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Oberoi Realty Ltd.

Notes to Accounts

NSE: OBEROIRLTYEQ BSE: 533273ISIN: INE093I01010INDUSTRY: Realty

BSE   Rs 1918.55   Open: 1989.75   Today's Range 1912.90
1989.75
 
NSE
Rs 1918.80
-63.50 ( -3.31 %)
-64.25 ( -3.35 %) Prev Close: 1982.80 52 Week Range 1440.05
2349.80
You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 69768.00 Cr. P/BV 4.44 Book Value (Rs.) 431.92
52 Week High/Low (Rs.) 2344/1452 FV/ML 10/1 P/E(X) 31.35
Bookclosure 05/05/2025 EPS (Rs.) 61.21 Div Yield (%) 0.42
Year End :2025-03 

NOTE 4. INVESTMENT PROPERTIES (CONTD.)

The title deeds of immovable properties are held in the name of the company for the year ended March 31,2025 and March 31 2024. However the title deeds in respect of two of the immovable properties (in the nature of freehold land and building), as indicated below, which stood transferred to and vested in the Company without any act or deed in terms of the Scheme of Amalgamation ("Scheme") as approved by the National Company Law Tribunal, Mumbai vide its order dated February 28, 2024 ("Order"), continues to be in the name of the transferor company. The Scheme has become effective from March 29, 2024 upon the filing of the Scheme and the Order with the Ministry of Corporate Affairs.

Under the DCF method, forecast cash flows are discounted back to the present date, generating a net present value for the cash flow

stream of the business.

A terminal value at the end of the explicit forecast period is determined and that value is also discounted back to the Valuation Date to

give an overall value for the business.

(i) A Discounted cash flow methodology typically requires the forecast period to be of such a length to enable the business to achieve a stabilised level of earnings, or to be reflective of an entire operation cycle for more cyclical industries.

(ii) The rate at which the futu re cash flows are discounted ("the discount rate") should reflect not only the time value of money, but also the risk associated with the business future operations. The discount rate generally employed is Weighted Average Cost of Capital ("WACC"), reflecting an optimal as opposed to actual financing structure.

(iii) In calculating the terminal value, regard must be had to the business potential for further growth beyond the explicit forecast period. The "Constant Growth Model", which applies an expected constant level of growth to the cash flow forecast in the last year of the forecast period and assumes such growth is achieved in perpetuity, is a common method. These results would be cross-checked, however, for reasonability to implied exit multiples.

Generally, a change in the assumption made for the estimated rental value is accompanied by:

(a) A directionally similar change in the rent growth per annum and discount rate (and exit yield).

(b) An opposite change in the long term vacancy rate.

4.2 Contractual obligations

Refer note 39.2 for disclosure of contractual obligations to purchase, construct or develop investment properties or its repairs, maintenance or enhancements.

4.3 Leasing arrangements

The Company's investment properties consist of 6 commercial properties in Mumbai. The management has determined that the investment properties consist of - Commerz I, Commerz II, Commerz III, Oberoi International School (Goregaon), Oberoi International School (JVLR) and Oberoi Mall based on the nature, characteristics and risks of each property.

4.4 Fair value

As at March 31,2025 the fair values of the properties are ' 11,86,688.37 lakh ('10,28,468.27 lakh). These valuations are based on valuations performed by independent registered valuer. All fair value estimates for investment properties are included in level 3.

17.2 Terms/rights attached to equity shares

The Company has only one class of equity shares having par value of ' 10 per share. Each shareholder of equity shares is entitled to one vote per share. The Company declares dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Nature and purpose of other reserve:

a. General reserve - The general reserve is created by an appropriation from retained earnings. The same can be utilised in accordance with the provisions of the Companies Act, 2013.

b. Capital redemption reserve - The same has been created with respect to recognition of profit and loss on purchase, sale, issue or cancellation of the Company's own equity instruments to Capital redemption reserve.

c. Capital reserve - The same has been created upon redemption of preference shares, the excess of face value over the redemption value of preference shares has been recognized as Capital reserve by the Company.

d. Securities premium - Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

e. Retained earnings - Retained earnings are the profits/(loss) that the Company has earned/incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.

(a) In December 2021, the Company has availed a working capital credit limit of ' 30,000.00 lakh from Axis Bank Limited for meeting working capital requirement of its various under construction projects. The said credit limit is for a period of 12 months with scheduled full repayment at the end of each year, from the date of first drawdown. This limit is to be renewed annually. This credit limit carries a monthly interest of 8.55% p.a. (9.40% p.a.) (Repo Spread) (MCLR Spread). The closing balance thereof as on March 31, 2025 is ' Nil (' Nil ).The Loan is secured by mortgage of the identified commercial units in one of the projects of the Company. The security cover as required under the terms of the loan was maintained (refer note 4).

