Mumbai | 6th January 2026: Shardul Amarchand Mangaldas acted as the sole legal counsel to: (i) Sapphire Foods Mauritius Limited – a Samara Capital entity (“Samara”), which is a promoter of Sapphire Foods India Limited (“Sapphire”), in relation to the merger of Sapphire with Devyani International Limited (“DIL”) as well as on the sale of Samara’s 18.5% of the shareholding of Samara in Sapphire; and (ii) Sapphire, in relation to its merger with DIL.
Sapphire and DIL, both listed on BSE Limited and NSE, operate KFC and Pizza Hut restaurants in India (and select overseas markets) under franchise from Yum! Brands, and are the exclusive franchisees in India. The transaction marks a significant consolidation of Yum! Brands’ India business under a single listed entity, with DIL emerging as the sole franchisee in India.
The transaction also involved a secondary sale of an 18.5% shareholding in Sapphire by Samara to Arctic International Private Limited. Arctic is an entity associated with DIL’s promoter group, and may assign the agreement to a mutually agreed financial investor.
The SAM transaction team was led by Jay Gandhi, Partner, along with Akshath Vidyanath, Senior Associate, Ankit Parekh, Senior Associate, Yashvardhan Mittal, Associate, Rhea Tewary, Associate, and Jay Sureka, Associate. The securities law aspects were advised by Yogesh Chande, Partner, Preeti Kapany, Principal Associate, and Anushri Mandal, Associate.
Competition law advice was provided by Harman Singh Sandhu, Partner, and Nitika Dwivedi, Partner, along with their team. NCLT and scheme-related advisory support was provided by Anirudh Das, Partner, and team. Banking and finance inputs were provided by Veena Sivaramakrishnan, Partner, and Siddharth Jasrotia, Associate. Litigation support was led by Shreya Jain, Partner, with assistance from Prachi Gupta, Associate.
Special acknowledgments to Anirban Bhattacharya, Partner, Jeel Panchal, Principal Associate, and Ambarish, Partner.