EPL Limited has informed the Exchange regarding Outcome of Board Meeting held on March 29, 2026 to consider and approve the Scheme of amalgamation (by way of merger by absorption) of Indovida India Private Limited with EPL Limited and their respective shareholders ( Scheme ), along with the execution of requisite agreements in relation to the Scheme, details of which are enclosed as a part of the intimation.
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EPL Limited's board, at a meeting on March 29, 2026, approved a scheme of amalgamation to merge Indovida India Private Limited into EPL via merger by absorption, under Sections 230-232 of the Companies Act, 2013. The share exchange ratio is fixed at 286 EPL equity shares (face value INR 2) for every 10,000 Indovida India shares (face value INR 10), based on a joint valuation by BDO and D&P India and a fairness opinion from Ernst & Young. As of Dec 31, 2025, Indovida India had a turnover of INR 3,809 crore and net-worth of INR 6,459 crore (post its own acquisition of Indovida Netherlands from IVL), while EPL had a turnover of INR 4,568 crore and net-worth of INR 1,717 crore. The merger will lift promoter shareholding dramatically from 25.97% to 68.37%, with Indorama Netherlands B.V. (IVL) becoming a co-promoter alongside existing promoter Epsilon Bidco. EPL also signed a Merger Implementation Agreement, Shareholders' Agreement, and a 5-10 year Transition Services Agreement with IVL and group entities. The scheme still requires NCLT, SEBI, CCI, stock exchange, and shareholder/creditor approvals to become effective.
Public shareholders face significant dilution, with their stake dropping from 74.03% to 31.63% as IVL gains promoter status with the right to nominate at least 3 directors, materially shifting control of the company. While the merger aims at cost synergies and a wider product range in packaging, retail investors should weigh the loss of influence and the dependence on related-party transition services against the strategic benefits.