Dabur's Board Approves Amalgamation of Sesa Care
By Ankur Chandra | Updated at: May 31, 2025 10:43 PM IST
Dabur India Ltd has announced that the Board of Directors of the company, in their meeting held on February 05, 2010, have approved the Scheme of Amalgamation of Sesa Care Private Ltd with the company.
Transaction Overview
The merger, under sections 230 to 232 of the Companies Act, 2013, is not a cash transaction and will be executed through a share exchange arrangement. The shareholders of Sesa Care will get equity shares of Dabur at the following ratios:
- 10 equity shares of Dabur (₹1 each) for every
- 1,46,779 Class A equity shares of Sesa Care (₹10 each)
- 2,44,860 Class B equity shares of Sesa Care (₹6 each)
- 433 cumulative redeemable preference shares of Sesa Care (₹10 each)
No shares will be issued for those held by Dabur in Sesa Care, and such holdings will stand cancelled upon the scheme’s effectiveness.
Shareholding Impact
The post-merger shareholding pattern of Dabur will see marginal changes:
| Shareholders | Pre-Scheme Holding | Post-Scheme Holding |
|---|---|---|
| Promoters | 66.22% (1,17,45,43,985 shares) | 66.21% (1,17,45,43,985 shares) |
| Non-Promoters | 33.78% (59,91,46,187 shares) | 33.79% (59,94,89,708 shares) |
| Total | 1,77,36,90,172 shares | 1,77,40,33,693 shares |
The exchange ratios were validated by Finvox Analytics (Registered Valuer) and deemed fair by Sundae Capital Advisors, an independent SEBI-registered merchant banker.
Next Steps
The amalgamation is still pending approval by SEBI, BSE, NSE, NCLT, and shareholders and creditors of both parties involved. The development marks an important milestone for Dabur as the company continues to invest in and grow its presence in the Ayurvedic wellness and personal care space.
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REF: https://nsearchives.nseindia.com/corporate/DABUR_26052025185200_letter.pdf
