UK Paints Plans to Increase its Stake in Berger Paints from 50.09% to 64.57% Through Internal Restructuring

UK Paints (India) Private Limited has announced an internal restructuring move to acquire an additional 14.48% stake in Berger Paints India.  

This transfer, carried out at nil consideration, aims to streamline the promoter group structure and reduce overall operational complexities and costs. 

UK Paints to Raise Direct Stake in Berger Paints to 64.57% 

The proposed stake acquisition involves the transfer of 16,87,88,138 equity shares from Jenson & Nicholson (Asia) Limited, a wholly owned subsidiary of UK Paints.  

This internal restructuring is part of a broader amalgamation scheme approved by the National Company Law Tribunal (NCLT) and the Jersey Financial Services Commission. Upon completion, UK Paints’ direct stake in Berger Paints will increase from 50.09% to 64.57%. 

Rationale Behind the Internal Restructuring 

The restructuring is designed to simplify the group’s legal and jurisdictional structure by reducing the number of entities. By consolidating operations at the ultimate holding company level, the promoters aim to lower administrative and regulatory costs and enhance efficiency in capital and resource utilisation.  

According to filings, the overall aggregate shareholding of the promoter group in Berger Paints will remain unchanged. 

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Transaction Structure and Regulatory Compliance 

The share transfer is exempt from open offer obligations under SEBI regulations since it constitutes an internal restructuring. The transaction does not involve any monetary consideration.  

The volume-weighted average market price of Berger Paints shares for the 60 trading days prior to the notice stood at ₹546.63 per share. The acquisition is scheduled for execution on or after December 29, 2025. 

Berger Paints India Share Price Performance  

As of December 23, 2025, at 9:19 AM, Berger Paints India share price on NSE was trading at ₹547.10 up by 0.91% from the previous closing price.  

Conclusion 

UK Paints' move to raise its direct holding in Berger Paints through an internal transfer exemplifies a legal and regulatory approach to streamline corporate structures. The control within the promoter group remains unaffected, with expected reductions in cost and complexity. 

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