Thursday, 13 August 2026

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Home / Mergers & Acquisitions / Zuari Industries Approves Up to ₹180 Crore Acquisitions in Texmaco Infrastructure and Zuari Agro Chemicals
MA · Mergers & Acquisitions

Zuari Industries Approves Up to ₹180 Crore Acquisitions in Texmaco Infrastructure and Zuari Agro Chemicals

Zuari Industries Limited (NSE: ZUARIIND | BSE: 500780) has approved two significant investment transactions involving Texmaco Infrastructure & Holdings Limited (TIHL) and Zuari Agro Chemicals Limited (ZACL). The company’s Board approved the acquisitions at its meeting held on August 13, 2026.

The combined value of the proposed acquisitions is up to ₹180 crore, with up to ₹150 crore earmarked for TIHL and up to ₹30 crore for ZACL.

₹150 Crore Acquisition in Texmaco Infrastructure & Holdings

Zuari Industries has approved the acquisition of equity shares of Texmaco Infrastructure & Holdings Limited for an aggregate amount of up to ₹150 crore, in one or more tranches.

The shares will be acquired from Zuari International Limited (ZIntL), a wholly owned subsidiary of Zuari Industries. The transaction is proposed to be executed through the stock exchange mechanism, including block deals, or through another transfer mechanism permitted under applicable laws and SEBI regulations.

Why Is Zuari Industries Acquiring TIHL?

According to the company, the acquisition is being undertaken to consolidate the investment portfolio at the listed holding-company level.

TIHL operates across real estate, mini hydel power and investments. The company was incorporated on August 4, 1939.

Its standalone turnover over the last three financial years was:

Financial Year Turnover
FY2025-26 ₹11.45 crore
FY2024-25 ₹9.16 crore
FY2023-24 ₹9.33 crore

Zuari Industries and Zuari International currently hold an aggregate 30.83% stake in TIHL. The exact number of shares to be acquired will depend on the market price at the time each tranche is executed.

The promoter and promoter group collectively hold 66.55% of TIHL. Following the proposed acquisition, this aggregate promoter-group holding is expected to remain unchanged at 66.55%.

₹30 Crore Acquisition in Zuari Agro Chemicals

The Board has also approved the acquisition of equity shares of Zuari Agro Chemicals Limited for an aggregate amount of up to ₹30 crore, in one or more tranches.

These shares will be acquired from Zuari Management Services Limited (ZMSL), a wholly owned subsidiary of Zuari Industries. The proposed acquisition may be executed through the stock exchange mechanism, including block deals, or another legally permitted transfer mechanism.

Why Is Zuari Industries Acquiring ZACL?

The stated objective is to consolidate the investment portfolio at the listed holding-company level.

Zuari Agro Chemicals operates in the fertilizer industry and was incorporated on September 10, 2009.

Its standalone turnover was:

Financial Year Turnover
FY2025-26 Nil
FY2024-25 ₹47.80 crore
FY2023-24 ₹83.00 crore

Zuari Industries and Zuari Management Services currently hold an aggregate 32.08% stake in ZACL. The final percentage and number of shares acquired will depend on the price at which each transaction is executed.

The promoter and promoter group collectively hold 65.21% of ZACL, and this aggregate holding is expected to remain unchanged after the proposed acquisition.

Both Transactions Are Related-Party Transactions

The company has classified both proposed acquisitions as related-party transactions, as the shares are being acquired from wholly owned subsidiaries of Zuari Industries.

For TIHL, the shares are being acquired from Zuari International Limited, while the ZACL shares are proposed to be acquired from Zuari Management Services Limited.

The company stated that because these transactions are between the company and its wholly owned subsidiaries, the related-party transaction provisions under Regulation 23 of the SEBI Listing Regulations are not applicable.

Acquisition Timeline and Consideration

Both acquisitions will be made through cash consideration and can be completed in one or more tranches.

There is no fixed number of shares disclosed at this stage because the actual number will depend on the market price when each tranche is executed.

For TIHL, the total acquisition value will not exceed ₹150 crore, while the ZACL acquisition will not exceed ₹30 crore.
No government or regulatory approvals have been specified as required for either transaction.

What the Acquisition Means for Zuari Industries

The two transactions represent a potential ₹180 crore consolidation of investments at the listed holding-company level.

Rather than changing the overall promoter-group ownership of TIHL or ZACL, the transactions are designed to shift additional ownership from group subsidiaries to Zuari Industries at the listed-company level.

For investors, the key factors to monitor will be the actual execution price, number of shares acquired in each tranche and the resulting direct shareholding of Zuari Industries in the two companies.

Key Acquisition Highlights

Particular TIHL ZACL
Target Texmaco Infrastructure & Holdings Zuari Agro Chemicals
Sector Real Estate, Mini Hydel Power & Investments Fertilizer
Maximum investment ₹150 crore ₹30 crore
Total potential investment ₹180 crore
Seller Zuari International Ltd Zuari Management Services Ltd
Seller status Wholly owned subsidiary Wholly owned subsidiary
Consideration Cash Cash
Acquisition One or more tranches One or more tranches
Current combined holding 30.83% 32.08%
Objective Consolidate investment portfolio Consolidate investment portfolio

Zuari Industries’ proposed ₹180 crore investment across Texmaco Infrastructure & Holdings and Zuari Agro Chemicals is primarily an investment-consolidation exercise.

The company plans to acquire up to ₹150 crore of TIHL shares and up to ₹30 crore of ZACL shares from its wholly owned subsidiaries. The transactions will be executed in one or more tranches, with the final number of shares determined by the prevailing price at the time of execution.

The company has stated that the promoter-group ownership in both target companies will remain unchanged following the transactions.
Source: Zuari Industries Limited regulatory disclosure dated August 13, 2026. The article is based solely on the information provided in the company’s filing.