Prozone Realty Ltd

Sale completion details

• Sale completed on 24 August 2026 of Kruti Realtors & Developers Private Limited (100%).
• Alliance and Empire disposals completed; total consideration unchanged at INR 1,242.50 crore.
• FVDPL ceased to be an indirect subsidiary; Kruti, Alliance, Empire ceased to be subsidiaries.
• Remaining land hive-off in progress; land retained via Hagwood and Prozone Horizons.
• Post-transaction, company to continue real estate development in Mumbai region.

Reclassification status

• NSE has closed the reclassification application for promoter-to-public under Regulation 31A.
• Rakesh Rawat Family Trust holds 35,85,796 shares (2.35%).
• Ghanshyam Rawat: 0 shares.
• Vandana Vaidh: 1,620 shares.
• Pushpalata Rawat: 0 shares.

Background on application

• Application submitted November 17, 2025.
• NSE queries remained unaddressed; led to non-consideration.
• NSE letter dated August 12, 2026 informed closure.
• Fresh application possible with complete documents and applicable fees.

Regulatory status / next steps

• Application cannot be considered under 31A due to continued non-response.
• Fresh filing with requisite documents and fees may be submitted.

Status of reclassification application

• NSE has closed the promoter group reclassification application under Regulation 31A.
• Closure date communicated: August 12, 2026.
• Reason: exchange queries remained unaddressed.
• Promoter group under consideration: Rakesh Rawat Family Trust, Ghanshyam Rawat, Vandana Vaidh, Pushpalata Rawat.

Promoter group holdings details

• Rakesh Rawat Family Trust holds 3,585,796 shares (2.35%).
• Ghanshyam Rawat holds 0 shares.
• Vandana Vaidh holds 1,620 shares (0.00%).
• Pushpalata Rawat holds 0 shares.

Resolution Details

• Purpose: Waiver of recovery of remuneration paid to Salil Anupendra Chaturvedi, DMD, Feb 2020 to Sep 2024.
• Resolution type: Special under Section 197(10) of the Companies Act, 2013.
• Amount waived: Rs 5,12,36,782.
• Background: Central Government rejected the DMD appointment; remuneration deemed recoverable.
• Voting period: 8 Aug 2026 to 6 Sep 2026; results by 8 Sep 2026.
• Outcome: Pending; results to be announced by 8 Sep 2026.
• Material impact: No share capital change; governance unchanged.

Meeting Details

• Board meeting scheduled for Friday, 14 August 2026.

Key Agenda Items

• Consider and approve unaudited standalone and consolidated results for quarter ended 30 June 2026.

Other Notes

• Trading window closed from 01 July 2026 until 48 hours after results declaration.

Transaction details

• Target: Downtown Retail Malls Private Limited; real estate constructions and developments in India.
• Net worth Rs 58.39 Cr (FY2024-25); Turnover Rs Nil (FY2024-25).
• Not a related party transaction; no promoter/group interest in the target.
• Industry: Real Estate.
• Rationale: Expands Prozone's business and related investments.
• Approvals: No government or regulatory approvals required.
• Timeline: Completion within 15 days of approval.
• Consideration: Cash; INR 17,510; Rs 10 per share.
• Acquisition: 1,751 shares representing 100% equity of FVDPL.
• Stake impact: 17.51% stake; total holding 26.80% (from 9.21%).
• Background: Incorporated 27-07-2024; presence in India; turnover history shows Nil in 2024-25.
• Turnover history: 2023-24 N.A.; 2024-25 Nil; 2025-26 not finalised.

Dematerialisation status

• Dematerialisation requests processed and confirmed to depositories.
• Securities dematerialised listed on exchanges where earlier issues are listed.
• Physical certificates for dematerialisation mutilated and cancelled; depository name substituted as registered owner within timelines.
• No demat/remat requests were received in the period.

Target and stake details

• Target: Mjs Gajaanan Property Developers Private Limited, a real estate/property development company in India.
• Acquisition completion: 17.507% stake acquired; completed on 3 July 2026.
• Related party status: not disclosed.
• Promoter/group interest: not disclosed.
• Regulatory approvals: not disclosed.
• Form of consideration: not disclosed.
• Industry/sector: Real estate/property development.
• Strategic rationale: not disclosed.
• Background: target operates in property development; incorporation date not disclosed.
• Turnover history: not disclosed.

Subsidiary status update

• Date of intimation: 30 June 2026.
• Prozone Realty increased Hagwood stake by 2.59%.
• Hagwood Commercial Developers becomes direct wholly-owned subsidiary of Prozone Realty.