Citadel Realty and Developers Ltd

Citadel Realty and Developers Limited: Trading window closed from Oct 1, 2026 until completion of 48 hours from the declaration of Un-audited Financial Results for the quarter and half year ended September 30, 2026.

AGM details

• 66th AGM held Sep 18, 2026 at 12:00 PM IST via VC/OAVM.
• Quorum: 27 members attended via VC/OAVM.
• Meeting concluded at 12:39 PM.
• Record date: 11-Sep-2026.

Ordinary business

• Adopt audited standalone financial statements for FY2025-26.
• Adopt audited consolidated financial statements for FY2025-26.

Special business

• Approve material related party transactions including loans, advances and borrowings.
• Approve transfer of land to Shree S S Infra Developers Private Limited.

Voting results

• Resolution 1: Ordinary—adoption of financial statements passed with ~99.9% in favour.
• Resolution 2: Ordinary—final dividend proposed and passed with ~99.9% in favour.
• Resolution 3: Ordinary—reappointment of Sonal Mayur Shah passed with ~99.9% in favour.
• Resolution 4: Special—RPT loans/borrowings approved with ~96.20% in favour.
• Resolution 5: Special—land transfer approved with ~96.20% in favour.

Dividend

• Final dividend proposed for FY2025-26.

Director changes

• Sonal Mayur Shah (DIN 00199734) reappointed as director.

Related party transactions

• Material related party transactions approved: loans, advances and borrowings.
• Transfer of land to Shree S S Infra Developers Private Limited.

Financial snapshot

• Standalone revenue from operations: ₹3.93 Cr in FY25-26, up 11% YoY.
• Standalone net profit: ₹1.50 Cr; Consolidated net profit: ₹1.51 Cr.
• Standalone Basic EPS: ₹1.80; Consolidated Basic EPS: ₹1.79.
• EBITDA Standalone: ₹363.42 Lakhs.
• Debt-to-Equity ratio: 0.75x.
• Current ratio: 2.59x.
• Total dividend per share: ₹1.00 (Interim ₹0.50, Final ₹0.50).
• Share dematerialization: 97.32% in demat form.

Growth & profitability

• Revenue growth (YoY): 11.0%.
• Standalone net profit growth (YoY): 29.6%.
• Consolidated net profit growth (YoY): 29.4%.
• Standalone EPS growth: 21.6%.
• Consolidated EPS growth: 21.8%.

Dividends & capital allocation

• Interim dividend paid: ₹0.50 per share.
• Final dividend proposed: ₹0.50 per share, subject to AGM.
• Total dividend per share: ₹1.00.

Debt, liquidity & cash flow

• Borrowings: ₹1,479.54 Lakhs.
• Operating cash flow: ₹130.07 Lakhs.
• Net cash from financing activities: ₹-128.73 Lakhs.
• Net cash from investing activities: ₹-4.04 Lakhs.

Related party transactions & governance

• RPT with Shree Swami Samarth Builders & Developers: loans ₹3,615.26 Lakhs; interest ₹393.01 Lakhs.
• ICD from Marathon Realty Pvt Ltd: ₹1,235.98 Lakhs; dividend ₹19.21; loan repayment ₹333.22.
• ICD with Fibre Box Bombay Private Ltd: ₹243.56 Lakhs; advance ₹640.59.
• Land transfer to Shree S S Infra Developers Pvt Ltd at market value.

Outlook & risks

• Outlook: timely project execution, cost control, premiumisation.
• Risks: high interest costs; leverage; negative operating cash flow; regulatory delays.

Governance at a glance

• Board: 6 directors; 2 independent; 5 meetings held.
• Audit Committee met 5 times; includes independent directors.

Material Related Party Transaction

• Board approved transfer of freehold land (1880.80 sq m) at Bhandup to related party, subject to shareholders' approval.
• Related party: Shree S S Infra Developers Private Limited; common directors with the listed entity.
• Value: land transfer to be at market/stamp duty value; terms via definitive agreement.
• One-time transaction; no loans or investments involved.
• Transaction represents about 30% of prior year's consolidated turnover.
• Counterparty's turnover represents about 0.03% of the group.
• Justification: arm's length, ordinary course, market price, cash flow improvement.
• Shareholder approval required; AGM notice updated with new agenda.
• Disclosures provided under SEBI LODR; Annexure A attached.

Board actions

• Board approved unaudited standalone and consolidated results for quarter ended June 30, 2026.

Audit & signing

• Limited review completed; results to be signed by authorized signatories.

AGM & dates

• 66th AGM to be held on Sept 18, 2026; record date Sept 4, 2026; cutoff Sept 11, 2026.

Business scope

• Company operates a single segment: real estate; no segment reporting required.

Prior-period notes

• March 31, 2026 figures are balancing figures between audited full-year and published Q3 figures.

Governance action

• Board authorized signing and submission of results and related documents to authorities.

Auditor remarks

• Auditors' review report indicates no material misstatement identified.

Dematerialisation status

• Dematerialisation requests processed; securities listed on the existing listing stock exchange.
• Security certificates received for dematerialisation mutilated and cancelled; depository name substituted as registered owner within timeline.

Citadel Realty and Developers Limited – Closure of trading window from July 1, 2026 until 48 hours after the declaration of unaudited financial results for quarter ended June 30, 2026