Sapphire Foods India Limited will hold its 17th Annual General Meeting (AGM) on Tuesday, July 21, 2026, at 5:00 PM IST via Video Conferencing (VC) or Other Audio Visual Means (OAVM). The meeting will transact ordinary and special business, including the adoption of audited financial statements for FY 2025-26, director re-appointments, and governance approvals. The AGM notice and Annual Report for FY 2025-26 were dispatched electronically on June 27, 2026, and are available on the company's website and stock exchange platforms. The company has also published the notice in newspapers, including the Financial Express and Jansatta, on June 28, 2026, pursuant to Regulation 30 of the SEBI Listing Regulations.

Meeting Details

The following table summarises the key logistical details of the 17th AGM:

Ordinary Business

Shareholders will consider the adoption of the Audited Standalone and Consolidated Financial Statements for FY 2025-26. Under ordinary business, the meeting will also seek re-appointment of Mr. Vijay Jain (Executive Director & CFO) and Mr. Kabir Thakur (Non-Executive Nominee Director), both of whom retire by rotation and are eligible for re-appointment.

Special Business and Director Appointments

The AGM agenda includes several significant special resolutions. The meeting will seek approval for the re-appointment of Mr. Sanjay Purohit as Whole-time Director & Group CEO for a term of five years from July 23, 2026, to July 22, 2031. Mr. Purohit's proposed remuneration includes a basic salary of ₹98,02,128 per annum and perquisites and allowances of ₹2,77,58,652 per annum.

The meeting will also consider the re-appointment of Mr. Sunil Chandiramani and Ms. Deepa Wadhwa as Independent Directors for a second term of five years ending August 4, 2031, with remuneration not exceeding ₹40,00,000 per annum each. Ms. Anu Aggarwal is also proposed for re-appointment as an Independent Director for a second term ending August 4, 2031, with no remuneration drawn. The continuation of Mr. Sumeet Narang as Non-Executive Nominee Director for five years from July 22, 2026, and the appointment of Mr. Vikram Agarwal as Non-Executive Nominee Director (appointed as Additional Director on June 19, 2026) will also be placed before shareholders.

Key Director Profiles

The following table provides a summary of the directors proposed for appointment or re-appointment:

FY 2025-26 Financial Highlights

The AGM will also review the company's financial performance for FY 2025-26. On a consolidated basis, total income increased by 8.03% to ₹31,533.61 million from ₹29,190.79 million in the previous year. Revenue from operations rose 8.45% to ₹31,253.17 million, while restaurant sales grew 8.37% to ₹31,159.02 million. The Group reported a loss after tax of ₹319.54 million for FY 2025-26, compared to a profit after tax of ₹167.04 million in FY 2024-25. On a standalone basis, total income stood at ₹26,511.99 million and net loss was ₹484.60 million.

Brand Performance Snapshot

KFC delivered revenue growth of 11% in FY26 with 575 restaurants in India, while Pizza Hut reported a revenue decline of 7.1% to ₹5,065 million with 341 restaurants. The Sri Lanka business reported revenue of ₹5,008 million, reflecting 18.4% growth, with 136 restaurants. Across the network, Sapphire Foods operated 1,052 restaurants of KFC, Pizza Hut, and Taco Bell as of March 31, 2026.

Proposed Merger with Devyani International

A key strategic development noted in the AGM materials is the Board-approved scheme of arrangement between Sapphire Foods India Limited (Transferor Company) and Devyani International Limited (Transferee Company), approved on January 1, 2026, subject to regulatory approvals. With effect from the Appointed Date of April 1, 2026, Sapphire Foods shall stand amalgamated with and absorbed into Devyani International. Under the scheme, shareholders of Sapphire Foods will receive 177 equity shares of Devyani International of ₹1 each, fully paid up, for every 100 equity shares of ₹2 each held. The merger aims to create the largest restaurant operator in India, with greater alignment and enhanced speed of decision-making.

Sapphire Foods India Limited has released its Environmental, Social and Governance (ESG) Report for the financial year 2025-26, detailing its sustainability performance and operational footprint. The report, aligned with the Global Reporting Initiative (GRI) Standards, was submitted to the exchanges on June 27, 2026. It covers the standalone operations of the company for the period from April 1, 2025, to March 31, 2026, highlighting advancements in sustainable packaging, energy conservation, and responsible sourcing across India and Sri Lanka.

The company reported operating 916 KFC and Pizza Hut restaurant outlets nationally as of March 31, 2026. Its international operations, managed through subsidiaries, include 136 outlets in Sri Lanka. The total workforce comprises 13,823 permanent employees, with women representing 38% of the total staff and 28% of management positions. Sapphire Foods noted that it does not employ any workers, categorising all its staff as permanent employees.

Sustainability Performance

Sapphire Foods disclosed significant advancements in its environmental initiatives. The company achieved 100% eco-friendly packaging across its operations and eliminated single-use plastics from consumer packaging. In terms of energy management, rooftop solar installations were expanded to 121 restaurants, marking a 34% increase over the previous year. Energy Management Systems (EMS) now cover 97% of KFC outlets and 100% of Pizza Hut outlets.

Water management efforts include equipping 100% of restaurants with wastewater disposal systems. The company reported that 100% of its suppliers are SEDEX members and approximately 100% are GFSI-certified. Additionally, over 92% of fresh produce sourcing is traceable. The report also confirmed that 100% of restaurants have FoSTaC-certified Restaurant General Managers.

Governance and Assurance

The governance of the company's sustainability agenda is overseen by the CSR & ESG Committee, with Mr. Sanjay Purohit, Whole-time Director and Group CEO, serving as the senior-most executive responsible for implementation. The report was prepared in accordance with Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and aligns with the National Guidelines on Responsible Business Conduct (NGRBC).

Bureau Veritas (India) Private Limited provided limited assurance on the sustainability and non-financial performance disclosures for FY 2025-26. The assurance engagement was conducted in accordance with the Standard on Sustainability Assurance Engagements (SSAE) 3000 and the Standard on Assurance Engagements (SAE) 3410. The independent statement confirmed that nothing came to their attention to indicate the BRSR disclosures were inaccurate.

The company identified material responsible business conduct issues, including food safety, supply chain management, and data privacy. It reported zero stakeholder complaints related to unfair trade practices, irresponsible advertising, or anti-competitive conduct during the reporting period. The BRSR also affirmed compliance with statutory requirements, with no instances of non-compliance regarding the NGRBC principles.