Limited through a Scheme of Amalgamation effective July 21, 2026, increasing its total shareholding to 22.03%. The acquisition involved the transfer of 18,07,64,622 shares from Nerka Chemicals Private Limited, a wholly owned subsidiary, as part of an internal reorganization. The disclosure was filed under Regulation 10(6) of the SEBI (SAST) Regulations, 2011, confirming no change in ultimate beneficial ownership.

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Demuric Holdings Private Limited has consolidated its position in UPL Limited by acquiring 21.41% of the agrochemical company's equity shares through a Scheme of Amalgamation effective July 21, 2026. The transaction, involving the merger of wholly owned subsidiaries Nerka Chemicals Private Limited and Goyal Consulting Services Private Limited into Demuric, increased the promoter group entity's total shareholding to 22.03%. This internal reorganization converted an indirect holding into a direct holding without altering the ultimate beneficial ownership or control.

Prior to the amalgamation, Demuric Holdings held 52,28,343 shares, representing 0.62% of the total voting capital. The acquisition involved the transfer of 18,07,64,622 shares previously held by Nerka Chemicals Private Limited. Consequently, the post-acquisition holding stands at 18,59,92,965 shares, constituting 22.03% of the total share capital. The equity share capital of UPL Limited remains at ₹1,68,83,38,636, divided into 844,169,318 equity shares of ₹2 each, with no changes to the total diluted share capital.

The disclosure was filed by Rajnikant Devidas Shroff, Director of Demuric Holdings Private Limited, in compliance with Regulation 10(6) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The acquirer is exempt from making an open offer under Regulation 10(1)(d)(iii) of the SEBI (SAST) Regulations, 2011, as the transaction was in the nature of an internal reorganization. The filing was submitted to BSE Limited and National Stock Exchange of India Limited.

Shareholding Details

Description Number of Shares % of Total Share Capital
Holding before acquisition 52,28,343 0.62%
Shares acquired 18,07,64,622 21.41%
Holding after acquisition 18,59,92,965 22.03%

Historical Stock Returns for UPL

1 Day5 Days1 Month6 Months1 Year5 Years
-0.75%-3.74%+0.95%-14.25%-17.17%-23.38%

How will this direct consolidation of promoter holding influence UPL's future strategic decision-making and governance structure?

Does this internal reorganization signal a precursor to further restructuring or potential divestments within the UPL group?

What impact will the exemption from the open offer have on minority shareholder sentiment and stock liquidity?

UPL Limited Schedules 42nd AGM on August 6, 2026; Reports Strong FY26 Performance

4 min read     Updated on 19 Jul 2026, 09:46 AM
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UPL Limited has scheduled its 42nd AGM for August 6, 2026, alongside releasing its FY26 Annual Report. The company delivered strong FY26 performance with consolidated revenue of ₹51,839 crore (+11% YoY), EBITDA of ₹9,588 crore (+18% YoY), and contribution margin expansion of 220 bps to 41.2%. Gross debt was reduced by $850 million, net debt-to-EBITDA improved to 1.6x, and a final dividend of ₹6 per share was recommended. Key strategic developments include a Composite Scheme of Arrangement to consolidate crop protection businesses and Advanta's DRHP filing for a proposed IPO.

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UPL Limited has scheduled its 42nd Annual General Meeting (AGM) for Thursday, August 6, 2026, at 01:30 p.m. (IST), to be conducted through Video Conferencing/Other Audio-Visual Means (VC/OAVM). The company has dispatched the Notice of the AGM and the Annual Report for FY2025-26 to members, with electronic copies sent on Wednesday, July 15, 2026. The notice, signed by Company Secretary Sandeep Deshmukh, was filed with BSE Limited and the National Stock Exchange of India.

AGM Key Details

The facility for remote e-voting will be available to members whose names appear in the Register of Members or Beneficial Owners as of the cut-off date, Thursday, July 30, 2026. The remote e-voting period commences at 9:00 a.m. (IST) on Monday, August 3, 2026, and concludes at 5:00 p.m. (IST) on Wednesday, August 5, 2026. Members who have cast their votes remotely may attend the meeting but cannot vote again.

Parameter: Details
AGM Date & Time: Thursday, August 6, 2026 at 01:30 p.m. (IST)
Mode: Video Conferencing / Other Audio-Visual Means (VC/OAVM)
Cut-off Date for E-Voting: Thursday, July 30, 2026
Remote E-Voting Start: Monday, August 3, 2026 at 09:00 a.m. (IST)
Remote E-Voting End: Wednesday, August 5, 2026 at 05:00 p.m. (IST)
E-Voting Service Provider: National Securities Depository Limited (NSDL)
Record Date for Dividend: Friday, July 17, 2026
Final Dividend Recommended: ₹6 per equity share of face value ₹2 each (300%)

Documents required for the AGM, including standalone and consolidated financial statements for FY2025-26, are available for inspection by members on the company's website at www.upl-ltd.com and on the websites of BSE Limited and National Stock Exchange of India Limited. Members can participate in the AGM through VC/OAVM or view the live webcast at https://www.evoting.nsdl.com .

