ITC Limited Approves Amalgamation of Wholly Owned Subsidiary Sproutlife Foods Private Limited Effective April 2026
The scheme, subject to regulatory approvals, consolidates Sproutlife's business under ITC without any share issuance or change in ITC's shareholding pattern.
ITC Limited's board has approved the scheme of amalgamation of its wholly owned subsidiary Sproutlife Foods Private Limited with ITC, effective from April 1, 2026. The merger aims to integrate operations, realize synergies, and optimize resources without any share issuance or change in ITC's shareholding pattern.
ITC Limited
Acquisition / Amalgamation / Merger / Demerger
ITC Limited's board has approved the scheme to amalgamate its wholly owned subsidiary, Sproutlife Foods Private Limited, with itself, effective from April 1, 2026. This restructuring integrates Sproutlife’s food products business into ITC’s diversified operations.
Sproutlife Foods Private Limited is engaged in manufacturing and selling health-focused food products such as bars, muesli, oats, protein-rich foods, and peanut butter under the Yoga Bar brand, targeting health-conscious consumers.
ITC Limited is a major Indian conglomerate with businesses across fast moving consumer goods, paperboards, packaging, agricultural commodities, and information technology.
According to the audited standalone financials for FY 2025-26, Sproutlife reported total assets of ₹150.07 crores and a turnover of ₹451.71 crores, while ITC reported total assets of ₹88,915.86 crores and a turnover of ₹80,867.49 crores.
The amalgamation will occur at arm’s length, with all Sproutlife equity shares held by ITC cancelled upon completion, so ITC will not issue any new shares.
The merger aims to streamline corporate structure, optimize capital and management resources, and realize operational synergies without impacting ITC's shareholding pattern.
Highlights
- Board approved amalgamation on November 2, 2026, effective from April 1, 2026, subject to approvals.
- Sproutlife is ITC’s wholly owned subsidiary specializing in health-oriented food products.
- No fresh shares will be issued; Sproutlife shares held by ITC will be cancelled.
- The scheme intends to simplify corporate structure and integrate business operations.
- Sproutlife's FY 2025-26 turnover was ₹451.71 crores; ITC's turnover was ₹80,867.49 crores.
Key Data Snapshot
What happened
- ITC Limited’s board approved the scheme to amalgamate its wholly owned subsidiary Sproutlife Foods Private Limited into ITC.
- The merger is effective from April 1, 2026, subject to necessary regulatory approvals.
- Sproutlife’s equity shares held by ITC will be cancelled with no new shares issued by ITC.
Key details
- Sproutlife specializes in health-focused food products such as bars, muesli, oats, and peanut butter under the Yoga Bar brand.
- ITC Limited operates diverse businesses including FMCG, paperboards and packaging, agri-business, and IT.
- The amalgamation aims to integrate operations to realize synergies, optimize resources, and simplify the corporate structure.
- The transaction is a related party transaction conducted at arm’s length.
Transaction details
- The amalgamation will transfer all assets, liabilities, rights, obligations, and employees of Sproutlife to ITC.
- No cash or share consideration will be made since Sproutlife is wholly owned by ITC.
- The shareholding pattern of ITC remains unchanged post amalgamation.
Highlights
- Board approved amalgamation on November 2, 2026, effective from April 1, 2026, subject to approvals.
- Sproutlife is ITC’s wholly owned subsidiary specializing in health-oriented food products.
- No fresh shares will be issued; Sproutlife shares held by ITC will be cancelled.
- The scheme intends to simplify corporate structure and integrate business operations.
- Sproutlife's FY 2025-26 turnover was ₹451.71 crores; ITC's turnover was ₹80,867.49 crores.
Disclosures
- Sections 230 and 232 of the Companies Act, 2013
- SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- SEBI Master Circular dated 30th January, 2026
Sproutlife Foods Private Limited is a wholly owned subsidiary of ITC Limited and thus a related party.
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