(b) In January 2023, the Company has availed a credit facility of ' 1,00,000.00 lakh from ICICI Bank Limited for meeting the operational costs of the Company and acquisition cost of units. Currently this credit facility is on a monthly interest payment of 8.65% p.a. (8.65% p.a.) (MCLR Spread), and closing balance thereof as on March 31, 2025 is ' 26,105.82 lakh (' 73,958.24 lakh) The credit facility is for a period of 48 months including 8 months of moratorium from the date of first disbursement. The said credit facility is scheduled for repayment in 14 quarterly instalments starting from 9th month from the date of first disbursement. The credit facility is secured by (i) mortgage of the unsold identified residential units in the residential project of the Company and (ii) charge on receivables and Escrow Account into which receivables are deposited from the sale of flats in this project of the Company. The security cover as required under the terms of the credit facility is maintained (refer note 10).

(c) In December 2021, the Company allotted 2,500 5.90% Redeemable non-convertible debentures (NCDs) (Series I) of ' 10.00 lakh each amounting to ' 25,000.00 lakh, 3,500 6.40% Redeemable non-convertible debentures (NCDs) (Series II) of ' 10.00 lakh each amounting to ' 35,000.00 lakh and 4,000 6.80% Redeemable non-convertible debentures (NCDs) (Series III) of ' 10.00 lakh each amounting to ' 40,000.00 lakh, respectively through private placement. The entire issue proceeds have been utilised in accordance with the objects of the issue. The interest is payable semi-annually. The Company has an option to redeem these NCDs prior to the scheduled redemption date on certain predetermined dates. During the year ended March 31, 2025, the company, in exercise of the option available to it under the terms of the issue, had redeemed an amount of '1,400 lakh ('33,600 lakh) from series II and '34,000 lakh from series III by way of face value reduction. These Debentures are secured by (i) mortgage of the unsold identified residential units (inventories) on pari passu basis in 2 projects of the Company and (ii) charge on receivables and Escrow Account into which receivables are deposited on pari passu basis from the sale of flats in 2 projects of the Company. The security cover as required under the terms of the issue of the said Debentures was maintained (refer note 10).

(d) In October 2024, the Company allotted 40,000 7 95% Redeemable non-convertible debentures (NCDs) (Series I) of ' 1.00 lakh each amounting to ' 40,000.00 lakh, 50,000 8.00% Redeemable non-convertible debentures (NCDs) (Series II) of ' 1.00 lakh each amounting to ' 50,000.00 lakh and 60,000 8.05% Redeemable non-convertible debentures (NCDs) (Series III) of ' 1.00 lakh each amounting to ' 60,000.00 lakh, respectively through private placement. The issue proceeds have been utilised in accordance with the objects of the issue in following manner (i) utilised towards acquisition of land and related assets including payments of Joint Development Agreements '46,869.00 lakh, (ii) towards issue expenses '1,833.00 lakh. The balance issue proceeds have been temporarily invested in mutual funds. The interest is payable quarterly. The Company has an option to redeem these NCDs prior to the scheduled redemption date on certain predetermined dates. These Debentures are secured by (i) mortgage of the unsold identified residential units (inventories) on pari passu basis in 2 projects of the Company and (ii) charge on receivables and Escrow Account into which receivables are deposited on pari passu basis from the sale of flats in 2 projects of the Company. The security cover as required under the terms of the issue of the said Debentures was maintained (refer note 10).

(e) In February 2021, the Company availed a Term Loan of ' 1,80,000.00 lakh from HDFC Lim ited now known as HDFC Bank Lim ited for meeting the development and related cost of an under construction commercial project. During the year the sanctioned limit was reduced to ' 1,50,000.00 lakh and converted into a LRD facility from HDFC Bank Limited. ' 4,789.42 lakhs were drawdown towards the end of the year March 2025 and hence have not been utilised by the end of the year. Currently this Term Loan is on a monthly interest payment of 8.40% p.a. (8.95% p.a.) (Repo Spread) (HDFC CF-PLR minus spread), and the closing balance thereof as on March 31, 2025 is ' 1,45,835.37 lakh (' 1,21,348.70 lakh). The facility is repayable in 102 Monthly Instalments. The facility is secured by (i) mortgage and charge of identified commercial floors in one of the projects of the Company. The security cover as required under the terms of the Term Loan is maintained (refer note 3 and 4).