FY26 Financial Performance

FY26 marked a year of broad-based growth for UPL. Consolidated revenue grew 11% year-on-year to ₹51,839 crore, driven primarily by volume growth across key markets. EBITDA increased 18% to ₹9,588 crore, supported by a 220 basis points expansion in contribution margins to 41.2%. Profit Before Tax rose nearly fourfold to ₹3,157 crore, while operational PATMI improved to more than 2.5 times of the previous year.

Metric: FY26 FY25
Revenue (₹ crore): 51,839 46,637
EBITDA (₹ crore): 9,588 ~8,127
EBITDA Margin (%): 18.50%
PAT (₹ crore): 2,353
PAT Margin (%): 4.50%
EPS (₹/share): 22.30
Net Debt to EBITDA: 1.6x 2.1x
Return on Equity (%): 6.10% 3.20%
Net Worth (₹ crore): 34,696
Net Debt (₹ crore): 15,325
Cash from Operations (₹ crore): 7,855

Platform-Wise Revenue Performance

Across business platforms, UPL Corp (international crop protection) reached ₹38,277 crore, reflecting 11% YoY growth. Advanta (global seeds and post-harvest) contributed ₹6,837 crore, up 23% YoY, driven by strong field corn demand. UPL SAS (India crop protection) reported flat revenue at ₹3,212 crore, while SUPERFORM (specialty chemicals) posted ₹10,298 crore, up 1% YoY with its Super Specialty Chemicals segment achieving 20% YoY growth.

Platform: FY26 Revenue (₹ crore) YoY Growth
UPL Corp (International Crop Protection): 38,277 +11%
Advanta (Seeds & Post-Harvest): 6,837 +23%
UPL SAS (India Crop Protection): 3,212 Flat
SUPERFORM (Specialty Chemicals): 10,298 +1%

Balance Sheet Strengthening and Deleveraging

A key highlight of FY26 was aggressive deleveraging. Gross debt declined by $850 million and net debt reduced by over $400 million during the year. The company redeemed the $400 million perpetual bond at its first call date in May 2025, funded entirely through internal cash accruals, and repaid approximately $500 million of additional debt. Net Debt-to-EBITDA improved from 2.1x in FY25 to approximately 1.6x. Free Cash Flow to Equity stood at ₹3,226 crore, and working capital cycle remained efficient at around 57 days.

Strategic Developments

The Board of Directors approved a Composite Scheme of Arrangement on February 20, 2026, involving the amalgamation of UPL Sustainable Agri Solutions Limited into UPL Limited, demerger of the India Crop Protection business into UPL Global Sustainable Agri Solutions Limited, and amalgamation of UPL Crop Protection Holdings Limited into UPL Global. The scheme is subject to requisite statutory and regulatory approvals.

In January 2026, Advanta Enterprises Limited filed its Draft Red Herring Prospectus (DRHP) with SEBI for a proposed IPO, structured as a pure Offer for Sale of up to 3,61,05,578 equity shares by UPL Limited and existing global investors. Additionally, UPL became the first issuer to complete the secondary listing of its existing Global Depository Receipts programme on NSE IX, effective January 30, 2026.

Sustainability and ESG Highlights

UPL achieved a DJSI ESG score of 77 out of 100 in the 2025 S&P Global Corporate Sustainability Assessment, representing one of the highest scores within the global agrochemical sector, and has been included in the Dow Jones Best-in-Class World Index for three consecutive years. Compared to the FY20 baseline, the company reduced carbon intensity by 39%, water intensity by 55%, and waste intensity by 55%. The company's CSR initiatives positively impacted approximately 1.80 million lives globally.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE628A01036/3a43ca83e2ff4a24.pdf

Historical Stock Returns for UPL

1 Day5 Days1 Month6 Months1 Year5 Years
-0.75%-3.74%+0.95%-14.25%-17.17%-23.38%

How will the proposed demerger of the India Crop Protection business impact UPL's overall profitability and market focus in the coming fiscal year?

What is the expected timeline for receiving regulatory approvals on the Composite Scheme of Arrangement approved by the Board?

Will the significant deleveraging in FY26 enable UPL to increase its dividend payout ratio or pursue further strategic acquisitions?

More News on UPL

1 Year Returns:-17.17%