Sapphire Foods Board Approves Merger With Devyani International Under 177:100 Share Swap Deal

The Sapphire Foods India Limited board today approved a scheme of arrangement to merge with Devyani International Limited, following recommendations from its Audit Committee and Independent Directors Committee, according to a regulatory filing.

Under the scheme, Sapphire Foods will amalgamate with and be absorbed into Devyani International.
According to the filing, Devyani International will issue and allot 177 equity shares (face value ₹1 each, fully paid up) for every 100 equity shares (face value ₹2 each, fully paid up) held by Sapphire Foods shareholders. This consideration applies to shareholders recorded in the register of members or depository records on the Record Date, as defined in the scheme.

The board also authorised the execution of a merger framework agreement dated January 1, 2026, with parties including Sapphire Foods Mauritius Limited (SFML), RJ Corp Limited (promoter of the Transferee Company), and Sagista Realty Advisors Private Limited, the Trustee of QSR Management Trust (QMT). The scheme takes effect from the Appointed Date, defined as April 1, 2026.