(f) The Company has filed quarterly returns or statements with banks which are in agreement with books of account of the Company for the borrowings which have been sanctioned on the basis of security of current assets.

The sensitivity analyses above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The sensitivity analyses are based on a change in a significant assumption, keeping all other assumptions constant. The sensitivity analyses may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation from one another.

35.8 Risk exposure

(i) Asset Volatility:

The plan liabilities are calculated using the discount rate set with reference to Government securities bond yields; if plan assets underperform this yield, this will create a deficit.

(ii) Change in Government securities bond yields:

A decrease in bond yields will increase plan liabilities, although this will be partially offset by an increase in the value of the plans bond holdings.

35.9 The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. Certain sections of the Code came into effect on 3 May 2023. However, the final rules/interpretation have not yet been issued. Based on a preliminary assessment, the Company believes the impact of the change will not be significant.

A. Based on the "management approach" as defined in Ind AS 108 Operating Segments, the Chairman and Managing Director/ Chief Financial Officer evaluate the Company's performance based on an analysis of various performance indicators by business segment. Accordingly information has been presented along these segments. The accounting principles used in the preparation of the financial statement are consistently applied in individual segment to prepare segment reporting.

B. Unallocated Corporate Assets primarily comprise of investments, deferred tax, tax and certain property, plant and equipment and Unallocated Corporate Liabilities primarily comprise of tax and deferred tax liabilities.

C. Other expenses primarily comprises employee benefit expenses and other expenses incurred for the respective segments.

NOTE 39. CONTINGENT LIABILITIES, CAPITAL COMMITMENTS AND OTHER COMMITMENTS

(' in Lakh)

39.1 Particulars

March 31, 2025

March 31, 2024

(i) Corporate guarantee given

-

50,000.00

(' in Lakh)

39.2 Particulars

March 31, 2025

March 31, 2024

(i) Capital contracts to the extent not provided for (net of advances)

23,190.19

30,381.63

39.3 Other Litigations

(i) The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business, the impact of which is not quantifiable. These cases are pending with various forums. After considering the circumstances, legal advice received and internal assessment management believes that these cases will not adversely affect its financial statements.

(' in Lakh)

39.4 Particulars

March 31, 2025

March 31, 2024

(i) Indirect tax matters in dispute*

3,323.64

9,014.11

(ii) Direct tax matters in dispute

940.29

900.06

*Considered on gross basis without set off

(iii) An order u/s. 245D(4) of the Income-tax Act,1961 was passed in the case of Company on April 28, 2023. Subsequently, the Income Tax Department had filed a writ petition against the said order before the Hon'ble Bombay High Court in the financial year 2023-24, which is yet to be admitted. The Management believes that there should not be any further material tax liability arising on this account and hence no adjustments have been made in the current financial year.

(iv) The sales tax department of the government of Maharashtra has completed the Value Added Tax (VAT) assessments w.r.t. the returns filed by the Group on the sale of flats to the customers during the period beginning from June 2006 till March 2012 and determined the VAT and interest liability. For some of the years, the Group has challenged the assessment order and opted for appeal, which is pending for hearing. Vide an order of the Hon'ble Supreme Court of India, the recovery of interest amounts in such cases has been stayed. However, the Group has opted to settle and pay interest for some of the years under The Maharashtra Settlement of Arrears in Disputes Act, 2016. Part of the amount has been collected by the Group from the flat purchasers on account of such liability and the Group is reasonably confident of recovering all the outstanding amount on account of VAT from flat purchasers.

The management assessed that carrying amount of cash and cash equivalents, other bank balances, trade receivables, loans, investment in government securities, other financial assets, secured and unsecured borrowings, trade payable and other financial liabilities approximate their fair values largely due to the short-term maturities of these instruments.

41.3 Measurement of fair values

Transfers between Levels 1 and 2

There have been no transfers between Level 1 and Level 2 during the year.

41.4 Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk;

(ii) Liquidity risk; and

(iii) Market risk

Risk management framework

The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies. The committee reports regularly to the Board of Directors on its activities.

The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

(i) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's receivables from customers and investments in debt securities.

