UPL Limited has announced the forfeiture and cancellation of 2,64,278 partly paid-up equity shares due to non-payment of call money by shareholders. The Rights Issue Committee approved this action following the company's earlier warning to shareholders regarding potential forfeiture.

Forfeiture Details

The company disclosed the following details regarding the share forfeiture:

Background and Process

The forfeiture follows a structured process initiated by the company in November 2025. On November 27, 2025, UPL had informed the stock exchanges that the Rights Issue Committee had approved the issuance of Final Reminder Cum Forfeiture Notices to holders of partly paid-up equity shares.

These notices were sent to shareholders who had not paid the required call money, which included:

• First Call amounts
• Second and Final Call amounts
• Both call amounts in some cases

The notices clearly warned shareholders that failure to pay the outstanding call money along with applicable interest would result in forfeiture of their partly paid-up equity shares, including the amounts already paid on these shares.

Regulatory Compliance

UPL made this disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company informed both BSE Limited (Scrip Code: 512070) and National Stock Exchange of India Limited (Symbol: UPL) about this corporate action.

The forfeiture and cancellation of these partly paid-up equity shares represents the completion of the process that began with the reminder notices issued in November 2025, demonstrating the company's adherence to regulatory procedures for handling unpaid call money situations.

UPL Limited has filed its quarterly monitoring agency report for the period ended December 31, 2025, detailing the utilization of proceeds from its rights issue worth ₹3,377.74 crore. The report, submitted to BSE and NSE on February 2, 2026, confirms compliance with regulatory requirements under SEBI regulations.

Rights Issue Utilization Overview

The monitoring agency report, prepared by CARE Ratings Limited, reveals that UPL utilized ₹74.8 crore during Q3 FY26 from its rights issue proceeds. The funds were primarily deployed for working capital vendor payments as part of the company's general corporate purposes allocation.

Object-wise Fund Deployment

The rights issue proceeds were allocated across three primary objectives, with the majority earmarked for debt reduction. The company has made substantial progress in utilizing funds according to the original plan outlined in the offer document.

Debt Repayment Progress

The largest allocation of ₹3,008.8 crore was designated for prepayment and redemption of outstanding borrowings. As of December 31, 2025, the company had utilized ₹2,989.7 crore for this purpose, with no additional deployment during Q3 FY26. This represents near-complete utilization of the allocated amount for debt reduction.

General Corporate Purposes

Under the general corporate purposes category, UPL allocated ₹337.8 crore, of which ₹332.2 crore has been utilized cumulatively. During Q3 FY26, the company deployed ₹74.8 crore specifically for working capital vendor payments, demonstrating active use of funds for operational requirements.

Compliance and Monitoring

The monitoring agency confirmed no deviations from the disclosed objects of the issue, with all utilization proceeding as per the offer document. CARE Ratings Limited verified the deployment through chartered accountant certificates, bank statements, and management certifications from Vora & Associates.

Unutilized Funds Management

The remaining ₹13.3 crore of unutilized proceeds is maintained in designated accounts, including ₹8.1 crore in the allotment account and ₹5.2 crore in the partly paid-up rights share account. The monitoring agency noted no delays in implementation of the stated objects, with all activities progressing according to the FY27 completion timeline.

Regulatory Framework

The report was submitted in compliance with Regulation 32(6) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Regulation 82(4) of SEBI (Issue of Capital and Disclosure Requirement) Regulations, 2018. The company confirmed that detailed information is available on its investor relations website for stakeholder reference.