The board cleared a composite scheme of arrangement aimed at unlocking shareholder value and simplifying the group structure. Once completed, the move will result in two listed companies UPL, which will continue as a diversified agriculture and specialty chemicals platform, and a new entity, UPL Global Sustainable Agri Solutions, which will house the consolidated crop protection business.
The restructuring will bring together UPL’s domestic and overseas crop protection operations under UPL Global, positioning it as a focused, integrated crop protection player with an independent management structure and capital-raising flexibility.
The plan involves three key steps. UPL Sustainable Agri Solutions, which houses the India crop protection platform and in which UPL holds a 90.91% stake, will be amalgamated into UPL. Second, the India crop protection business will be vertically demerged from UPL into UPL Global.
Third, UPL Crop Protection Holdings, the vehicle through which UPL holds a 77.78% stake in its international crop protection business, will be amalgamated into UPL Global.
Post completion, UPL Global will be listed on stock exchanges and will serve as a dedicated crop protection platform covering both Indian and global markets.
The company said the reorganisation is designed to provide clearer value discovery for investors. By separating the crop protection business from the broader diversified portfolio, shareholders will have the option to invest in either a focused pure-play crop protection company or a more diversified agriculture and specialty chemicals business, depending on their investment preferences and risk appetite.UPL also said the move will streamline its group structure by consolidating the crop protection operations into a single entity. This is expected to improve operational synergies across research and development, manufacturing, and global market access.
The integrated structure is likely to strengthen coordination between product development and commercialisation, particularly across geographies. The company highlighted that UPL Global will benefit from UPL’s established manufacturing base and research capabilities, along with a broad international product portfolio.
By placing these assets under a unified crop protection entity, management believes the business can operate with sharper strategic focus and improved capital allocation.
Another key objective is to enhance strategic and financial flexibility. Following the separation, UPL and UPL Global will be able to raise capital independently. This is expected to allow each entity to optimise its capital structure in line with its specific growth strategy. UPL Global, as a focused crop protection platform, may attract a distinct set of global investors, strategic partners and lenders who are specifically interested in that segment.
The company said the separation will also enable UPL Global to broaden its capital base and pursue growth opportunities with greater agility. By aligning business strategy and capital allocation more closely, the group expects to drive long-term value creation for stakeholders.
The transaction is subject to regulatory and other approvals and is expected to be completed within 12 to 15 months.
