Devyani International gets CCI clearance for Sapphire merger

Devyani International Limited has received Competition Commission of India approval for the proposed merger of Sapphire Foods India Limited into it. The Competition Commission of India approved the combination on October 30, 2026, under Section 31(1) of the Competition Act, 2002, after the companies filed a joint notice on September 10, 2026. Its detailed order is awaited.

What approval did Devyani International receive from the CCI?

Devyani International received approval from the Competition Commission of India, or CCI, for the proposed combination involving Sapphire Foods India Limited, or SFIL, on October 30, 2026. The company disclosed the decision to the National Stock Exchange of India and BSE Limited on October 31, 2026, under Regulation 30 of the Securities and Exchange Board of India Listing Obligations and Disclosure Requirements Regulations, 2015.

The CCI said it considered the combination at its October 30, 2026 meeting and approved it under Section 31(1) of the Competition Act, 2002. Its letter identifies the matter as Combination Registration No. C-2026/09/1467, linking the clearance to the notice submitted by the two companies on September 10, 2026.

The approval concerns the notified transaction and does not, in the supplied filing, state that the merger has taken effect. Devyani International said in its October 31 disclosure that the detailed CCI order was awaited, while the regulator’s October 30 letter said that the order would follow.

Which Sapphire Foods transaction has Devyani International cleared?

Devyani International has cleared the proposed merger of SFIL with and into Devyani International under an amended Scheme of Arrangement. The October 31 filing identifies Devyani International as the transferee company and SFIL as the transferor company under the scheme, which is proposed under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013.

Devyani International’s board approved the amended scheme on August 26, 2026. The company had informed the exchanges on that date that its board had approved the arrangement involving Devyani International, SFIL and their respective shareholders, before the parties made their joint CCI filing on September 10.

The supplied document does not provide a share exchange ratio, transaction value or anticipated effective date. It also does not disclose planned management arrangements, operating integration measures, restaurant portfolio changes or expected financial effects from bringing SFIL into Devyani International.

When did Devyani International submit its CCI notice?

Devyani International and SFIL submitted their joint notice to the CCI on September 10, 2026, under Section 6(2) of the Competition Act, 2002. The companies made the filing under that law read with the regulations made under it, according to both Devyani International’s October 31 announcement and the CCI’s October 30 communication.

The CCI approval followed the joint notice by 50 calendar days, based on the two dates in the filing. The board’s August 26 approval came 15 calendar days before the September 10 regulatory submission, establishing the disclosed sequence of board approval, competition notification and CCI clearance.

The CCI communication was issued under Regulation 28(1) of the Competition Commission of India (Combinations) Regulations, 2024. It was addressed to representatives of Devyani International and SFIL and cited Registration No. C-2026/09/1467; the filing does not say whether the regulator sought further information during its review.

Does CCI clearance mean Devyani International’s merger is complete?

No, the supplied filing confirms CCI clearance but does not say that the merger has been completed. Devyani International’s October 31, 2026 disclosure reports receipt of the regulator’s approval letter for the proposed combination, while describing the detailed CCI order as awaited.

The August 26 and October 30 decisions were made under different legal processes. Devyani International’s board approved the amended Scheme of Arrangement on August 26 under the Companies Act framework, whereas the CCI approved the proposed combination on October 30 under Section 31(1) of the Competition Act.

The document does not specify an implementation timetable after October 30, 2026. It also does not identify a scheme effective date or set out subsequent approvals and procedural steps, if any, meaning the filing supports reporting the competition clearance but not a completion date.

Why is the detailed CCI order still awaited?

The detailed CCI order is awaited because the October 30 letter communicates the approval result without providing the Commission’s reasons. The letter says the Commission approved the combination under Section 31(1) at its October 30 meeting and expressly states that its order will follow.

Until the order is issued, the supplied material does not disclose the CCI’s market assessment, any competitive overlaps it reviewed or whether its decision contains conditions. Devyani International’s October 31 statement likewise reports only that the detailed order is awaited, rather than describing the regulator’s analysis.

The filing is therefore a procedural merger update rather than a financial assessment of the transaction. It contains no valuation, exchange ratio, revenue forecast or projected contribution from SFIL, while it does document the 66-calendar-day period from the August 26 board approval to the October 31 exchange announcement.

Conclusion

Devyani International has passed the competition-regulatory stage disclosed in its October 31 announcement. Its amended scheme was approved by the board on August 26, the parties notified the CCI on September 10, and the regulator approved the combination on October 30 under Section 31(1) of the Competition Act, 2002.

The next disclosed item to watch is the CCI’s detailed order, which the October 30 letter says will follow. That document may set out the Commission’s reasoning and any terms of the clearance; the current filing does not provide a scheme effective date or an implementation schedule.