Astral to demerge its chemicals business into Astral Chemie and list it separately

Astral Limited's board on 25 June 2026 approved a Composite Scheme of Arrangement involving three entities: Astral itself, its wholly-owned subsidiary Astral Chemie Limited (formerly Astral Coatings Private Limited), and another wholly-owned subsidiary, Al-Aziz Plastics Private Limited. The scheme does two distinct things. First, it demerges Astral's chemicals business — adhesives, sealants, solvent cements, construction chemicals and related products — out of the parent and into Astral Chemie, which already runs the group's paints and coatings operations. Second, it amalgamates Al-Aziz Plastics, which makes electrofusion and compression fittings, into Astral Limited, after which Al-Aziz will be dissolved.

The effect, per the filing, is to split the group along its two operating verticals: a plumbing-focused Astral Limited and a separately listed chemicals-and-coatings platform under Astral Chemie.

There is no cash consideration in the scheme. For the demerger, Astral shareholders will receive shares of Astral Chemie in a 1:1 ratio — one Astral Chemie share for every Astral share held on the record date — and Astral Chemie's shares are to be listed on the NSE and BSE, subject to approvals. The filing states that the post-scheme shareholding pattern of Astral Chemie will mirror that of Astral, with the promoter and promoter group holding moving from 100% (as a wholly-owned subsidiary) to an indicative 54.22% once shares are issued to all Astral members.

The amalgamation of Al-Aziz, being a wholly-owned subsidiary, involves no new share issuance — its shares held by Astral are extinguished — so there is no change to Astral's own shareholding from that leg.

The scheme remains subject to approvals from the NCLT Ahmedabad bench, SEBI, the stock exchanges, and the respective shareholders and creditors.

Astral describes the reorganisation as separating two verticals that have evolved distinct products, customer segments, capital requirements and risk profiles. The chemicals demerger is intended to consolidate adhesives, sealants and construction chemicals with the existing paints and coatings business under one dedicated platform, while leaving Astral Limited to focus on its core plumbing business. The Al-Aziz amalgamation is positioned as integrating complementary fittings products into the plumbing vertical and removing a separate legal entity. Managing Director Sandeep Engineer, quoted in the press release, called the day "an important milestone in Astral's journey."