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UPL Limited Capital/Financing Update 2025

Sep 2, 2025

10597_rns_2025-09-02_e38c5f32-1ba8-479a-b4ec-fc60623cfee0.pdf

Capital/Financing Update

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UPL Limited , Uniphos House, C.D. Marg, 11[th] Road, Madhu Park, Khar (West), Mumbai – 400052, India

w: www.upl-ltd.com e: [email protected] t: +91 22 6856 8000

September 2, 2025

BSE Limited Mumbai

SCRIP CODE: 512070

National Stock Exchange of India Ltd Mumbai

SYMBOL: UPL

Sub: Internal realignment of businesses - Integration of Post Harvest Business (DECCO) with Advanta Seed business – Intimation under Regulation 30 read with Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Dear Sir / Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“SEBI Listing Regulations”), it is hereby informed that the Company has received an intimation today i.e. September 2, 2025, from Advanta Mauritius Limited, a subsidiary of Advanta Enterprises Limited that it has approved purchase of the post harvest business housed under Decco Holdings UK Limited wholly owned subsidiary of UPL Corporation Limited, Mauritius, a wholly owned subsidiary of the Company.

The same is in the nature of related party transaction and subject to the approval of shareholders of UPL Limited.

Post completion of transaction, Decco Business shall get consolidated with Advanta seed business.

The details as required under SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFDPod1/P/CIR//2023/123 dated 13[th] July 2023 are as under: -

Sr.
No.
Particulars Details Details Details
a. Name of the entity.
The
amount
and
percentage
of
the
turnover or revenue or
income and net worth
contributed by such unit
or
division
or
undertaking
or
subsidiary or associate
company of the listed
entity during the last
financial year.
Decco Holdings UK Limited (“DECCO”).
Details as per Consolidated Financial Statements of DECCO for
the year ended March 31, 2025:
(INR Crore)
Particulars
Amount
% of UPLs Consolidated
Financial statements
Revenue
933
1.98
Net-worth
431
1.75
Particulars Amount % of UPLs Consolidated
Financial statements
Revenue 933 1.98
Net-worth 431 1.75
b. Date
on
which
the
agreement for sale has
been entered into.
Considering that the transaction also needs approval of the
shareholders of UPL Limited, being in the nature of material
related party transaction, the agreement to sale will be entered
once the approval of UPL Shareholders is obtained.
c. Consideration
received
from such sale/disposal
The expected date of
completion
of
sale/disposal
The transaction is proposed to be concluded at an enterprise
valuation of ~US $502 Mn (subject to closing adjustments and
findings).
The sale/disposal is expected to be completed on or before
December 31, 2025.

Registered Office: 3-11, GIDC, Vapi, Valsad - 396 195, Gujarat, India. P +91 260 2432716 CIN: L24219GJ1985PLC025132

d. Brief details of buyers Advanta Mauritius Limited, a subsidiary of Advanta Enterprises
Limited, which is a part of the seeds platform of UPL Limited.
This is an internal group realignment. Decco business which is
effectively under wholly owned strucure shall get transferred to
Advanta seeds business where UPL’s effective holding will be
~78.21%, post conclusion of the transaction.
e. Whether
any
of
the
buyers belong to the
promoter/
promoter
group/group companies.
If yes, details thereof;
Whether the transaction
would fall within related
party
transactions?
If
yes, whether the same is
**done at“arm’s length”. **
This transaction is inter se amongst subsidiaries of UPL Limited.
Promoters of UPL Limited are not directly / indirectly interested.
The aforesaid transaction would fall within the ambit of related
party transactions and is proposed to be executed on arm’s
length, basis a valuation report received from KNAV Advisory
Private Limited, a registered valuer.
f. Whether the sale, lease or
disposal
of
the
undertaking is outside
Scheme of Arrangement?
If yes, details of the same
including
compliance
with regulation 37A of
LODR Regulations.
The transaction is in the nature of transfer of shares subject to
customary approvals.
g. Additionally, in case of a
slump
sale,
indicative
disclosures provided for
amalgamation/merger,
shall be disclosed by the
listed entity with respect
to such slump sale.
Not applicable.
h. Rationale Both entities share a strong service-led culture and a commitment
to delivering sustainable, science-based solutions to farmers and
food producers worldwide. The move is expected to bring
significant potential upside, driven by synergies in adjacent focus
areas, guidance from experienced and proven Advanta
leadership, shared back-end infrastructure, overlapping presence
in emerging markets, and opportunities for enhanced digitization.

We request you to take note of the same.

Thanking you,

Yours faithfully, For UPL Limited Sandeep Digitally signed by Sandeep Mohan Mohan Deshmukh Deshmukh Date: 2025.09.02 15:55:36 +05'30' Sandeep Deshmukh Company Secretary and Compliance Officer (ACS-10946)