UPL Announces Restructuring To Create Second Largest Crop Protection Firm

Agrochemical manufacturer UPL Ltd, has announced a restructuring scheme involving UPL Agri, UPL Global Agri, and UPL Crop, leading to the creation of the second largest firm crop protection firm globally.

According to the exchange filing, the board of directors approved three key changes:

• Amalgamation of UPL SAS with and into UPL 1 (“Merger 1”)
• Demerger of the Demerged Undertaking (as defined in the Scheme) relating to the India Crop Protection Business (as defined in the Scheme) from UPL 1 to UPL 2 (“Demerger”)
• Amalgamation of UPL Cayman, a company incorporated in the Cayman Islands, with and into UPL 2 (“Merger 2”)

After the scheme turns effective, there will be two listed companies — the existing UPL 1, which is currently listed on BSE and NSE, and UPL 2, a dedicated crop protection platform which will be listed pursuant to the Scheme on the stock exchanges. 

"The appointed date for the Merger 1 shall be opening of business hours on April 1, 2026, whereas the appointed date for the Demerger and Merger 2 will be the Effective Date (as defined in the Scheme) of the Scheme," the exchange filing noted.

As per share swap ratios, UPL will issue 1,000 shares for every 48 shares held in UPL SAS. UPL Global Sustainable Agri will issue 1,000 shares for every 213 shares held in UPL Crop Protection.

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Post the restructuring, the promoter group will hold 33.1% in UPL and public shareholders 66.91%. In UPL Global Sustainable Agri, promoters will hold 71.6% while public shareholders will own 28.4%.

The company said the move is aimed at simplifying its structure and creating a focused crop protection platform. The transaction is expected to be completed within 12 to 15 months.

The UPL shares ended today's trading session 1.65% lower at Rs 751.75 apiece on BSE.