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Devyani International Limited (DIL) announced a significant Scheme of Arrangement to amalgamate and absorb Sapphire Foods India Limited (SFIL), a company listed on BSE and NSE. The board meeting held on January 1, 2026, approved the scheme, which will be effective from April 1, 2026. Upon amalgamation, DIL will issue 177 equity shares of Re. 1 each for every 100 equity shares of Rs. 2 each held in SFIL.

The company also approved a Merger Framework Agreement (MFA) with SFIL, RJ Corp Limited, Sapphire Foods Mauritius Limited, and Sagista Realty Advisors Private Limited. This scheme is subject to various regulatory approvals, including from the Competition Commission of India, stock exchanges, shareholders, creditors, and the National Company Law Tribunal (NCLT).

Additionally, DIL has entered into a binding term sheet to acquire 19 KFC stores owned by Yum! Restaurants (India) Private Limited (Yum India) for a lump sum payment of ₹90 crore. DIL will also pay ₹320 crore on the effective date of the scheme for granting rights to proceed with the merger and additional Territory Rights. This also records the understanding for current and future business organization between Yum India, DIL, and SFIL.

Furthermore, the board approved shifting the registered office from the National Capital Territory of Delhi to the State of Haryana, subject to shareholder and regulatory approvals. The company will also seek shareholder approval via postal ballot for this change and the consequential amendment in the Memorandum of Association.