5008752026-11-025008752026-11-022026-11-025008752026-11-022026-11-02AmalgamatedEntityDomain15008752026-11-02AmalgamatedEntityDomain15008752026-11-022026-11-02AmalgamatedEntityDomain25008752026-11-02AmalgamatedEntityDomain2xbrli:purexbrli:shares500875ITC LimitedITCNOTLISTEDINE154A01025NewAmalgamation/ Mergertrue2026-11-0218:05:002026-11-02Sproutlife Foods Private LimitedTransferorSubsidiaryTotal Assets: Rs. 150.07 Crores; Turnover: Rs. 451.71 Crores; Net Worth: Rs. 5.22 Crores Note: Based on Audited Standalone Financial Statements for FY 2025-26287981000028798100000000ITC LimitedTransfereeListed Entity (self)Total Assets: Rs. 88,915.86 Crores; Turnover: Rs. 80,867.49 Crores; Net Worth: Rs. 68,434.16 Crores Note: Based on Audited Standalone Financial Statements for FY 2025-2600125288085160.999831040650.000212531912581100125288085160.999831040650.0002125319125811true2026-11-022026-11-02falsefalsetrueTransferor Company: Sproutlife is primarily engaged in the business of manufacture and sale of food products, including bars, muesli, oats, protein-rich foods and peanut butter, catering to health-conscious consumers under the new-age, digital-first brand ‘Yoga Bar’. Transferee Company: ITC is one of India’s leading private sector companies and a diversified conglomerate with businesses spanning Fast Moving Consumer Goods (Cigarettes & Cigars, Branded Packaged Foods, Personal Care Products, Education & Stationery Products, Safety Matches and Agarbattis), Paperboards, Paper and Packaging, and Agri Business.The proposed amalgamation of Sproutlife with ITC will, inter alia, have the following benefits: (a) Enable seamless integration of business operations of both the companies, thereby unlocking the full potential of the combined business operations and maximising value creation opportunities through realisation of synergies; (b) Achieve optimal deployment of financial, managerial and operational resources across the combined business operations by accessing the shared talent pool and common resources; (c) Enhance efficiency of capital allocation by consolidating and optimising the cash flows and financial resources of both the companies; and (d) Result in reduction of the number of operating entities to simplify the corporate holding structure.OthersSince Sproutlife is a wholly owned subsidiary of ITC, all Equity Shares of Sproutlife held by ITC and its nominees shall stand cancelled and extinguished upon the amalgamation becoming effective, and ITC will not be required to issue any fresh shares.There will not be any change in the shareholding pattern of ITC pursuant to the aforesaid amalgamation.1) Whether the transaction would fall within related party transactions? If yes, whether the same is done at “arm’s length” - Sproutlife, being a wholly owned subsidiary, is a related party of ITC. Transfer of all assets, liabilities, rights, obligations and employees of Sproutlife to ITC, as part of the proposal for amalgamation, will be at arm’s length. 2) The pre and post Shareholding Pattern of ITC (the Transferee Company), as disclosed above, is based on data as on date. 3) The Issued, Subscribed and Paid-up Share Capital of ITC (the Transferee Company) may undergo changes from time to time consequent to issue and allotment of shares under the Employee Share Based Benefit Schemes of the Transferee Company. The same has not been taken into account for determining the post-amalgamation shareholding pattern of ITC.