United Spirits Limited will invest ₹2.69 crore to acquire a 10.08% stake in Nuvola Spirits Private Limited (NSPL), strengthening its presence in the premium craft beverage segment. The investment involves subscribing to 17,350 Compulsory Convertible Preference Shares (CCPS) and 10 equity shares of NSPL on a fully diluted basis. The Board of Directors approved the investment at its meeting held on July 22, 2026, with the transaction slated for completion on or before September 21, 2026.

About Nuvola Spirits Private Limited

NSPL, incorporated on August 2, 2023, operates as an alcohol and non-alcohol beverage company under the brand names "Mikiamo" and "Seoulmate". Its product portfolio includes Soju (Korean RTD spirit) and Italian liqueurs such as Limoncello, Meloncello, and Amara Rosso. The entity reported a turnover of ₹0.38 crore and a negative net worth of ₹0.15 crore for the year ended March 31, 2025, with its entire revenue currently generated from India.

The financial performance of Nuvola Spirits Private Limited across recent periods is summarised below:

Transaction Structure and Investor Rights

The transaction is not a related party transaction, and the promoters, promoter group, and group companies of United Spirits Limited have no interest in NSPL. As part of the Share Subscription and Shareholder Agreement (SSHA) dated July 22, 2026, United Spirits Limited has secured customary investor protection rights, including the right to appoint one director and an observer to the Board of NSPL. The agreement also includes tag-along and drag-along rights, while NSPL promoters retain a right of first offer if United Spirits proposes to transfer shares to a third party.

The definitive agreements further provide an option for United Spirits Limited to acquire the remaining shares held by other shareholders at a pre-determined valuation methodology, subject to NSPL achieving specific pre-agreed milestones within a defined time period. This strategic move allows the company to back innovative founders and capitalize on emerging consumer trends in the premium craft beverage space.

United Spirits Limited has scheduled its 27th Annual General Meeting for August 4, 2026, to be held via video conferencing. The Board of Directors has recommended a final dividend of ₹11 per share for the financial year 2025-26, subject to approval by the members. The record date for determining eligibility for the dividend has been fixed as July 8, 2026, with payment scheduled on or after August 13, 2026.

The meeting will be conducted through Video Conferencing and Other Audio-Visual Means, with the deemed venue being the company's Registered Office in Bengaluru. The notice and Integrated Annual Report for FY26 have been dispatched electronically to members with registered email addresses. Physical copies containing a weblink and QR code are being sent to members who have not registered their email IDs, in compliance with SEBI Listing Regulations.

E-voting and Participation Details

The company has provided a remote e-voting facility through NSDL to enable shareholders to cast their votes on all resolutions. The remote e-voting period commences on July 30, 2026, at 09:00 hours IST and concludes on August 3, 2026, at 17:00 hours IST. Shareholders who vote remotely cannot vote again during the meeting, though they may attend.

The cut-off date for determining voting eligibility is July 28, 2026. Mr. Sudhir V. Hulyalkar, Company Secretary in Practice, has been appointed as the scrutinizer for the e-voting process. Members holding shares in physical form have been advised to dematerialize their holdings, as trading in the company's equity shares is permitted only in dematerialized form.

Key AGM and Dividend Dates

The company has mandated that dividends will be paid only via RBI-approved electronic payment facilities, discontinuing the issuance of demand drafts and warrants. Shareholders are required to ensure their bank details, PAN, and residential status are updated with the Registrar and Share Transfer Agent or Depository Participants to facilitate dividend payment and compliance with tax deduction at source norms.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE854D01024/11e76d78cc504f4c.pdf