The carrying amount of the financial assets which represents the maximum credit exposure is as follows:

(a) Trade and other receivables

Trade receivables of the Company comprises of receivables towards sale of residential properties, rental receivables and other receivables. In case of lease rentals, the Company is not substantially exposed to credit risk as Company collects 3 to 12 months rent as security deposit from the lessee. In case of residential sales, the Company is not substantially exposed to credit risk as possession is handed over on payment of all dues. However, the Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. As per simplified approach, the Company makes provision of expected credit losses on trade receivables to mitigate the risk of default payments and makes appropriate provision at each reporting date wherever outstanding is for longer period and involves higher risk.

(b) Cash and cash equivalents

Credit risk from balances with banks and financial institutions is managed by the Company's treasury department in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Investment committee comprising of Mr. Anil Harish (Chairperson, Independent Director), Mr. Prafulla Chhajed (Independent Director) and Mr. Vikas Oberoi (Non-Independent Director) on an annual basis, and may be updated throughout the year subject to approval of the Company's Investment Committee. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.

(ii) Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure as far as possi ble that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed condition, without incurring unacceptable losses or risking damage to the Company's reputation.

The Company's objective is to maintain a balance between continuity of funding and flexibility through the use of surplus funds, bank overdrafts, bank loans, debentures and inter-corporate loans.

The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low. The Company has access to a sufficient variety of sources of funding.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.

(iii) Market Risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company's income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of certain commodities. Thus, our exposure to market risk is a function of investing and borrowing activities and revenue generating and operating activities. The objective of market risk management is to avoid excessive exposure in our revenues and costs.

(a) Currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities (when expense is denominated in a foreign currency).

The Company closely tracks and observes the movement of foreign currency with regards to INR and the forward cover rate. The Company decides to cover or keep the foreign currency exposure open based on the above.

(c) Sensitivity analysis

A reasonably possible strengthening (weakening) of the Indian Rupee against above foreign currencies at March 31 would have affected the measurement of financial instruments denominated in those foreign currencies and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

(d) Interest Rate Risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

(e) Exposure to interest rate risk

Company's interest rate risk arises from borrowings. Borrowings issued at fixed rates exposes to fair value interest rate risk. The interest rate profile of the Company's interest-bearing financial instruments as reported to the management of the Company is as follows:

i Fair value sensitivity analysis for fixed-rate instruments

The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.

ii Fair value sensitivity analysis for floating-rate instruments

The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings affected. With all other variables held constant, the Company's profit before tax is affected through the impact on floating rate borrowings is as follows:

(f) Commodity price risk

The Company's activities are exposed to steel and cement price risks and therefore its overall risk management program focuses on the volatile nature of the steel and cement market, thus seeking to minimize potential adverse effects on the Company's financial performance on account of such volatility.

The risk management committee regularly reviews and monitors risk management principles, policies, and risk management activities.

41.5 Capital Management

The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital. The Company includes within net debt, interest and non interest bearing loans and borrowings, less cash and cash equivalents, excluding discontinued operations.

NOTE 43. CORPORATE SOCIAL RESPONSIBILITY_

a) As per section 135 of the Companies Act, 2013 read with relevant rules thereon, for FY 2024-25 the Company was required to spend ' 3,162.01 lakh (' 2,478.37 lakh) on Corporate Social Responsibility (CSR) activities. The same has been approved by the Board to be spent during the year.

The amount of ' 234.14 lakh spent in excess of the prescribed CSR spending for FY22-23 shall be set off against the prescribed CSR for the immediate succeeding three financial years, in terms of provisions of Companies Act, 2013 and rules made thereunder.

NOTE 44. ADVANCES AND DEPOSITS_

Advances to Vendors, Deposits and Other financial assets comprise advances/deposits of ' 48,652.31 lakh (' 32,852.31 lakh) towards land and transferable development rights ('projects'). Having regard to the nature of business, these include amounts relating to projects that could take a substantial period of time to conclude. Management has evaluated the status of these projects and is confident of performance of obligations of the counter-parties. In view of the management, these advances are in accordance with the normal trade practice and are not in the nature of loans or advance in the nature of loans.

NOTE 45. DAILY BACKUP OF BOOKS OF ACCOUNTS AND AUDIT TRAIL_

(a) The Company has maintained proper books of account as prescribed under Section 128(1) of the Companies Act, 2013 (as amended). The books of accounts are maintained in electronic mode as required under Section 128 (1) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 (as amended). Back-ups of books of account and other relevant books and papers maintained in electronic mode is kept as per the policy of the Company. The back-up of the principal accounting system is kept in a server physically located in India and is done on a daily basis. However, in hospitality segment there are a few systems whose servers are physically located outside India, though daily back-ups of the same are taken.

(b) The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that audit trail feature is enabled for direct changes to data when using certain access rights from July 1, 2024 for principal system.

