DALMIASUG2026-11-03DALMIASUG2026-11-032026-11-03DALMIASUG2026-11-032026-11-03DemergedEntityDomain1DALMIASUG2026-11-03DemergedEntityDomain1DALMIASUG2026-11-032026-11-03DemergedEntityDomain2DALMIASUG2026-11-03DemergedEntityDomain2iso4217:INRxbrli:purexbrli:shares500097Dalmia Bharat Sugar and Industries LimitedDALMIASUG500097INE495A01022NewDe-mergertrue2026-11-0318:30:002026-11-03The proposed Scheme provides for the demerger, transfer and vesting of the Demerged Undertaking of Hippostores Technology Private Limited (“HTPL”), an unlisted private limited company, into Dalmia Bharat Sugar and Industries Limited (“DBSIL”), an existing listed company, on a going concern basis. The Demerged Undertaking comprises the developed proprietary technology solutions, data analytics capabilities, intellectual property and associated business operations and undertaking being currently used for providing agri-tech solutions, along with its businesses, assets, liabilities, contractual rights, obligations and resources forming part of the Demerged Undertaking, as defined in the Scheme. The Demerged Undertaking also includes technology solution and related assets associated with HTPL's retail and solutions business, the operations of which are presently suspended. The Remaining Business of HTPL, comprising digital marketing, branding and related services, shall continue to remain with HTPL following the proposed demerger. Hippostores Technology Private LimitedDemergedOthersPromoter Group8070000000.027000000100007000000170000001000070000001Dalmia Bharat Sugar and Industries LimitedResultingListed Entity (self)00606341220.7491203051810.250900809393031606341220.7491203051810.250900809393031Shares7000000:1No cash consideration is proposed to be discharged as the consideration for the proposed demerger of the Demerged Undertaking to the Resulting Company. In consideration of the proposed demerger, DBSIL shall issue and allot fully paid-up redeemable preference shares of face value INR 10 each (“RPS”) to the eligible shareholders of HTPL as on the Record Date, in accordance with the following share-entitlement ratios: (i) 1,588 fully paid-up Redeemable Preference Shares (“RPS”) having a face value of INR 10/- (Indian Rupees Ten Only) of the Resulting Company for every 10,000 fully paid-up Optionally Convertible Redeemable Preference Shares (Series A) (“OCRPS”)) having a face value of INR 10/- (Indian Rupees Ten Only) each of the Demerged Company and; (ii) 01 fully paid-up Redeemable Preference Shares (“RPS”) having a face value of INR 10/- (Indian Rupees Ten Only) of the Resulting Company for 34,44,50,000 fully paid-up Optionally Convertible Redeemable Preference Shares (“OCRPS”) having a face value of INR 10/- (Indian Rupees Ten Only) each of the Demerged Company and; (iii) 01 fully paid-up Redeemable Preference Shares (“RPS”) of INR 10/- (Indian Rupees Ten Only) of the Resulting Company for 70,00,000 fully paid-up equity share having a face value of INR 10/- (Indian Rupees Ten Only) each of the Demerged Company.Considering the future prospects of the tech solution business and its integration synergies into the Resulting Company, the Demerged Company and the Resulting Company have mutually decided to demerge the Demerged Undertaking of the Demerged Company into the Resulting Company. The Rationale and benefits of the scheme (as provided in the Scheme) are as under: a) Seamless Integration of the Tech Business: The integration of the Tech Business with the Resulting Company will enable closer alignment of technology capabilities exclusively with the Resulting Company’s core operations. b) Cane area monitoring and Sustainability: The integration of technology capabilities and solution is expected to facilitate better monitoring of cane area, optimisation of processes and resources, enhanced productivity and greater operational profitability through the yield improvement. c) Competitive Advantage through Early Adoption of Technology: The proposed demerger will enable the Resulting Company to leverage technology, data-driven capabilities and innovative solutions to gain a competitive advantage through the early adoption and deployment of technology-led solutions which shall enhance operational efficiency and customer engagement, and strengthen its overall business performance. d) Reduction in time required for development of in house solution which the Resulting Company would have developed independently e) Opportunity to Tap Overseas Markets: The proposed demerger will further enable the Resulting Company to leverage the existing experience to explore and tap opportunities in overseas markets in future. Dalmia Bharat Sugar and Industries Limited (Resulting Company) Pursuant to the proposed Scheme, DBSIL shall issue Redeemable Preference Shares (“RPS” or “New Shares”) to the eligible shareholders of HTPL. No fresh equity shares of DBSIL are proposed to be issued under the Scheme. Accordingly, the issued and paid-up equity share capital and the proportionate equity shareholding of the existing shareholders of DBSIL is not proposed to undergo any change. However, 6,74,90,002 fully paid-up redeemable preference shares of face value INR 10 each shall be issued and allotted, aggregating to INR 67,49,00,020/-, to the eligible shareholders of HTPL in accordance with the Scheme. Hippostores Technology Private Limited (Demerged Company) The issued and paid-up equity share capital and the proportionate equity shareholding of the existing shareholders of Hippo is not proposed to undergo any change solely by reason of the proposed demerger. The Scheme also provides for the reduction of the issued, subscribed and paid-up share capital of the Demerged Company by way of cancellation and extinguishment of the Series A Optionally Convertible Redeemable Preference Shares (OCRPS) and Optionally Convertible Redeemable Preference Shares (OCRPS) of the Demerged Company, in accordance with the terms and conditions set out in the Scheme and pursuant to the applicable provisions of the Act.falseDBSIL is an existing listed company whose equity shares are listed on BSE Limited and the National Stock Exchange of India Limited. The redeemable preference shares proposed to be issued and allotted by DBSIL pursuant to the Scheme shall not be listed on Stock Exchange. The existing listed equity shares of DBSIL shall continue to remain listed, subject to compliance with applicable regulatory requirements.