For three accounting software used by the Company (Opera, Birchstreet and Peoplesoft) for its hospitality segment under arrangement with hotel operator, in the absence of details relating to audit trail, management is not able to determine whether audit trail feature is enabled for direct changes to data when using certain access rights made to respective database.

There were no instances of audit trail feature being tampered with in respect of these software. The SOC reports relating to one software (Simphony) used in hospitality segment were made available by the third party service provider, however, in the absence of details relating to audit trail, it does not enable the management to determine whether audit trail feature of the said software was enabled and operated throughout the year for all relevant transactions recorded in the software or whether there were any instances of the audit trail feature being tampered with.

Additionally, the audit trail of prior year has been preserved by the Company as per the statutory requirements for record retention to the extent enabled.

NOTE 46. POLITICAL CONTRIBUTION_

During the year, the Company has made contribution of ' 100.00 lakh (March 31, 2024'10.00 lakh) to Bharatiya Janta Party, which is included in donation expenses.

NOTE 47. OTHER STATUTORY INFORMATION_

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period,

(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) d irectly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

#Expressions Realty Private Limited, Integrus Realty Private Limited is wholly owned subsidiary of the Company. Saldanha Infrastructure LLP is joint venture of Expressions Realty Private Limited. And Pursuit Realty LLP is subsidiary of the Integrus Realty Private Lim ited.

(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) d irectly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

NOTE 49. ACQUISITION AND AMALGAMATION_

During the year the Company has completed the acquisition of Nirmal Lifestyle Realty Private Limited (NLRPL) under the provision of Insolvency and Bankruptcy Code 2016 in terms of the order of the Hon'ble National Company Law Tribunal (NCLT) dated August 09, 2024. As per the terms of NCLT order, Company has acquired share in NLRPL and thus becomes a wholly owned subsidiary of the Company w.e.f. November 07, 2024. The scheme of amalgamation of Nirmal Lifestyle Realty Private Limited with company has been approved by the Board of director of both the companies at their respective meetings held on January 20, 2025. The Company's application in connection with the said scheme is yet to be filed with the jurisdiction bench of National Company Law Tribunal.

NOTE 50. STRIKE OFF_

Astir realty LLP and Sight Realty Private Limited (entities wholly owned by the Company), had on March 19, 2025 and April 24, 2025 respectively applied for their voluntary strike off under the provisions of Limi ted Liability Partnership Act, 2008 and Companies Act, 2013 respectively. The said application is under process with the Ministry of Corporate Affairs.

NOTE 51. PROCEEDS OF ISSUE_

In October 2024, the Company allotted 40,000 7 95% Redeemable non-convertible debentures (NCDs) (Series I) of '1.00 lakh each amounting to '40,000.00 lakh, 50,000 8.00% Redeemable non-convertible debentures (NCDs) (Series II) of '1.00 lakh each amounting to '50,000.00 lakh and 60,000 8.05% Redeemable non-convertible debentures (NCDs) (Series III) of '1.00 lakh each amounting to '60,000.00 lakh, respectively through private placement. The issue proceeds have been utilised in accordance with the objects of the issue in following manner (i) utilised towards acquisition of land and related assets including payments under Joint Development Agreements '46,869.00 lakh, (ii) towards issue expenses '1,833.00 lakh. The balance issue proceeds have been temporarily invested in mutual funds. The interest is payable quarterly. The Company has an option to redeem these NCDs prior to the scheduled redemption date on certain predetermined dates.

These Debentures are secured by (i) mortgage of the unsold identified residential units (inventories) on pari passu basis in 2 projects of the Company and (ii) charge on receivables and Escrow Account into which receivables are deposited on pari passu basis from the sale of flats in 2 projects of the Company. The security cover as required under the terms of the issue of the said Debentures was maintained (refer note 19).

NOTE 52. INVESTMENTS_

I-Ven Realty Limited ("IVRL") is a joint venture of the Company where it holds 50% ownership interest. Pursuant to a Share Subscription Agreement dated March 20, 2025 entered into between, inter alia, IVRL, the Company, and an external investor, the investor has agreed to invest ' 1,25,000 lakh for a 21.74% ownership interest in IVRL. Upon consummation of the said transaction, the holding of Company in IVRL will stand at 39.13% on a fully diluted basis and accordingly will be given effect in the financial statements of the Company as and when the transaction is consummated.

NOTE 53._

Previous year figures have been regrouped, re-arranged and re-classified wherever necessary to conform to current year's classification.

 
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